© 2016 The Texas Lawbook.
By Natalie Posgate
(Dec. 21) – Houston blank check company KLR Energy said Tuesday that it will combine businesses with Tema Oil and Gas Co., a fellow Houston company with assets in the core of the Delaware Basin, for $400 million.
When the transaction closes, which is anticipated in the first half of 2017, KLR will change its name to Rosehill Resources Inc. and will trade on the NASDAQ under the ticker symbols ROSE, ROSEU and ROSEW.
The parties turned to two primarily Houston-based groups from Norton Rose Fulbright and Vinson & Elkins to handle the merger.
Norton Rose Fulbright corporate partner Charles Powell led the deal for Tema. He received assistance from partners Bill Bowers and Jay Stiffler, and associates Trevor Pinkerton, Kasyn Stevenson, Stella Tang and Sakka Kotaki. The firm’s New York office was also involved.
V&E M&A partner Matt Strock led the deal for KLR. Partners Sarah Morgan and Bryan Loocke and associates Brittany Sakowitz, Robert Hughes, Scott Rubinsky and Megan Savage played significant roles to the energy transactions/projects and capital markets aspects of the deal.
The V&E team also included tax partner John Lynch and associate Lina Dimachkien, corporate associates Robert Wilson, Yong Eoh, Natalie Steen, Kathryn Hastings and Raleigh Wolfe; labor and employment partner Sean Becker; executive compensation/benefits partner Stephen Jacobson and associate Kristy Fields; and environmental partner Larry Nettles. The firm’s Washington, D.C. office advised on antitrust matters.
The cash-and-stock transaction is partially being funded by a private placement by KLR Energy of 75,000 shares of Series A preferred stock and 5 million warrants, which are expected to generate $75 million. KLR Energy also plans to fund the transaction through proceeds from its $80 million initial public offering that closed in March.
BMO Capital Markets and KLR Group acted as capital market advisors and private placement agents to KLR Energy. Petrie Partners served as financial advisor to Tema and its parent company, Rosemore, Inc.
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