Stephen M. Jacobson, P.C.

Since joining Kirkland, Stephen has been involved in the following matters:

Mergers & Acquisitions

• Tailwater Capital, together with Waste Management (NYSE: WM) through a newly formed joint venture, in its acquisition of a significant interest in Continuus Materials, a waste-to-product business that transforms discarded plastic and fiber material into engineered building products 
• Alamo Frac Holdings and Alamo Pressure Pumping on the carveout sale of their pressure pumping business to NexTier Oilfield Solutions, Inc. (NYSE: NEX) for $268 million in cash and newly issued shares of NexTier stock
• Special Committee of the Board of Directors of State Auto Financial Corporation in the sale of State Auto Financial (NASDAQ: STFC) and State Automobile Mutual Insurance Company to Liberty Mutual, valuing STFC at approximately $2.3 billion
• Penn Virginia Corp. (NASDAQ: PVAC) in its $370 million merger with Lonestar Resources US Inc. (OTCQX: LONE)
• Extraction Oil & Gas, Inc. (NASDAQ: XOG) in Civitas Resources, Inc.’s $4.5 billion acquisition of Crestone Peak Resources
• Indigo Natural Resources LLC in its $2.7 billion merger with Southwestern Energy Company (NYSE: SWN)
• Penn Virginia Corporation (NASDAQ: PVAC) in Juniper Capital Advisors, L.P.’s $188 million strategic investment in the company, including $150 million of cash and certain oil and gas assets, in exchange for 59 percent of Penn Virginia’s equity
• LyondellBasell (NYSE: LYB) on definitive agreements with Sasol to form a 50/50 polyethylene joint venture through which LyondellBasell acquired 50 percent of select assets in Louisiana for a total consideration of $2 billion
• ChampionX Corporation (NYSE: CHX) in the executive compensation and employee benefit aspects of the merger of its subsidiary with the upstream energy business of Ecolab Inc. (NYSE: ECL) in a transaction valued at $4.4 billion

Private Equity Transactions

• Ares’s Infrastructure & Power strategy in its acquisition of a majority stake in Apex Clean Energy, a leading renewables developer transitioning to an independent power producer, and certain related co-investment arrangements 
• Freestone HoldCo in its partnership with Tailwater Capital to pursue energy transition investments
• Freestone HoldCo, a portfolio company of Tailwater Capital, in its growth equity investment in Momentum Technologies, a battery and rare earth magnet recycling company  
• Stonepeak Partners LP in the formation of Levo Mobility LLC, a $750 million sustainable infrastructure joint venture with Nuvve Holding Corp. (NASDAQ: NVVE)
• Tailwater Capital in its acquisition of NorTex Midstream, a leading natural gas storage and transmission company serving North Texas
• The Rise Fund, a TPG-managed global impact fund, in its acquisition of Element Markets, the leading independent marketer of renewable natural gas and environmental commodities in North America
• Blackstone Energy Partners in its acquisitions of Therma Holdings LLC, a leading specialty mechanical, electrical and controls services company, and RE Tech Advisors, Inc., a leading energy and sustainability consulting firm
• Energy Capital Partners in connection with the acquisition of Liberty Tire Recycling from The Carlyle Group
• Basalt Infrastructure Partners LLC on its acquisition of Xpress Natural Gas, an integrated Compressed Natural Gas provider operating in the U.S. and Canada
• Trilantic North America as lead investor in its acquisition of a controlling interest and significant equity funding for Powin Energy, a global leader in the design and manufacture of safe and scalable battery energy storage solutions
• Pike Corporation, one of the largest providers of infrastructure solutions to utilities in the United States, in connection with a majority investment by Lindsay Goldberg
• Therma Holdings, a Blackstone portfolio company, in its acquisitions of CMTA and Building Systems Holdings
• Trive Capital Partners in the formation of NuBridge Commercial Lending, a real estate platform focused on making first-lien, short-term bridge loans for commercial and multifamily properties across the United States
• Ares Management in the negotiation of employment and incentive arrangements in connection with a comprehensive recapitalization of Salt Creek Midstream
• Vortus Investments on its partnership with Alchemist Energy, LLC to provide structured capital solutions to the energy market

SPAC Transactions

• AEA-Bridges Impact Corp. (NYSE: IMPX), a special purpose acquisition company, on its merger with LiveWire, Harley-Davidson’s (NYSE: HOG) electric motorcycle division 
• Rice Acquisition Corp. (NYSE: RICE) on its $1.15 billion business combination with Aria Energy LLC and Archaea Energy LLC to form Archaea Energy, a publicly-traded renewable natural gas platform
• Star Peak Corp II (NYSE: STPC) on its $1.35 billion business combination with Benson Hill, Inc., a sustainable food technology company
• Glass Houses Acquisition Corp. (NASDAQ: GLHA), a SPAC focused on businesses that provide critical resources and services to the technologies powering the 21st century industrial economy, in its initial public offering
• ACON S2 Acquisition Corp. (NASDAQ: STWO) on its business combination with ESS Tech, Inc., a manufacturer of long-duration iron flow batteries for commercial and utility-scale energy storage applications
• Sustainable Opportunities Acquisition Corporation (NYSE: SOAC) on its $2.9 billion business combination with DeepGreen Metals Inc.
• Peridot Acquisition Corp. (NYSE: PDAC) on its $1.67 billion combination agreement with Li-Cycle Corp.
• ArcLight Clean Transition Corp. (NASDAQ: ACTCU, ACTC and ACTW) on its $1.6 billion business combination with Proterra Inc., an innovator in commercial vehicle electrification technology
• Star Peak Energy Transition Corp. (NYSE: STPK) on its $1.35 billion business combination with Stem, Inc., a global leader in clean energy storage systems
• GTCR-backed Paya, a leading integrated payments and commerce solution provider, in its $1.3 billion business combination with FinTech Acquisition Corp. III (NASDAQ: FTAC)

Initial Public Offerings

• Various clients, including Integral Ad Science (NASDAQ: IAS), Agiliti, Inc. (NYSE: AGTI), Pharvaris (NASDAQ: PHVS), Vine Energy Inc. (NYSE: VEI), Shoals Technologies (NASDAQ: SHLS), Maravai Life Sciences (NASDAQ: MRVI), Array Technologies (NASDAQ: ARRY), Oak Street Health (NYSE: OSH), Datto Holding Corp. (NYSE: MSP) and JAMF Software (NASDAQ: JAMF) in the executive compensation aspects of their initial public offerings

Restructuring Transactions

• Various clients, including Chesapeake Energy Corporation (NYSE: CHK), Denbury Resources Inc. (NYSE: DEN), Extraction Oil & Gas, Inc. (NASDAQ: XOG) and BJ Services, LLC, in the executive compensation aspects of their Chapter 11 filings

Prior to joining Kirkland, Stephen was involved in the following matters:

M&A Transactions

• Blackstone Infrastructure Partners in its $3.3 billion acquisition of a controlling interest in Tallgrass Energy
• Quantum Energy Partners and Post Oak Energy Capital in the $3.6 billion sale of Oryx Midstream to Stonepeak Infrastructure Partners
• Roan Resources in its sale to Citizen Energy, a Waburg Pincus portfolio company, for $1 billion
• Morgan Stanley Infrastructure Partners in its $1.03 billion sale of Eureka Midstream Holdings and Hornet Midstream Holdings to EQM Midstream Partners
• Osaka Gas in its $610 million acquisition of Sabine Oil & Gas Corp.
• Double Eagle Energy Permian, a portfolio company of Apollo Natural Resources Partners, in its $2.8 billion sale to Parsley Energy
• Talos Energy in its $2.5 billion combination with Stone Energy
• Deep Gulf Energy, a portfolio company of First Reserve, in its $1.225 billion sale to Kosmos Energy
• Lucid Energy Group II, an EnCap Flatrock Midstream portfolio company, in the $1.6 billion sale of the company
• Flywheel Energy in its $1.86 billion acquisition of upstream and midstream assets from Southwestern Energy Company
• Outrigger Energy in its sale to Targa Resources Partners for $1.5 billion
• EnCap Investments in the $1.4 billion merger between Eclipse Resources Corporation and Blue Ridge Mountain Resources
• Select Energy Services in its $1.3 billion merger with Rockwater Energy Solutions
• Vantage Energy in its $2.7 billion sale to Rice Energy
• Riverstone Holdings in its $5.2 billion take-private of Talen Energy Corporation
• KLR Energy Acquisition Corp. in the $445 million combination with Tema Oil and Gas Company to form Rosehill Resources

Private Equity Investment Transactions

• Apollo Global Management in its line of equity commitments to domestic and international energy companies (Double Eagle Energy, Chisholm Oil and Gas, Northwoods Energy, Apex Energy, Caelus Energy, Momentum Minerals, Roundtable Energy, Tumbleweed Royalty, American Petroleum Partners, CSV Midstream, Jupiter Resources, Pegasus Optimization Partners and Resource Energy)
• Canadian Pension Plan Investment Board in its $1 billion equity commitment to Encino Acquisition Partners, a company focused on U.S. oil and gas acquisition opportunities
• Crestview Partners as lead investor in the $588 million merger of Matlin & Partners Acquisition Corporation and U.S. Well Services
• EnCap Investments in its line of equity commitments to companies focused on the acquisition and development of oil and gas properties (Flat Creek Holdings, Forge Energy, Black Swan Oil & Gas, Grayson Mill Energy and XCL Resources)
• KKR in its equity commitment to Western Natural Resources, a company focused on oil and gas exploration and production in the Williston Basin
• Morgan Stanley Energy Partners in its acquisition of Specialized Desanders, a provider of sand management solutions to the oil and gas industry
• Oaktree Capital Management in the $600 million line of equity commitment to Charger Shale Oil Company, an oil and gas company focused in the Permian Basin
• Riverstone Holdings in its line of equity commitments to domestic and international energy companies (Canadian Non-Operated Resources, Carrier Energy Partners, Eagle Energy, Salt Fork Resources, Sierra Oil and Gas, Teton Range, Aleph Midstream, Meritage Midstream, Avant Energy, Sage Midstream, Abaco Energy Technologies and Ridgebury Tankers)
• SCF Partners and several of its portfolio companies in more than 25 investments in energy services and equipment providers
• TPG Growth and The Rise Fund in the acquisition of CLEAResult, a leading provider of efficiency solutions for utility companies, from General Atlantic

Initial Public Offerings

• New Fortress Energy LLC in its $291 million initial public offering of Class A shares
• Berry Petroleum Corporation in its $183 million initial public offering of common stock
• Nine Energy Service, Inc. in its $185 million initial public offering of common stock
• Liberty Oilfield Services, Inc. in its $249 million initial public offering of common stock
• Select Energy Services, Inc. in its $122 million initial public offering of common stock
• Antero Midstream Partners LP in its $1.15 billion initial public offering of common units
• Black Stone Minerals, LP in its $428 million initial public offering of common units
• Enviva Partners, LP in its $230 million initial public offering of common units
• Westlake Chemical Partners LP in its $311 million initial public offering of common units
• Ramaco Resources, Inc. in its $81 million initial public offering of common stock
• Tortoise Acquisition Corp., a special purpose acquisition company, in its $233 million initial public offering of units
• Vantage Energy Acquisition Corp., a special purpose acquisition company, in its $552 million initial public offering of units
• Antero Resources Corporation in its $1.6 billion initial public offering of common stock
• Quintana Energy Services Inc. in its $96 million initial public offering of common stock
• Foresight Energy LP in its $350 million initial public offering of common units