© 2015 The Texas Lawbook.
By Natalie Posgate
(June 11) – New York-based Hess Corporation agreed Thursday to form a joint venture valued at $5.35 billion with private equity firm Global Infrastructure Partners.
Part of the transaction involves Hess selling 50 percent interest in its Bakken midstream assets to GIP for $2.675 billion. The JV formation itself will incur $600 million of debt through a five-year Term Loan A facility with proceeds distributed equally to both partners, which results in total after-tax cash proceeds, net to Hess, of $3 billion.
Hess turned to a Houston-based legal team from Latham & Watkins, led by partner Robin Fredrickson, to handle its end of the deal. Fredrickson received assistance from associates Stephen Szalkowski, Chris Bennett and Thomas Brandt. Partner Brett Braden advised on capital markets matters and partner Tim Fenn and associate Bryant Lee advised on tax matters.
GIP turned to Houston partner Thomas Tomlinson of Bracewell & Giuliani to lead its end of the deal. Tomlinson received assistance from Houston partner Robert Jacobson and associates Stephen Boone and Yaw Temeng, as well as attorneys from the firm’s New York and Washington, D.C. offices.
White & Case assisted GIP with governance documents involved with the deal.
When the JV transaction closes, Hess and GIP plan to pursue an initial public offering for the new company, which is called Hess Midstream Partners.
The transaction is expected to close early in this calendar year’s third quarter.
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