Bryan D. Flannery

Since joining Kirkland, Bryan's representative transactions have included: 

• Genesee & Wyoming Inc., a portfolio company of Brookfield Asset Management, in connection with its offering of $700 million of senior secured notes

• Talos Production Inc., a wholly owned subsidiary of Talos Energy Inc. (NYSE: TALO), in connection with its upsized offering of $1.25 billion of second-priority senior secured notes

• Northern Oil and Gas, Inc. (NYSE: NOG) in connection with its follow-on offering of 6.5 million shares of its common stock for gross proceeds of $252.7 million

• Civitas Resources (NYSE: CIVI) in its approximate $2.1 billion agreement with Vencer Energy, a Vitol investment, to acquire oil producing assets in the Midland Basin of west Texas

• ONEOK, Inc. (NYSE: OKE) in its offering of $5.25 billion senior unsecured notes

• Earthstone Energy, Inc. (NYSE: ESTE) in its $500 million offering of 9.875% senior unsecured notes

• Civitas Resources, Inc. (NYSE: CIVI) in its dual tranche 144A/Reg S offering of $2.7 billion in senior unsecured notes

• Civitas Resources in its $2.45 billion definitive agreement to acquire oil producing assets in the Delaware Basin from Tap Rock Resources, a portfolio company of NGP Energy Capital Management

• Civitas Resources in its $2.25 billion definitive agreement to acquire oil producing assets in the Midland Basin from Hibernia Energy III, a portfolio company of NGP Energy Capital Management

• Northern Oil and Gas, Inc. (NYSE: NOG) in connection with its follow-on offering of 7,647,500 shares of its common stock for gross proceeds of $229.4 million

• Northern Oil and Gas, Inc. (NYSE: NOG) in its private placement of $500 million of new 8.750% senior notes due 2031

• Ascent Resources in its $212 million issuance of additional 8.250% senior notes due 2028

• Noble Finance II LLC, a wholly owned subsidiary of Noble Corporation plc (NYSE: NE), in its 144A/Reg S offering of $600 million of senior unsecured notes

• 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

• Whiting Petroleum Corp. (NYSE: WLL) in its $6 billion merger of equals with Oasis Petroleum Inc. (NASDAQ: OAS) 

• Civitas Resources Inc. (NYSE: CIVI) in its $346 million acquisition of Bison Oil & Gas II LLC 

• 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

• 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 

• Consortium and KKR in the $15 billion all-cash acquisition of CyrusOne Inc. (NASDAQ: CONE)

• Talos Energy Inc. (NYSE: TALO) in connection with an underwritten secondary offering of 6,000,000 shares of its common stock

• Civitas Resources in its inaugural 144A/Reg S offering of $400 million in senior unsecured notes

• Strathcona Resources Ltd. in its inaugural offering of $500 million of its 6.875% senior notes due 2026 

• Talos Energy Inc. (NYSE: TALO) in connection with an underwritten secondary offering of 5,000,000 shares of its common stock 

• Northern Oil and Gas, Inc. (NYSE: NOG) in connection with its follow-on offering of 5,750,000 shares of its common stock for gross proceeds of $100.6 million 

• Ascent Resources Utica Holdings, LLC in its offering of $400 million of its new 5.875% senior notes due 2029

• Extraction Oil & Gas, Inc. (NASDAQ: XOG) in Civitas Resources, Inc.’s $4.5 billion acquisition of Crestone Peak Resources

• KKR in its $4.475 billion acquisition of the Atlantic Aviation business of Macquarie Infrastructure Corp. 

• Extraction Oil & Gas, Inc. (Nasdaq: XOG) in its approximately $2.6 billion all-stock merger of equals with Bonanza Creek Energy, Inc. (NYSE: BCEI) 

• Star Peak Corp II (NYSE: STPC), a special purpose acquisition company, on its $1.35 billion business combination with Benson Hill, Inc., a sustainable food technology company 

• Sustainable Opportunities Acquisition Corporation (NYSE: SOAC), an ESG-focused special purpose acquisition company (SPAC), on a $2.9 billion transaction that will lead to DeepGreen Metals Inc. (which will operate as “The Metals Company”), a developer of lower-impact battery metals from unattached seafloor polymetallic nodules, becoming publicly listed

• Northern Oil and Gas, Inc. in its public offering of 14,375,000 shares of common stock and a private placement of $550 million of new 8.125% senior notes due 2028 in connection with its acquisition of certain non-operated natural gas assets in the Appalachian Basin from a subsidiary of Reliance Industries Ltd.

• Northern Oil and Gas, Inc. in its tender offer for any and all of its outstanding 8.50% senior secured second lien notes due 2023 and related consent solicitation

• Talos Production Inc., a wholly owned subsidiary of Talos Energy Inc. (NYSE: TALO), in connection with its upsized add-on offering of $150 million of additional 12.00% Second-Priority Senior Secured Notes due 2026 

• Magnetar Capital in the $402 million initial public offering of Star Peak Corp II (NYSE: STPC), a blank check company sponsored by affiliates of Magnetar and Triangle Peak Partners

• Talos Production Inc., a wholly owned subsidiary of Talos Energy Inc. (NYSE: TALO), in connection with its upsized offering of $500 million of its new 12.00% Second-Priority Senior Secured Notes due 2026 

• Talos Energy Inc. (NYSE: TALO) in connection with its follow-on offering of 8,250,000 shares of its common stock for gross proceeds of $73 million 

• Ascent Resources Utica Holdings, LLC in connection with its offering of 300,000,000 of its new 8.250% senior notes due 2028

• Ascent Resources Utica Holdings, LLC in its exchange of approximately $856.7 million of existing senior unsecured notes for approximately $537.8 million of new second lien term loans and $339.7 million of new senior unsecured notes

• Certain affiliates of The Energy & Minerals Group, First Reserve Management, L.P. and Riverstone Holdings LLC in their modified "Dutch Auction" tender offer for a portion of Ascent Resources Utica Holdings, LLC's and ARU Finance Corporation's outstanding 9.00% Senior Notes due 2027

• Star Peak Energy Transition Corp. (NYSE: STPK), a special purpose acquisition company, on its $1.35 billion business combination with Stem, Inc., a global leader in clean energy storage systems

• 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

• Brookfield Business Partners L.P., and certain of its affiliates and institutional partners in the $170 million acquisition by merger of the outstanding publicly held common units of Teekay Offshore Partners L.P. (NYSE:TOO), a Marshall Islands marine transportation company and midstream services provider

• 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

• Northern Oil and Gas, Inc. in its consent solicitation and concurrent offering of $350 million in senior secured second lien notes due 2023

• Ascent Resources Utica Holdings, LLC in its private offering of $600 million in senior unsecured notes

• Teekay Offshore Partners in its offering of $700 million of senior unsecured notes and its concurrent tender offer to repurchase $300 million of its outstanding senior unsecured notes

• Extraction Oil & Gas, Inc. in its offering of $750 million of senior unsecured notes and concurrent tender offer to repurchase $500 million of its outstanding senior notes

• Initial purchasers in the offering of $600 million of Weatherford International, LLC’s senior unsecured notes and concurrent tender offer to repurchase $485 million of Weatherford International plc’s outstanding senior notes

• Warburg Pincus as lead investor in a $350 million convertible preferred equity investment in SemGroup Corporation

• EIG Global Energy Partners on a $500 million investment into USA Compression Partners, LP (NYSE: USAC), in which certain investment funds managed or sub-advised by EIG and other investment vehicles unaffiliated with EIG agreed to purchase an aggregate amount of $500 million of newly established Series A Perpetual Preferred Units and received warrants to purchase up to 15,000,000 Common Units of USA Compression

Prior to joining Kirkland, Bryan’s representative transactions included:

Equity Securities

• Underwriters in a healthcare provider’s $153 million follow-on offering of common stock

• Tumi Holdings, Inc. and a selling shareholder in a follow-on offering of common stock

• Underwriters in a technology company’s initial public offering on the Hong Kong Stock Exchange

• A Thai issuer in its international private placement of ordinary shares and rights offering pursuant to Rule 801

• Metro Retail Stores Group in its $87 million initial public offering under Regulation S

• A Chinese bank in its initial public offering on the Hong Kong Stock Exchange

• Easterly Government Properties in its SEC registered $180 million initial public offering

Debt Securities

• Initial purchasers in a Korean technology company’s $86.25 million offering of exchangeable notes

• HealthSouth Corporation in its $400 million offering of high yield notes

• Citigroup, Goldman Sachs, Credit Suisse and BOC International as underwriters in CNOOC’s $3.8 billion offering of investment grade bonds

• Citigroup and HSBC as dealers in the establishment of Midea Group’s $3 billion MTN programme and its $700 million offering of Reg S notes thereunder

• Vista Land & Lifescapes in its $300 million offering of investment grade notes

• Dongfeng Motors in its €500 million offering of investment grade notes

• Merrill Lynch and Citigroup as initial purchasers in Pacific Rubiales Energy’s $750 million offering of high yield notes

• Underwriters in Aegean Marine Petroleum Network’s $42 million offering of convertible notes

Mergers & Acquisitions

• A Thai company in a share swap in connection with the restructuring of its U.S. subsidiaries

• A Chinese company in its $100 million acquisition of a U.S. logistics company

• Hamilton Insurance Group in its acquisition of S.A.C. Re, Ltd. and its initial formation and capital raise

• XL Group plc in its sale of XL Life Reinsurance Ltd to GreyCastle Holdings, Ltd.

• Endurance Specialty Holdings Ltd. in its unsolicited bid to acquire Aspen Insurance Holdings Limited

Associate, Latham & Watkins LLP, 2015–2017

Associate, Skadden, Arps, Slate, Meagher & Flom LLP, 2013–2015