David Castro Jr., P.C.

Devon Energy (NYSE: DVN) in various matters, including:

• in its agreement with BPX, its partner in the Blackhawk Field in the Eagle Ford, to dissolve the partnership within the play
• in its $5 billion acquisition of the Williston Basin business of Grayson Mill Energy
• in its $1.8 billion acquisition of Validus Energy, an operator of Eagle Ford Shale assets

Crescent Energy Company (NYSE: CRGY) in various matters, including:

• in its $905 million acquisition of Central Eagle Ford assets from Ridgemar Energy
• in its $600 million acquisition of Western Eagle Ford assets from Mesquite Energy
• in its $250 million acquisition of Western Eagle Ford assets from a private seller
• in its $815 million all-cash acquisition of Uinta Basin assets from Verdun Oil Company II LLC

Validus Energy in various matters, including:

• in its $850 million acquisition of 89 Energy’s Anadarko Basin business
• in its approximately $465 million acquisition of U.S. onshore assets from a private seller

Ovintiv (NYSE: OVV) in various matters, including:

• in the $2 billion sale of its Uinta Basin assets to FourPoint Resources, LLC
• 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

Northern Oil and Gas (NYSE: NOG) in various matters, including:

• in its acquisition of an undivided 20% of the oil and gas assets of XCL Resources for $510 million, resulting in a $2.04 billion purchase price net to SM Energy for an undivided 80% interest of the assets
• alongside Vital Energy, in the $1.1 billion acquisition of certain Delaware Basin oil and gas assets of Point Energy Partners, for a purchase price net to NOG of $220 million
• in the formation of a $160 million drilling partnership with an undisclosed Appalachia operator
• in its acquisition of certain non-operated interests across ~3,000 net acres located primarily in Lea and Eddy Counties, New Mexico in the Northern Delaware Basin, from a private seller
• in its $162 million acquisition of an undivided stake in certain Delaware Basin oil and gas assets of Forge Energy II Delaware, LLC, in partnership with Vital Energy
• in its $330 million acquisition of a 36.7% working interest in certain oil and gas leases and wells and associated midstream assets and infrastructure in Midland County, Texas, from Midland-Petro D.C. Partners, LLC
• in its $130 million acquisition of certain non-operated interests in the Delaware Basin from a private seller
• in its $157.5 million acquisition of certain non-operated interests in the Delaware Basin from Alpha Energy Partners
• in its $110 million acquisition of Midland Basin oil and gas properties
• in its $170 million acquisition of working interest properties in the Williston Basin
• in its acquisition of non-operated Permian Basin assets owned by affiliates of Veritas Energy, LLC for $406.5 million, plus ~ 1.9 million common equity warrants with an exercise price of $28.30 per share
• in its $154 million acquisition of non-operated interests across over 400 producing wellbores primarily in Williams, McKenzie, Mountrail and Dunn counties in North Dakota
• in its acquisition of certain non-operated natural gas assets in the Appalachian Basin from a subsidiary of Reliance Industries Ltd.
• in its acquisition of properties in the Williston Basin from VEN Bakken, LLC for $165 million in cash, a $130 million 6 percent three-year senior unsecured note and approximately 5.6 million shares of common stock

Quantum Capital Partners in various matters, including:

• Hercules Continuation Fund in its acquisition of 77% of HG Energy II LLC from QEP Fund VI and QEP Fund VII
• in the formation of multiple drilling partnerships across multiple geographic basins
• in the acquisition of multiple developed and non-developed asset packages across multiple geographic basins
• Bison Oil & Gas:
  • in its partnership with Bison Oil & Gas to form Bison Oil & Gas Partners IV, LLC with more than $500 million in equity capital commitments, and in closing multiple DJ Basin acquisitions
• HG Energy II Appalachia, LLC:
  • in its $400 million sale of certain oil & gas assets to an affiliate of Wincoram Asset Management
  • in its $400 million sale of producing, unconventional wellbores to Diversified Gas & Oil Corporation
  • in its asset exchange transaction with CNX Resources Corp. and CNX Midstream Partners LP
  • in its $1.23 billion acquisition of Noble Energy, Inc.’s upstream assets in the Marcellus Shale
• Mesa Minerals Partners, LLC:
  • in its sale of oil and gas mineral interests in the Haynesville natural gas play to a subsidiary of Franco-Nevada Corporation

KKR in various matters, including:

• in connection with Spur Energy Partners LLC’s $925 million acquisition of assets in the New Mexico Shelf from Concho Resources Inc.
• in its $625 million divestiture of certain Eagle Ford Shale assets owned by KKR and Anadarko Petroleum Corporation to WildHorse Development Corporation paid in cash and WRD common stock
• in its partnership with Anadarko Petroleum Corporation in the development of Anadarko’s acreage in the Eaglebine field located in South Texas
• in its formation of multiple drilling partnerships to develop oil and gas assets across multiple geographic basins*
• Venado Oil & Gas:
  • in its $800 million acquisition of assets in the Eagle Ford shale area from SM Energy Co.
  • in its acquisition of operated assets in the Eagle Ford oil window of South Texas from Texas American Resources Company I, LLC
  • in its $765 million acquisition of Cabot Oil & Gas Corporation’s developed and undeveloped oil and gas assets in the Eagle Ford Shale
• Fleur de Lis Energy:
  • in its acquisition of Anadarko Petroleum Corporation’s CO2 enhanced oil recovery properties in the Powder River and Green River Basins of Wyoming
  • in its acquisition of LINN Energy’s Wolfberry positions in Ector and Midland counties in the Permian Basin
• Haymaker Resources:
  • in the $404 million sale of oil and gas mineral and royalty interests to Kimbell Royalty Partners
  • in the acquisition of Chesapeake Energy Corporation’s producing and non-producing mineral and royalty interests associated with over 8,500 wells across 24 states and 324 counties
  • in the divestiture of multiple packages of mineral and royalty interests in the Permian Basin and Marcellus Shale

Carnelian Energy Capital in various matters, including:

• Apex Energy II, LLC in its $505 million sale of its Appalachian Basin natural gas upstream and associated midstream business to CNX Resources Corporation
• Bison Oil & Gas I in its divestiture of DJ Basin assets and entry into joint venture to acquire additional oil and gas assets

NGP Energy Capital Management:

• Mesa Royalties II in its acquisition of a mineral and royalty portfolio containing ~15,000 net royalty acres in the core of the Haynesville Shale from an undisclosed seller
• Private operator in its $165 million drilling participation arrangement with a Development Capital Resources-managed subsidiary to jointly develop drilling locations in the Permian Basin’s Wolfcamp formation

SM Energy Company (NYSE: SM) in its $2.55 billion acquisition of Uinta Basin assets from XCL Resources, LLC

Earthstone Energy, Inc. (NYSE: ESTE) and Northern Oil and Gas, Inc. (NYSE: NOG) in their $1.5 billion Delaware Basin acquisition of oil and gas assets from Novo Oil & Gas Holdings, LLC

Delaware Basin Resources in its sale to VTX Energy Partners LLC, Vitol’s U.S. upstream company

BCE-Mach III LLC, an affiliate of Bayou City Energy Management and Mach Resources, and its predecessors in various matters, including:

• in its acquisition of Alta Mesa Holdings, LP and its subsidiaries’ upstream oil and gas assets and Kingfisher Midstream, LLC and its subsidiaries’ midstream assets as part of the 363 sales process of the debtor sellers
• BCE-Mach II LLC and in its acquisition of producing properties in Oklahoma and Texas from an undisclosed seller
• BCE-Mach LLC in the acquisition of Repsol E&P USA Inc.’s producing properties in Oklahoma and Kansas

National Fuel Gas Co. (NYSE: NFG) and Seneca Resources Company in various matters, including:

• in the sale of Seneca’s California oil and gas assets to Sentinel Peak Resources California LLC for total consideration between $280 million and $310 million, depending on oil prices, and subject to customary closing adjustments
• in its acquisition of upstream and midstream assets located in Pennsylvania from SWEPI LP, a subsidiary of Royal Dutch Shell plc for approximately $500 million, after closing adjustments
• in the formation of a drilling partnership with an affiliate of IOG Capital, LP and Fortress Investment Group, LLC to develop unconventional resources in Pennsylvania and the subsequent modified extension of the original joint development agreement

Indigo Minerals LLC in various matters, including:

• in its $135 million sale of certain Cotton Valley upstream oil and gas assets and related facilities located primarily in the state of Louisiana to Diversified Gas & Oil plc
• in its $375 million equity capital raise and the acquisition of certain producing and undeveloped Cotton Valley and Haynesville properties from a private seller
• Indigo Haynesville LLC in the acquisition from Chesapeake Energy Corp. of a portion of its acreage and producing properties in the Haynesville Shale for approximately $450 million and associated placement of second lien and equity financing with a syndicate of private equity firms

Publicly-traded E&P company in its $500 million joint venture with an undisclosed private equity sponsor to acquire minerals in the Permian Basin

WPX Energy (NYSE: WPX) in various matters, including:

• in its $12 billion all-stock merger of equals with Devon Energy Corporation (NYSE: DVN)
• in its up to $300 million joint venture with an undisclosed private equity sponsor to fund drilling and completion-related capital expenditures with respect to non-operated properties in the Permian Basin

NYSE-listed E&P company in its significant minority investment in PIN OAK Terminals

A large global investment fund in various matters, including:

• in its formation of a drilling participation arrangement with SandRidge Energy to jointly develop up to $200 million of wells in the NW STACK play
• in its acquisition of undivided interests in the Permian Basin
• in its acquisition of undivided interests in mineral and royalty interests and entry into a joint venture to acquire additional and manage additional assets
• in its drilling participation arrangement with Gastar Exploration Inc., to jointly develop up to 60 Gastar-operated wells in the STACK play

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 transaction with a private investment vehicle managed by Kimmeridge Energy, and a $300 million issuance of secured second lien notes and warrants

TPG Special Situations Partners, LLC in its formation of a $400 million drilling partnership with Hunt Oil Company to jointly develop domestic unconventional resources in the Midland Basin

An independent oil and gas company in its divestiture of undivided working interests in large-scale position in the Permian Basin

An independent oil and gas company in its $423 million acquisition of Devon Energy Corporation’s oil and gas properties in the southern Midland Basin

GSO Capital Partners in its formation of a $500 million drilling partnership with Linn Energy to develop domestic unconventional resources

East Resources in various matters, including:

• together with a private oil company, in the $1.75 billion divestiture of oil and gas assets in the Utica and Marcellus Shale to affiliates of American Energy Partners
• in its $4.7 billion sale of its Appalachian oil and gas exploration and production business to a subsidiary of Royal Dutch Shell plc*

Marathon Oil Corporation in various matters, including:

• in multiple acquisitions of Eagle Ford Shale oil and gas assets*
• in its $3.5 billion acquisition of Hilcorp Resources*

Dominion Resources, Inc. in its $3.5 billion sale of its Appalachian oil and gas exploration and production business to a subsidiary of CONSOL Energy, Inc.*

EQT Corporation in its $230 million sale of a gas processing plant and associated midstream assets to a subsidiary of MarkWest Energy Partners*

An international oil company in its disposition of Gulf of Mexico exploration and production assets*

An international energy company in its internal restructuring and disposition of Gulf of Mexico exploration and production assets*

A major chemical company in its formation of manufacturing joint venture to produce and market worldwide HSBC*

A private equity fund in the unwind of multiple existing drilling partnerships with a private oil and gas company

*Matters prior to joining Kirkland