R.J. Malenfant
Overview
R.J. Malenfant is a corporate partner in the Houston office of Kirkland & Ellis LLP. His practice focuses on acquisitions, divestitures and joint venture formations for companies operating and investing in the upstream oil-and-gas sector. R.J.’s transactional experience also includes advising clients in connection with complex acquisitions and divestitures, oil and gas transportation and gathering agreements, and other commercial transactions.
Experience
Representative Matters
R.J.'s representative matters have included:
- Riley Exploration Permian, Inc. (NYSE: REPX) in the expansion of its joint venture with Conduit Power, LLC to build new power generation and storage assets for the sale of energy and ancillary services to ERCOT.
- Beacon Offshore Energy in its divestiture of its non-operated interests in the deepwater Gulf of Mexico to GOM 1 Holdings, Inc., an affiliate of O.G. Oil & Gas Limited.
- W&T Offshore, Inc. (NYSE: WTI), a leading independent oil and natural gas producer with operations offshore in the Gulf of Mexico — in its successful acquisition of six fields in shallow waters of the Gulf of Mexico from the Chapter 11 estates of Cox Operating, LLC. The six fields acquired each include a 100% working interest and an average 82% net revenue interest. The section 363 sale was approved by the U.S. Bankruptcy Court for the Southern District of Texas.
- Civitas Resources — in its $2.45 billion definitive agreement to acquire oil producing assets in the Delaware Basin from Tap Rock Resources, a portfolio company of NGP Energy Capital Management.
- Ovintiv Inc. (NYSE: OVV) — 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.
- IOG Resources II LLC — in its acquisition of Appalachia Basin non-operated oil & gas assets.
- A private company — in the issuance of over $200 million of asset-backed securities secured by operated producing oil and gas wells.
- Riley Exploration Permian, Inc. (NYSE: REPX) — in its joint venture with Conduit Power, LLC to use gas from oilfield production in the Permian Basin to generate electrical power.
- Riley Exploration Permian, Inc. (NYSE: REPX) — in its $330 million acquisition of oil and gas assets in the Permian Basin from Pecos Oil & Gas, LLC.
- Hatch Royalty LLC — in Kimbell Royalty Partners, LP's (NYSE: KRP) approximately $290 million purchase of its mineral and royalty interests located in the Permian Basin.
- Red Bluff Resources and Bricktown Energy, portfolio companies of HPS Investment Partners — in the sale of substantially all of their oil and gas properties to Citizen Energy.
- APR Operating LLC — in its sale of oil and gas assets in the Permian Basin to Petro-Hunt LLC.
- IOG Resources LLC — in its acquisition of Delaware Basin producing oil and gas assets from Tier 1 Merced Holdings LLC.
- Diversified Energy Company (LSE:DEC) — in the closing of a sustainability-linked asset backed securitization (ABS) of certain Barnett Shale assets in North Texas.
- Civitas Resources Inc. (NYSE: CIVI) — in its $346 million acquisition of Bison Oil & Gas II LLC.
- Warwick Investment Group — in its $450 million acquisition of operated oil and gas assets in Texas's Eagle Ford Shale from Rosewood Resources and related drilling commitments.
- Fortress Investment Group LLC — in the acquisition of Colony Capital’s positions in approximately $2.7 billion of non-digital energy and real estate assets.
- Pickering Energy Partners — in its partnership with a private operator in the Midland Basin.
- Indigo Minerals LLC — 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.
- ACON S2 Acquisition Corp. (NASDAQ: STWO), a publicly traded special purpose acquisition company — on its business combination with ESS Tech, Inc., a manufacturer of long-duration iron flow batteries for commercial and utility-scale energy storage applications.
- Denbury Inc. (NYSE: DEN) — on the restructuring of its long-standing CO2 pipeline arrangements with Genesis Energy, L.P. (NYSE: GEL).
- 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 ("ORRI") transaction with a private investment vehicle managed by Kimmeridge Energy, and a $300 million issuance of secured second lien notes and warrants.
- Raisa Energy LLC — in a first of its kind transaction involving Raisa’s issuance of asset-backed securities secured by producing oil and gas wells.
- Riviera Resources, Inc. — in the sales of certain (1) oil and gas assets and gas processing facilities in the Hugoton Gas Field in Kansas for $295 million, and (2) Michigan properties for approximately $44.5 million.
- Wing Resources LLC and Wing Resources II LLC, portfolio companies of Natural Gas Partners — in the sale of Midland Basin oil and gas mineral interests to Alliance Resource Partners L.P.
- Ensign Natural Resources LLC/Warburg Pincus — acquisition of Pioneer Natural Resources USA, Inc.’s (NYSE:PXD) Eagle Ford Shale assets, including approximately 59,000 net acres and 14,400 net boepd.
- Harvest Oil & Gas Corp. — in the sales of certain (1) South Texas assets for approximately $132 million in cash and 4.2 million shares of newly-issued stock to Magnolia Oil & Gas (NYSE:MGY), (2) Barnett Shale assets for $72 million, (3) New Mexico and Colorado assets for $37.2 million to a private oil and gas company, and (4) Mid-Continent assets to a private oil and gas company.
- Private Oil and Gas Operator — formation of drilling partnership to develop up to 44 wells in the Permian Basin with a private oil and gas investment entity.
- Cobalt International Energy — in the following sales of oil and gas assets as part of its ongoing Chapter 11 proceeding in the United States Bankruptcy Court for the Southern District of Texas: (i) sale of assets located in the Gulf of Mexico to Total E&P USA, Inc. and Statoil Gulf of Mexico LLC for $339 million; (ii) sale of assets located in the Gulf of Mexico to Total E&P USA, Inc. for $181 million; (iii) sale of assets located in the Gulf of Mexico to W&T Offshore, Inc. for $31 million; and (iv) sale of assets located in the Gulf of Mexico to Total E&P USA, Inc. for $25 million.
- Private equity backed oil and gas company — formation of $195 million drilling partnership to develop domestic unconventional resources in the Utica Shale with a private oil and gas company.
- LINN Energy, Inc. — in the following divestures of oil and gas assets: (1) $122 million sale of its interest in waterflood properties in Oklahoma and properties in the Texas Panhandle to an undisclosed buyer; (2) $119.5 million sale of its interest in conventional properties located in the Permian Basin, Texas, to an undisclosed buyer; (3) $100 million sale of its interest in properties located in the Brea-Olinda Field in California to Bridge Energy LLC; and (4) $71.5 million sale of its interest in properties located in the Salt Creek Field in Wyoming to Denbury Resources Inc.
- KKR/Venado Oil and Gas, LLC — $300 million acquisition of certain of EXCO Resources, Inc.’s (NYSE: XCO) producing and non-producing oil and natural gas properties in South Texas.
Prior to joining Kirkland, R.J.’s representative matters included:
- Independent Oil and Gas Company — Divestiture of $385 million of assets in the Anadarko Basin.
- Independent Oil and Gas Company — Sale of interest in midstream oil and gas company.
- International Oil and Gas Company — Divestiture of downstream oil and gas assets in Latin America.
- Independent Energy Company — Acquisition of solar energy project in Latin America.
- Independent Energy Company — Project financing of energy infrastructure assets in Latin America.
Prior Experience
Baker Botts LLP, Associate
More
Thought Leadership
Speaking Engagement
Moderator, “Roundtable: What Price Permian?” A&D Strategies & Opportunities Conference, October 3, 2023
Credentials
Admissions & Qualifications
- 2014Texas
Languages
- English
- Spanish
Education
- University of Michigan Law SchoolJ.D.cum laude2014
- University of MississippiB.A., International Studies & Spanishcum laude2010
News &
Insights
Kirkland Counsels Riley Permian on Expansion of Power JV with Conduit