Ben Hardison

Digital Infrastructure Matters

• Bluebird Fiber in its agreement to acquire Everstream, a business-only fiber network.
• Gogo Inc. (Nasdaq: GOGO) in its acquisition of Satcom Direct, an in-flight connectivity provider serving the business aviation and military/government mobility markets.
• EQT in its $4.25 billion acquisition of Crown Castle Inc.’s Small Cells Solutions business.
• EQT in a joint venture between EQT Infrastructure VI fund and T-Mobile (Nasdaq: TMUS) to acquire Lumos, a fiber- to-the-home platform and to build-out its fiber optic network.
• KKR in its acquisition of CoolIT Systems, a provider of scalable liquid cooling solutions.
• Macquarie Asset Management in its preferred equity investment in Pavlov Media, Inc., one of the largest independent providers of fiber-based internet connectivity to off-campus student housing in the United States.
• A private equity sponsor on its majority investment in a cross¬border joint venture to build-out fiber-to-the-home networks. 
• Private equity sponsor in its preferred equity investment in a leading fiber provider.
• CyrusOne on securing a $687.1 million Single Asset Single Borrower Commercial Mortgage-Backed Security (CMBS) loan for CyrusOne’s DFW1 data center, the company’s inaugural CMBS issuance.
• CyrusOne in its formation of a joint venture with KEPCO, a leading Japanese energy provider, for the purpose of building, operating and scaling data centers in Japan.
• Consortium and KKR in the $15 billion all-cash acquisition of CyrusOne Inc. (Nasdaq: CONE).

Other Infrastructure & Energy Matters

• Consortium of Global Infrastructure Partners (GIP) and Canada Pension Plan Investment Board (CPPIB) in the $6.2 billion acquisition of ALLETE, Inc. (NYSE: ALE).
• WIN Waste Innovations in its sale of South Broward Waste- to-Energy Facility in Florida.
• Macquarie Asset Management in the sale of Macquarie Rotorcraft, a helicopter leasing company, to SMFL LCI Helicopters.
• Macquarie Infrastructure and Real Assets in its purchase of Wheelabrator Technologies, a leading owner and operator of waste-to-energy facilities, from ECP.
• KKR in the $1.9 billion acquisition of the Thermal business of Clearway Energy, Inc. (NYSE: CWEN, CWEN.A).
• KKR in connection with Spur Energy Partners LLC’s $925 million acquisition of assets in the New Mexico Shelf from Concho Resources Inc.
• Western Natural Resources, LLC in its partnership with KKR to acquire producing and undeveloped oil and gas assets in the Williston Basin.
• Management team in its partnership with a private equity sponsor for the acquisition, ownership and operation of oil and gas properties.
• Private equity sponsor in its formation of mineral interest acquisition platforms.
• LM Energy (f/k/a Longhorn Midstream) in the formation of a joint venture with an undisclosed producer to construct and develop a crude oil and gas gathering system and associated midstream infrastructure.
• Private oil and gas company, in connection with its entrance into a joint venture with an unrelated private oil and gas company, for the continued ownership and operation of oil and gas properties primarily located in the Permian Basin and the Barnett Shale.
• Private oil and gas company in connection with its entrance into a 50/50 joint venture with an unrelated private equity investor, for the continued ownership and operation of oil and gas properties primarily located in the Barnett Shale.
• Sentinel Midstream on Texas GulfLink, its proposed Deepwater Crude Oil Export Terminal located near Freeport, Texas and related midstream infrastructure project, which is being financed in partnership with Cresta Fund Management.
• Covia Holdings Corporation and certain of its affiliates in connection with Covia’s prearranged Chapter 11 bankruptcy cases in the U.S. Bankruptcy Court for the Southern District of Texas.
• Covia provides diversified mineral-based and material solutions for global energy and industrial markets. As of its Chapter 11 filing, Covia’s funded debt totaled approximately $1.6 billion, including approximately $1.56 billion in secured term loan indebtedness. Prior to filing for Chapter 11 protection, Covia entered into a restructuring support agreement (RSA) with an ad hoc term lender group that collectively holds a majority of Covia’s term loan indebtedness that lays the groundwork for a comprehensive financial and operational restructuring of Covia that will reduce its go-forward leverage and fixed costs by more than $1 billion through a partial equitization of Covia’s prepetition term loan indebtedness and a strategic rationalization of its railcar fleet and distribution terminal network.
• The private equity sponsors and Sable Permian Resources, LLC (as operator of the oil and gas assets) in the successful completion of AEPB’s $2.1 billion out-of-court recapitalization.
• The transaction reduced AEPB’s debt obligations by approximately $1.4 billion and reduced upcoming debt maturities over the next four years to approximately $36 million from approximately $2.1 billion. In addition, the transaction eliminated approximately $94 million of annual cash interest expense and simplified AEPB's organizational structure.
• Arcosa, Inc. (NYSE: ACA) in its acquisition of Strata Materials.
• ORIX Capital Partners in its acquisition of Specialty Welding and Turnarounds, LLC (SWAT), a leading provider of specialty welding and other turnaround services to the oil and gas refinery, petrochemical and industrial markets.

Additional Matters

• Blue Owl Capital (NYSE: OWL) in its acquisition of Hong Kong-based Ascentium Group Limited.
• Owl Rock Capital Group in its business combination agreement with Dyal Capital Partners and Altimar Acquisition Corporation, a special purpose acquisition company, to form Blue Owl Capital Inc., an alternative asset management firm.
• GPI Capital, a stockholder of Postmates Inc., in the proposed $2.65 billion all-stock acquisition of Postmates by Uber Technologies, Inc.
• GPI Capital in a $105 million convertible preferred equity investment in Couchbase, Inc., a technology company specializing in cloud database solutions for business-critical applications.
• International Refugee Assistance Project in the representation of Afghan and Iraqi translators for U.S. armed forces seeking to obtain Special Immigrant Visas.
• Apollo Global Management and Athene Holding, in the acquisition from Voya Financial of Voya Insurance and Annuity Company, including Voya’s closed block variable annuity business, for approximately $500 million, and Athene’s agreement to reinsure $19 billion of Voya’s fixed and fixed indexed annuity liabilities.*
• OMERS Private Equity and its portfolio company MatrixCare, in the acquisition of Advanced Answers on Demand.*
• Darling Ingredients, in its divestiture of Terra Renewal Services.*
• CIP Capital, in its investment in Compliance Solutions Strategies, through the merger of Ascendant Compliance Management, Advise Technologies and The MoneyMate Group.*
• CIP Capital and its portfolio company OnCourse Learning Corporation, in the acquisition of Institute for Professional Care Education.*
• CIP Capital, in its investment in Affinitiv, Inc., formed through the merger of OneCommand, DPS, Peak Performance and TimeHighway.com.*
• American Home Shield, a subsidiary of The ServiceMaster Company, in the acquisition of Landmark Home Warranty.*
• American Home Shield, a subsidiary of The ServiceMaster Company, in the acquisition of OneGuard Home Warranties.*
• A portfolio mortgage lender, in the acquisition of certain bundled home mortgages.*
• Dallas Volunteer Attorney Program, representation of various clients, in family law matters.*

*Matters prior to joining Kirkland

Sidley Austin LLP

Ernst & Young LLP