Akin Gump advised Diamondback Energy on a pair of transactions announced on July 21.

In one, Diamondback priced an underwritten public offering of five million shares of its common stock at a price to the public of $87 per share. The underwriters have an option to purchase up to an additional 750,000 shares of common stock from Diamondback at the public offering price (less the underwriting discount). Net proceeds to Diamondback, after the underwriting discount and estimated offering expenses, will be approximately $421.7 million or approximately $484.9 million if the underwriters’ option is exercised in full.

In the other transaction, Diamondback announced it had entered into a definitive purchase agreement with unrelated third party sellers to acquire additional leasehold interests in the Midland Basin for an aggregate purchase price of approximately $538 million, subject to certain adjustments. Upon completion, the acquisition will provide Diamondback with primarily operated leasehold interests, the majority of which are located in Texas’ Midland and western Glasscock counties. (more…)

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Milbank, Tweed, Hadley & McCloy LLP represented the lenders in connection with the senior debt financing for the Petra Nova Carbon Capture Project, a groundbreaking $1 billion carbon capture and sequestration (CCS) and enhanced oil recovery (EOR) project that is expected to be the world’s largest facility using captured carbon dioxide from an existing power facility to assist in extracting otherwise difficult-to-reach oil.

A Milbank team led by Tokyo-based Global Project Finance partner Alec Borisoff advised the senior lenders, including Japan Bank for International Cooperation (JBIC) and Mizuho Bank, Ltd., who is backed by insurance provided by Nippon Export and Investment Insurance (NEXI). (more…)

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On July 11, 2014, Noble Corporation plc (NYSE: NE) announced that its board of directors approved the spin-off of Paragon Offshore plc, a wholly-owned subsidiary of Noble, through a pro rata distribution of an aggregate of 84,753,393 Paragon ordinary shares to the holders of Noble ordinary shares. Noble shareholders will receive one ordinary share of Paragon for every three ordinary shares of Noble held at 5:00 p.m., New York City time, on the record date of the distribution, July 23, 2014. No fractional Paragon shares will be issued; however, shareholders entitled to receive a fractional Paragon share in the distribution will instead receive the cash value of that fractional share. Subject to the satisfaction of the conditions to the spin-off, the distribution is expected to occur on August 1, 2014. Noble first announced its plan to separate Noble’s standard specification business in September 2013. Following the distribution of the Paragon ordinary shares, Paragon will be a separate, publicly traded company, and Noble will not retain any ownership interest in Paragon. Paragon has applied to list its ordinary shares on the New York Stock Exchange under the symbol “PGN.”

In connection with the spin-off, Paragon executed debt financings of approximately $1.73 billion, including a private offering of senior notes under Rule 144A and a term loan financing. Paragon also entered into an $800 million revolving credit facility. (more…)

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A team of attorneys from Andrews Kurth LLP served as project development counsel to NRG Energy Inc. in the company’s joint venture with JX Nippon Oil & Gas Exploration Corp. to build the world’s largest post-combustion carbon capture and sequestration (CCS) facility on an existing coal plant in Fort Bend County, Texas.

The Petra Nova Carbon Capture Project at the W.A. Parish Power Plant Facility will capture 90 percent of the carbon dioxide (CO2) from processed flue gas, or approximately 1.6 million tons of CO2 annually. The CO2 will be delivered through an 82-mile pipeline for enhanced oil recovery at the West Ranch Oil Field in Jackson County, Texas. The West Ranch Oil Field is estimated to contain more than 60 million barrels of oil, available through enhanced recovery operations. (more…)

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Akin Gump served as legal advisor to London Broadcasting Company, a portfolio company of SunTx Capital Partners, in the sale of six of its television stations in Texas to Gannett Co., Inc. for $215 million. The deal closed on July 8, 2014. (more…)

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Martin Marietta Materials, Inc. and Texas Industries, Inc. announced that the Boards of Directors of both companies have unanimously approved a definitive merger agreement under which Martin Marietta will acquire all of the outstanding shares of Texas Industries common stock in a tax‑free, stock‑for‑stock transaction valued at US$2.7 billion. Cravath represented Martin Marietta in connection with this transaction. (more…)

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Akin Gump served as counsel to Diamondback Energy, Inc. in the pricing of an underwritten public offering of two million shares of its common stock by certain selling stockholders at a price to the public of $90.04 per share. The total deal size is $180 million. (more…)

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LINN Energy, LLC (Nasdaq:LINE) and LinnCo, LLC (Nasdaq:LNCO) announced today that LINN has signed a definitive agreement to acquire assets in five U.S. operating areas from Devon Energy Corporation (NYSE:DVN) for $2.3 billion. The asset package is comprised of approximately 900,000 net acres across the Rockies, Mid-Continent, east Texas, north Louisiana and south Texas regions with approximately 4,500 total wells. LINN has identified over 1,000 future drilling locations and over 600 recompletion opportunities. LINN has secured $2.3 billion of committed interim financing for the acquisition of Devon assets, subject to final documentation. The financing was lead arranged by Scotiabank and included Barclays, RBC Capital Markets and Wells Fargo. (more…)

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On June 17, 2014, Valero Energy Corporation (NYSE: VLO) announced the approval of the drop-down of certain assets to Valero Energy Partners LP (NYSE: VLP) for total consideration of $154 million.

The assets to be sold include:

  • The McKee Crude System, located in Sunray, Texas
  • The Three Rivers Crude System, located in the Eagle Ford shale region in South Texas
  • The Wynnewood Products System, located in Ardmore, Oklahoma

Baker Botts represented VLO in the drop-down.

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Akin Gump advised Sanchez Energy Corporation in its agreement to acquire assets in the Eagle Ford trend of South Texas from wholly-owned subsidiaries of Royal Dutch Shell plc for approximately $639 million in cash. (more…)

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Akin Gump advised Cimarex Energy Co. in the pricing of an offering of $750 million aggregate principal amount of senior notes due 2024, which will carry an interest rate of 4.375 percent. Cimarex intends to use the net proceeds from the offering to repay in full amounts outstanding under its revolving credit facility and for general corporate purposes. The deal is expected to close on June 4, subject to customary conditions. (more…)

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On April 29, 2014, the U.S. Environmental Protection Agency issued a final greenhouse gas emission permit to FGE Texas LLC for the construction of two natural gas-fired combined-cycle electric generation plants near Westbrook in Mitchell County, Texas. The total investment will be $1.2 billion. (more…)

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