Michael W. Rigdon, P.C.

While at Kirkland, Michael has been involved the following matters:

• Delek Logistics Partners, LP (NYSE: DKL) and its subsidiary Delek Logistics Finance Corp. in the offering of $200 million 8.625% senior notes due 2029.

• Callon Petroleum Company (NYSE: CPE) in its $4.5 billion all-stock sale to APA Corporation (NASDAQ: APA).

• Gulfport Energy Corporation (NYSE: GPOR) in the underwritten secondary offering of 650,000 shares of common stock by certain selling stockholders for total gross proceeds of $84 million.

• Mach Natural Resources LP (NYSE: MNR) in its $190 million initial public offering.

• Tellurian Inc. (NYSE: TELL) $250 million senior secured notes and $83.334 million senior secured convertible notes.

• Permian Resources Corporation (NYSE: PR) in its $4.5 billion all-stock acquisition of Earthstone Energy, Inc. (NYSE: ESTE).

• Gulfport Energy Corporation (NYSE: GPOR) in the underwritten offering of 1.5 million shares of common stock by certain selling stockholders for total gross proceeds of $142 million.

• Unsecured creditor group of Talen Energy, one of the largest competitive power generation companies in North America, in connection with its Chapter 11 reorganization and $1.4 billion recapitalization led by the unsecured creditor group, which emerged as the new majority equity owners of the reorganized company.

• Blackstone in its $4.8 billion all-stock merger of Sitio Royalties Corp. and Brigham Minerals, Inc.

• Ovintiv Inc. (NYSE: OVV) in its $4.275 billion acquisition of all leasehold interest and related assets of Black Swan Oil & Gas, PetroLegacy Energy and Piedra Resources, and the concurrent $825 million sale of its Bakken assets.

• Atlas Technical Consultants, Inc. (NASDAQ: ATCX), a leading provider of infrastructure and environmental solutions, in its acquisition by funds managed by GI Partners in an all-cash transaction valued at approximately $1.05 billion.

• W&T Offshore Inc. (NYSE: WTI) in the issuance of $275 million in aggregate principal amount of senior second lien notes.

• Delek Logistics Partners, LP (NYSE: DKL) in its at-the-market offering of up to $100 million in common units representing limited partnership interests.

• Magnolia Oil & Gas Corp. (NYSE: MGY) in the underwritten secondary offering of 7.5 million shares of Class A common stock by certain affiliates of EnerVest, Ltd., for total gross proceeds of $183 million.

• Mas CanAm LLC in its $355 million sale of three renewable natural gas landfill assets to Kinder Morgan Inc.

• Callon Petroleum Co. (NYSE: CPE) in its $600 million offering of 7.50% senior unsecured notes. 

• Magnolia Oil & Gas Corp. (NYSE: MGY) in the underwritten secondary offering of 7.5 million shares of Class A common stock by certain affiliates of EnerVest, Ltd., for total gross proceeds of $203.6 million. 

• Blackstone on the $1.9 billion all-stock merger of Desert Peak Minerals and Falcon Minerals Corporation.

• Blackstone Infrastructure Partners on its $3 billion equity investment in Invenergy Renewables Holdings LLC in one of the largest renewables investments in North American history.

• Array Technologies, Inc. in its $375 million upsized offering of convertible senior notes to finance its acquisition of STI Norland. 

• Initial purchasers in the private offering of $1.6 billion 8.625% senior notes due 2030 by Weatherford International Ltd., a wholly owned subsidiary of Weatherford International plc (Nasdaq: WFRD), and the concurrent tender offer to repurchase $1.6 billion of its outstanding senior notes.

• Railworks Holdings, LP in its inaugural 144A/Reg S offering of $325 million in senior secured second lien notes.

• Inmarsat and its controlling consortium on the $7.3 billion combination with Viasat, Inc.

• Array Technologies (Nasdaq: ARRY) in its acquisition of Soluciones Técnicas Integrales Norland, S.L., one of Europe’s leading manufacturers of solar trackers.

• Underwriters in the private offering of $500 million 6.500% senior secured first lien notes due 2028 by Weatherford International Ltd., a wholly owned subsidiary of Weatherford International plc (NASDAQ: WFRD). 

• Vine Energy Inc. (NYSE: VEI) in its $2.2 billion acquisition by Chesapeake Energy Corporation (NASDAQ: CHK).

• The Blackstone Group and its portfolio companies, Swallowtail Royalties and Swallowtail Royalties II, on the definitive purchase and sale agreement with Viper Energy Partners LP, a subsidiary of Diamondback Energy, Inc., to acquire certain mineral and royalty interests from Swallowtail.

• Vine Energy Holdings LLC, a wholly owned subsidiary of Vine Energy Inc. (NYSE: VEI) in its offering of $950 million in senior notes and the related redemption of outstanding senior notes due 2023.

• 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. 

• Vine Energy Inc. (NYSE: VEI), in its initial public offering, resulting in an aggregate net proceeds received by Vine of $324 million.

• Chesapeake Energy Corporation in its dual-tranche 144A offering of $1 billion in senior notes. 

• Guidon Operating LLC in the divestiture of all leasehold interests and related assets to Diamondback Energy, Inc. (NASDAQ: FANG) for a mixture of cash and shares of Diamondback common stock. 

• Custom Truck One Source (CTOS), a Blackstone portfolio company, in its $1.475 billion sale to Nesco Holdings, Inc. (NYSE: NSCO). 

• HighPoint Resources Corp. (NYSE: HPR) on its $376 million combination with Bonanza Creek Energy, Inc. (NYSE: BCEI).

• Callon Petroleum Company in capital structure initiatives used to reduce borrowings on Callon’s credit facility, including entering into a $140 million cash generating overriding royalty interest ("ORRI") transaction with a private investment vehicle managed by Kimmeridge Energy, and a $300 million issuance of secured second lien notes and warrants.

• WPX Energy, Inc. (NYSE: WPX) in its $12 billion all-stock merger of equals with Devon Energy Corporation (NYSE: DVN).

• Calumet Specialty Products Partners, L.P. (NASDAQ: CLMT) in its consent solicitation and uptier exchange of approximately $200 million of existing unsecured senior notes for $200 million of senior secured first lien notes and negotiation of support agreement for such transaction with large consenting holder.

• Centennial Resource Development, Inc. in its uptier exchange of approximately $254 million of existing senior unsecured notes for approximately $127 million of Second Lien Senior Secured 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.

• Parsley Energy, Inc. (NYSE: PE) in its $2.27 billion all-stock acquisition of Jagged Peak Energy Inc. (NYSE: JAG).

• 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.

• Apax Partners and Warburg Pincus on the sale of $2.075 billion aggregate principal amount of high-yield notes to finance the buy-out of Inmarsat plc.

• An ad hoc group of unsecured noteholders (the “Unsecured Ad Hoc Group”) in the Chapter 11 cases of Bristow Group Inc. and its affiliated debtors (collectively, “Bristow”) in the U.S. Bankruptcy Court for the Southern District of Texas. Bristow is a publicly-traded helicopter services company with funded debt obligations exceeding $1.7 billion. Following the filing of Bristow’s cases, Kirkland assisted the Unsecured Ad Hoc Group in negotiating an amended restructuring support agreement with Bristow and its secured creditors that resulted in a restructuring led by the Unsecured Ad Hoc Group that included a $385 million rights offering and noteholders taking control of the reorganized company.

• 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.

• 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.

• Midstates Petroleum Corporation in its tender offer to repurchase $50 million of its common stock.

• Underwriters in the $46 million follow-on public offering of Oasis Midstream Partners LP.

• Vine Oil & Gas LP in its private offering of $380 million in senior unsecured notes.

• Royal Resources in the sale of its Eagle Ford Shale assets for a transaction value of $894 million to Osprey Energy Acquisition Corp., an energy-focused SPAC.

• Represented Charah Solutions, Inc. in its $88 million initial public offering.

• Represented the underwriters in Oasis Petroleum Inc.’s offering of $400 million 6.25% Senior Notes due 2026 and the related tender offer for certain of its existing senior notes.

• Represented the underwriters in connection with the $185 million initial public offering by Nine Energy Service, Inc.

• Represented the underwriters in connection with the $127 million initial public offering by Oasis Midstream Partners LP.

• Underwriters in the $305.6 million offering of common units by Oasis Petroleum Inc.

• Vine Oil & Gas LP and its wholly-owned subsidiary, Vine Oil & Gas Finance Corp., in its private offering of $530 million in aggregate principal amount of senior unsecured notes.

• Blackstone Energy Partners and Sanchez Energy Corporation in their 50/50 partnership, definitive purchase agreement and related financing to acquire Anadarko Petroleum Corporation’s working interest in approximately 318,000 gross operated acres in the Western Eagle Ford for approximately $2.3 billion.

• Midstates Petroleum Corporation in its issuance of $625 million of Senior Secured Second Lien Notes and its exchange of approximately $655 million of existing unsecured notes for approximately $525 million of Senior Secured Third Lien Notes.

• Represented Ares Management, L.P. in its $150 million investment in Clayton Williams Energy, Inc.

• American Energy — Permian Basin, LLC, a private equity-backed exploration and production company, in its issuance of $530 million of Senior Secured First Lien Notes.

• Sabine Oil & Gas and its subsidiaries, an independent oil and gas exploration and production company with approximately $2.6 billion in outstanding funded debt obligations, in their Chapter 11 cases in the Southern District of New York.

• Represented an ad hoc group of noteholders and DIP lenders in the Chapter 11 cases of Swift Energy Company and certain subsidiaries, an independent exploration and production company with operations focused in the Eagle Ford trend of South Texas and the onshore and inland waters of Louisiana. Within 90 days of Swift’s filing, the Bankruptcy Court confirmed its prearranged Chapter 11 Plan, which was based on a prepetition support agreement between the ad hoc noteholder group and the Company and supported by all major stakeholders. Through the Plan, Swift successfully restructured approximately $1.2 billion in funded prepetition debt and converted its $75 million junior DIP credit facility and $875 million in notes into 96 percent of the reorganized equity.

• Represented the underwriters in connection with the $400 million offering of Senior Notes and $145 million offering of common stock by Rice Energy Inc.

• Represented the underwriters in connection with the $148 million offering of common units by Rice Midstream Partners LP.

• Represented the managers in connection with the commencement of a $100 million at-the-market program for Rice Midstream Partners LP.

• Represented the placement agent in a $175 million preferred equity offering by Rice Midstream Partners LP.

• Talen Energy on its $654 million sale of the 704-megawatt Ironwood plant, a combined cycle, natural gas-fired plant, to a subsidiary of TransCanada Corp.

• Magnum Hunter Resources Corporation and its subsidiaries, an independent exploration and production company engaged in the acquisition, development and production of natural gas, natural gas liquids and crude oil, primarily in the States of West Virginia and Ohio, in its refinancing of its existing first-lien credit facility and its Chapter 11 cases in the United States Bankruptcy Court for the District of Delaware.

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

Representative Initial Public Offerings

• A private equity-backed exploration and production company in connection with its $1.6 billion initial public offering (2013).

• The general partner of a master limited partnership in connection with its $2.9 billion initial public offering of common units (2013).

• The underwriters in connection with the $262 million initial public offering of a gathering and processing MLP (2012).

• The underwriters in connection with the $320 million initial public offering of a midstream MLP (2012).

Other Representative Matters

• An exploration and production company in connection with various securities offerings with aggregate proceeds in excess of $1 billion, including common equity offerings and notes offerings.

• Underwriters in connection with various securities offerings of a midstream MLP with aggregate proceeds in excess of $3 billion, including common equity offerings, notes offerings and an "at-the-market" program.

• A midstream company in numerous securities offerings with aggregate proceeds in excess of $2 billion, including follow-on equity offerings, private equity financings, and private placements of senior notes and preferred stock.