Earthstone Energy’s $860 Million Acquisition of Bighorn Permian Resources’ Assets

Haynes and Boone, LLP and Jones & Keller, P.C. advised Earthstone, and Simpson Thacher & Bartlett LLP advised Bighorn. Willkie Farr & Gallagher represented Post Oak Energy Capital as investor in the PIPE transaction accompanying Earthstone Energy’s acquisition of Bighorn Permian Resources’ assets.

Earthstone Energy, Inc. entered into an agreement to acquire the assets of privately held Bighorn Permian Resources, LLC, for approximately $860 million and that the acquisition is funded in part with proceeds of $280 million in private placement of equity. 

The two PIPE investors are funds managed by Post Oak Energy Capital, LP, and affiliates of EnCap Investments LP, a current beneficial owner of approximately 47% of Earthstone’s total Class A and Class B common stock. 

Earthstone Energy, Inc. is a growth-oriented, independent energy company engaged in the development and operation of oil and natural gas properties.

Post Oak is a Houston-based private equity firm primarily focused on making domestic investments in the upstream, midstream and oilfield services sectors of the energy industry.

Johnson Rice & Company L.L.C served as financial advisor to the audit committee of Earthstone with respect to the PIPE. RBC Capital Markets acted as exclusive financial advisor to Bighorn. 

The Haynes Boone deal team included Austin Elam (Picture), partner and Co-Chair of the Oil and Gas Practice Group; Partners Kim Mai and Raquel Alvarenga; and Associates Camie Carlock, Briana Hopes, and Reem Abdelrazik. 

The Willkie team was led by partners Michael De Voe Piazza and Jesse Myers and included partner Julian Golay and associates Ryan McNamara and Alison Roach.

The Simpson Thacher team included Shamus Crosby (Picture), Christopher Bennett, Rebecca Kendall, Isaac Syed and Emiley Dillon (Corporate); Larry Moss (ECEB); Kelly Karapetyan (Antitrust); Russell Light (Tax); and Michael Isby (Environmental).

Involved fees earner: Reem Abdelrazik – Haynes and Boone; Raquel Alvarenga – Haynes and Boone; Camie Carlock – Haynes and Boone; Austin Elam – Haynes and Boone; Briana Hopes – Haynes and Boone; Kim Mai – Haynes and Boone; Chris Bennett – Simpson Thacher & Bartlett; Shamus Crosby – Simpson Thacher & Bartlett; Emiley Dillon – Simpson Thacher & Bartlett; Michael Isby – Simpson Thacher & Bartlett; Kelly Karapetyan – Simpson Thacher & Bartlett; Rebecca Kendall – Simpson Thacher & Bartlett; Russell Light – Simpson Thacher & Bartlett; Laurence Moss – Simpson Thacher & Bartlett; Isaac Syed – Simpson Thacher & Bartlett; Michael De Voe Piazza – Willkie Farr & Gallagher; Julian Golay – Willkie Farr & Gallagher; Ryan McNamara – Willkie Farr & Gallagher; Jesse Myers – Willkie Farr & Gallagher; Alison Roach – Willkie Farr & Gallagher;

Law Firms: Haynes and Boone; Simpson Thacher & Bartlett; Willkie Farr & Gallagher;

Clients: Earthstone Energy Inc; Post Oak Energy Capital; Sable Resources Ltd.;