With a helping hand from Kirkland & Ellis, Latham & Watkins and Vinson & Elkins, an Oklahoma midstream firm has embarked on another shopping spree that will expand its pipeline network and presence across Texas and Louisiana.
Tulsa-based ONEOK Inc. will purchase Global Infrastructure Partners’ 43 percent stake in Dallas-based EnLink Midstream for $3.3 billion, which includes $300 million for GIP’s managing member, according to a news release.
Separately, ONEOK is also buying Irving-based Medallion Midstream, the Permian Basin’s largest privately held crude gathering and transportation network, from New York-based GIP for $2.6 billion.
Pending regulatory approval, both all-cash transactions are expected to close in the fourth quarter. After closing, ONEOK also intends to pursue the purchase of the publicly held common units of EnLink as well, according to an investor presentation.
“ONEOK has a longstanding reputation as being intentional in building a premier energy infrastructure company, and today’s transactions further solidify that status by adding complementary assets that allow us to continue expanding and extending our value chain,” Pierce H. Norton II, ONEOK president and CEO, said in the release.
“We are particularly excited to meaningfully increase our company’s presence in the Permian Basin, which is expected to continue driving the majority of U.S. oil and gas growth. ONEOK has demonstrated its ability to bring assets together and capture synergies, and we are confident that these accretive transactions will enhance value for our stakeholders and will allow us to provide enhanced offerings across multiple ONEOK platforms.”
For the EnLink deal, Kirkland & Ellis is ONEOK’s legal advisor, while Latham & Watkins is serving as legal advisor to GIP. Goldman Sachs is the lead financial advisor to ONEOK, while J.P. Morgan Securities and TPH&Co. also advised ONEOK. Greenhill and Scotiabank are serving as financial advisors to GIP.
Kirkland’s Houston team was led by corporate partners Sean Wheeler, Debbie Yee and Camille Walker; markets partner Julian Seiguer; debt finance partner Rachael Lichman; and executive compensation partner Rob Fowler.
Latham’s team on the transaction was led by Houston partners Kevin Richardson, Ryan Lynch and Bill Finnegan, with assistance from Houston associates Clayton Heery, Haley Sandoval, Justin Reinking, Alexandra Cumberland, Braydon Jones, and Armaan Bhimani. Advice was also provided on tax matters by Houston partners Tim Fenn and Bryant Lee, with Houston associate Dominick Constantino; on benefits matters by partner Adam Kestenbaum and Houston counsel Krisa Benskin; on HSR matters by partners Jason Cruise and Peter Todaro, with associates Matthew Piehl and Tim Crump; on environmental matters by Los Angeles/Houston partner Joshua Marnitz, with associate Cody Kermanian; on intellectual property matters by Austin associate Andrew Abokhair; on data privacy matters by Houston/Austin counsel Robert Brown, with associate associate Priyanka Krishnamurthy; on regulatory matters by partner Patrick Nevins; and on finance matters by partner Craig Kornreich, with Houston associate Max Fin.
At ONEOK and EnLink, the in-house connections are plenty.
For ONEOK, Lyndon Taylor is the executive vice president, chief legal officer and assistant secretary. Before joining ONEOK, he was executive vice president, chief legal and administrative officer of Devon Energy Corporation. He opened Skadden’s Houston office in 1993 and was there until 2005.
Adam Forman is the executive vice president, general counsel and secretary for EnLink. Before joining the Dallas midstream company last year, he spent nearly 24 years at Kinder Morgan, most recently serving as the energy infrastructure giant’s vice president, deputy general counsel and secretary.
For the Medallion deal, Goldman Sachs is lead financial advisor to ONEOK, with assistance from J.P. Morgan Securities and BofA Securities. Kirkland & Ellis is ONEOK’s legal advisor, while Vinson & Elkins is serving as legal advisor to GIP.
Kirkland’s Houston team on the Medallion deal was led by corporate partners Sean Wheeler, Debbie Yee and Jennifer Gasser; debt finance partner Rachael Lichman; tax partners David Wheat and Bill Dong; and executive compensation partner Rob Fowler.
The V&E team was led by Houston partners Robert Hughes and Nettie Downs and senior associate Charlie Fitzpatrick, with assistance from Houston associates Jake Lubenow, Shelby Shearer and Nick Priebe. Other key team members include Houston partner Jason McIntosh, Austin counsel Allyson Seger and Dallas associate Patrick Darby (tax); partner Patricia Adams and Houston associates Hayden Rutledge and Henry Crowell (executive compensation/benefits); Houston partner Sean Becker (employment/labor); partner Hill Wellford, counsel Ryan Will and associate Adam Thomas (antitrust); Houston partner Matt Dobbins (environmental); Houston partner Suzanne Clevenger and Austin partner Mike Tomsu, and Houston associate Reagan Lutter (regulatory); Dallas partner East Berhane (finance); Houston counsel Scot Dixon (real estate); and Houston counsel Rajesh Patel and Austin associate Haley Titcomb (technology transactions/IP).
In-house, Brock Degeyter serves as Medallion’s general counsel, chief compliance officer and secretary. Before joining Medallion in 2020, he served as executive vice president, general counsel and chief compliance officer for Houston-based Summit. Prior to Summit, Degeyter was in the corporate legal department for Energy Future Holdings, where he was director of corporate governance and senior counsel.
RBC Capital Markets is the lead financial advisor to GIP for the Medallion transaction, with assistance from Santander US Capital Markets.
For both the EnLink and Medallion transactions, JPMorgan Chase Bank and Goldman Sachs Bank are providing fully committed financing.
These latest deals for ONEOK come on the heels of its massive acquisition of Magellan Midstream last year for more than $18 billion. To put the transformative purchase in perspective, two energy transactions in 2023 were among the top ten deals in the world in terms of value, and ONEOK’s was among the top 12:
- ExxonMobil’s $64.5 billion acquisition of Pioneer Natural Resources
- Chevron’s $59.6 billion purchase of Hess Corp.
- ONEOK’s $18.6 billion acquisition of Magellan
Additionally, ONEOK was represented by Haynes Boone when it purchased Houston-based Easton Energy’s Gulf Coast gas liquids pipeline for $280 million earlier this year.
The May 13 deal, led by Houston partners Hugh Tucker and Jeremy Kennedy, will increase ONEOK’s connectivity to a crucial supply and demand centers for its NGLs, refined products and crude oil in the Gulf Coast market.
Easton is backed by Cresta Fund Management, a Dallas-based private equity firm that manages more than $1.6 billion of capital.