Ensign’s $475 Million Acquisition Of Eagle Ford Acreage

Simpson Thacher represented BMO Capital Markets, as joint lead arranger, and BMO Harris Bank, as administrative agent, in connection with the acquisition financing for Ensign Natural Resources LLC’s acquisition of approximately 59,000 net acres from Pioneer Natural Resources USA, Inc. located in the Eagle Ford Shale in South Texas.

The transaction includes net acreage in Bee, DeWitt, Karnes, Lavaca and Live Oak Counties and current net production of approximately 14,400 barrels of oil equivalent per day. Pioneer will receive up to $475 million in total proceeds, of which $25 million was received at closing and the remaining $450 million is payable in an earnout structure contingent on commodities prices.

Ensign is an exploration and production company operating in the Eagle Ford Shale in South Texas and was formed in late 2017 in partnership with Warburg Pincus. As part of this transaction, Ensign has also secured an equity commitment from the Kayne Private Energy Income Funds.

The Simpson Thacher team included Erland Modesto (Picture), Robert Rabalais, Andrew Lanius and Nathan Lawson (Banking and Credit); Andrew Blau and Alyssa Ohanian (ECEB); Robert Holo and Nicole Humphrey (Tax); and Mike Isby (Environmental).

Involved fees earner: Andrew Blau – Simpson Thacher & Bartlett; Robert Holo – Simpson Thacher & Bartlett; Nicole Humphrey – Simpson Thacher & Bartlett; Michael Isby – Simpson Thacher & Bartlett; Andrew Lanius – Simpson Thacher & Bartlett; Nathaniel Lawson – Simpson Thacher & Bartlett; Erland Modesto – Simpson Thacher & Bartlett; Alyssa Ohanian – Simpson Thacher & Bartlett; Robert René Rabalais – Simpson Thacher & Bartlett;

Law Firms: Simpson Thacher & Bartlett;

Clients: BMO Capital Markets; BMO Harris Bank N.A.;