Logan Weissler

Equity Offerings

• loanDepot, Inc., the second largest retail non-bank lender in the United States and leading retail mortgage lender, in its initial public offering.
• Energy Spectrum Capital-backed ESGEN Acquisition Corp, an energy transition SPAC, in its $240 million initial public offering.
• EQT Corporation in multiple equity offerings totaling over $800 million.
• CCC Intelligent Solutions Holdings Inc. (NYSE: CCCS) and selling stockholders in connection with an underwritten secondary offering resulting in gross proceeds to the selling stockholders of $185 million. 
• Archaea Energy Inc. (NYSE: LFG) in the underwritten offering of 14.9 million shares of the Company’s Class A common stock by an affiliate of Ares Management Corporation. 
• Northern Oil and Gas, Inc. (NYSE: NOG) in connection with its combined primary and secondary underwritten follow-on offering of an aggregate 10,000,000 shares of common stock for gross proceeds to the company of $190 million. 
• Trilantic North America in the initial public offering of Aris Water Solutions, Inc.
• Delek Logistics Partners, LP (NYSE: DKL) in its at-the-market offering of up to $100 million in common units representing limited partnership interests.

High Yield and Investment Grade Debt Offerings

• Nine Energy Service, Inc. in its registered offering of units consisting of $300 million in aggregate principal amount of senior secured notes and 1.5 million shares of common stock.
• EQT Corporation, the country’s largest natural gas producer, in various investment grade and convertible notes offerings and associated transactions with an aggregate value of approximately $5 billion.
• Northern Oil & Gas, Inc. (NYSE: NOG) in its upsized $500 million 144A offering of convertible senior notes and associated capped call and share repurchase transactions.
• Clearlake Capital Group in a $400 million senior notes offering to finance its acquisition of Intertape Polymer Group, a manufacturer of paper and film based pressure-sensitive and water-activated tapes, stretch and shrink films, protective packaging, woven and non-woven products and packaging machinery for industrial and retail use. 
• Bristol Myers Squibb (NYSE: BMY) in its $6 billion public offering of senior unsecured notes and concurrent tender offer for several series of its outstanding notes. 
• Ares Management Corporation, a leading global alternative investment manager, in its Rule 144A offering of $500 million of senior notes.
• Array Technologies, Inc. in its $375 million upsized offering of convertible senior notes to finance its acquisition of STI Norland. 
• Northern Oil and Gas, Inc. (NYSE: NOG) in connection with its add-on offering of $200 million aggregate principal amount of additional 8.125% Senior Notes due 2028. 
• Civitas Resources in its inaugural 144A/Reg S offering of $400 million in senior unsecured notes.
• ASP Unifrax Holdings, Inc., a Clearlake portfolio company and a manufacturer of high performance specialty materials used in industrial insulation, electric vehicles and filtration, among other products, in its $800 million secured notes offering and $400 million unsecured notes offering to finance its acquisition of Lydall, Inc.
• Ares Management Corporation, a leading global alternative investment manager, in its Rule 144A offering of $450 million in Fixed-Rate Resettable Subordinated Notes.
• Delek Logistics Partners, LP (NYSE: DKL) and Delek Logistics Finance Corp., a subsidiary of Delek Logistics, in a $400 million offering of senior notes.
• Encino Acquisition Partners (EAP) on its inaugural 144A offering of $700 million in senior unsecured notes.
• Neiman Marcus, the Dallas-based luxury retailer and operator of Bergdorf Goodman, in its upsized $1.1 billion private offering of senior secured notes.
• Chesapeake Energy Corporation in its dual-tranche 144A offering of $1 billion in senior notes.
• Indigo Natural Resources in its $700 million private offering of senior notes.
• Macy’s, Inc. (NYSE: M) in connection with a $500 million 144A/Reg S senior notes offering of its operating subsidiaries and concurrent tender offer.
• loanDepot, Inc. in its inaugural offering of $500 million 144A offering of senior notes and its upsized $600 million 144A offering of senior notes.
• Restaurant Brands International Inc. (NYSE: QSR), a multinational fast-food holding company comprised of Burger King, Popeyes Louisiana Kitchen and Tim Hortons, in various offerings of secured notes in an aggregate amount of over $3.5 billion.
• Primo Water Holdings Inc., a wholly owned subsidiary of Primo Water Corporation (NYSE: PRMW) (TSX: PRMW), a leading provider of water direct to consumers and water filtration services in North America and Europe as well as a leading provider of water dispensers, purified bottled water, and self-service refill drinking water in the U.S. and Canada, in its Rule 144A / Regulation S offering of €450 million in senior notes and its redemption of all of its then outstanding 5.50% senior notes due 2024.
• Nexstar Media Group, Inc., the largest television station owner in the United States with 197 stations in 115 markets addressing nearly 63% of US television households, in its $1 billion offering of senior notes.
• Pike Corporation, a leading, integrated provider of construction, repair and engineering services for distribution and transmission power lines and substations, in its inaugural Rule 144A/Regulation S offering of $500 million aggregate principal amount of 5.500% senior notes due 2028.
• Alight Solutions, a portfolio company of the Blackstone Group Inc. and leading provider of benefits administration and cloud-based HR and financial solutions, in its offering of $270 million in aggregate principal amount of senior notes due 2025.
• Nine Energy Service, Inc. in its inaugural Rule 144A/Reg S offering of $400 million of senior notes.
• Vine Oil & Gas LP in its private offering of $380 million in senior unsecured notes due 2023.
• Indigo Natural Resources in its private offering of $650 million of senior unsecured notes.

De-SPAC Transactions

• ACON S2 Acquisition Corp. (NASDAQ: STWO), a publicly traded special purpose acquisition company, on its business combination with ESS Tech, Inc., a manufacturer of long-duration iron flow batteries for commercial and utility-scale energy storage applications.
• New Providence Acquisition Corp., a special purpose acquisition company, in its $1.4 billion business combination with AST & Science, a satellite design and manufacturing company that is building a first-of-its-kind, space-based cellular broadband network.
• Atlas Technical Consultants, a construction engineering firm owned by Bernhard Capital Partners, in its $700 million combination with Boxwood Merger Corp., a special purpose acquisition company.
• Nesco, an industrial equipment rental business owned by Energy Capital Partners, in its $1.1 billion combination with Capitol Investment Corp. IV, a special purpose acquisition company.

Mergers & Acquisitions

• Archaea Energy Inc., in its $4.1 billion sale to bp p.l.c.
• EQT Corporation in its pending $5.2 billion acquisition of Tug Hill’s upstream assets and XcL Midstream’s gathering and processing assets
• Sundance Energy, Inc. in its sale of substantially all the assets of Sundance Energy and certain affiliated entities to SilverBow Resources, Inc. (NYSE: SBOW) 
• Dave & Buster's Entertainment, Inc. (NASDAQ:PLAY) in its $835 million acquisition of Main Event 
• 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
• Array Technologies (Nasdaq: ARRY) in its acquisition of Soluciones Técnicas Integrales Norland, S.L., one of Europe’s leading manufacturers of solar trackers.
• GPI Capital in its $175 million growth equity investment in Hopper Inc., a leading travel fintech company.
• Extraction Oil & Gas, Inc. (NASDAQ: XOG) in Civitas Resources, Inc.’s $4.5 billion acquisition of Crestone Peak Resources.
• Extraction Oil & Gas, Inc. (Nasdaq: XOG) in its approximately $2.6 billion all-stock merger of equals with Bonanza Creek Energy, Inc. (NYSE: BCEI).
• WPX Energy, Inc. (NYSE: WPX) in its $12 billion all-stock merger of equals with Devon Energy Corporation (NYSE: DVN).
• EQT Corporation on its 15-year gas gathering agreement with EQM Midstream Partners, LP (NYSE: EQM) covering Pennsylvania and West Virginia, and the associated buyback of 25.3 million of EQT’s shares held in Equitrans Midstream Corporation.
• EIG Global Energy Partners in its $750 million acquisition of equity interests in South Texas Midstream, LLC, a newly-formed joint venture with NextEra Energy Partners, LP.
• Indigo Natural Resources in the $2.65 billion sale of its interest in a gathering system and gathering pipeline in the Haynesville shale formation of Louisiana to DTE Midstream.
• Parsley Energy, Inc. (NYSE: PE) in its $2.27 billion all-stock acquisition of Jagged Peak Energy Inc. (NYSE: JAG).
• C&J Energy Services in an approximately $1.8 billion merger-of-equals with Keane Group.
• Magnetar Capital and The Carlyle Group in a $625 million preferred equity investment round in Altus Midstream, a Permian-to-Gulf midstream company affiliated with Apache Corporation.

Restructuring and Liability Management Transactions

• Service King Paint & Body LLC, the third largest operator of auto body collision repair facilities in the U.S. (operating over 300 facilities across 24 states and Washington D.C.), and certain of its affiliates in an out-of-court restructuring transaction involving the raise of $200 million in new capital, reduction of $500 million in net indebtedness, and extension of remaining existing funded debt maturities. The transaction was supported by substantially all of Service King’s funded debtholders in addition to the company’s equity sponsors.
• Seadrill New Finance Limited and 11 of its affiliates (together, the “NSNCo Group”), the fourth group of Seadrill Limited entities to undergo a restructuring, in their one-day prepackaged Chapter 11 cases in the U.S. Bankruptcy Court for the Southern District of Texas. The NSNCo Group utilized Chapter 11 to implement an amend-and-extend of approximately $622 million in senior secured notes and transfer majority ownership of NSNCo from the wider Seadrill Limited group to Seadrill’s secured noteholders. The NSNCo Group’s reorganization plan was confirmed within one day of the filing of the Chapter 11 cases.
• J. C. Penney Company, Inc. and 17 of its affiliates in their pre-arranged Chapter 11 cases. JCPenney, an iconic American retail staple tracing its roots back to 1902, includes private brands such as Liz Claiborne, St. John’s Bay, Stafford, and Arizona Jean Co. JCPenney employs more than 85,000 people, manages a massive supply chain with nearly 3,000 vendors and eleven domestic shipping facilities, and operates approximately 850 stores in the United States and Puerto Rico, in addition to a substantial e-commerce business. With approximately $4.9 billion in debt, JCPenney entered bankruptcy with a Restructuring Support Agreement that carried broad first lien stakeholder support and is expected to substantially de-lever the company’s balance sheet.
• Bruin E&P Partners, LLC and its subsidiaries in connection with their prepackaged Chapter 11 cases filed in the United States Bankruptcy Court for the Southern District of Texas. Bruin is an exploration and production company headquartered in Houston, Texas, with assets in the Williston Basin in North Dakota. Through their prepackaged Chapter 11 cases, Bruin will eliminate over $840 million in funded debt obligations. Bruin filed its cases with a restructuring support agreement signed by 100% of its prepetition revolving lenders and over 67% of its senior noteholders that included a $230 million DIP commitment and an exit revolver with $230 million in aggregate commitments.
• Forum Energy Technologies, Inc., a global oilfield products company, in its issuance of $315 million of Convertible Senior Secured Notes in exchange of approximately $328 million of existing unsecured notes.
• Tapstone Energy, LLC and certain of its affiliates in their out-of-court restructuring and recapitalization transaction. Tapstone is a sponsor-backed independent oil and natural gas company focused on the development and production of oil, natural gas, and NGLs in the Anadarko Basin in Oklahoma, Texas, and Kansas. The transaction reduced Tapstone’s funded debt by approximately $440 million and included an equity capital raise of $50 million, and an exchange offer of $294 million of senior notes for new debt and equity, providing the company with liquidity to optimize operations and expand its production base through mergers and acquisitions.
• Jones Energy Inc. and its affiliates in their prepackaged Chapter 11 cases in the U.S. Bankruptcy Court of the Southern District of Texas. Jones Energy is an Austin, Texas based independent oil and gas company engaged in the exploration, development, production, and acquisition of oil and gas properties in the Anadarko Basin in Oklahoma and Texas that fully equitized over $1 billion in funded debt and preferred equity obligations. Jones obtained confirmation of its uncontested plan just three weeks after filing.

Reporting

• Various public companies with SEC compliance and corporate governance matters, including EQT Corporation, Civitas Resources, Northern Oil & Gas and loanDepot, Inc.

Law Clerk, Kirkland & Ellis LLP

Summer Associate, Kirkland & Ellis LLP

Honors Intern, Securities & Exchange Commission Division of Enforcement