Chevron Corporation’s Acquisition of Noble Midstream Partners LP

Baker Botts LLP advised the Conflicts Committee of the Board of Directors of Noble Midstream on the deal. Latham & Watkins LLP represented Chevron in the transaction.Chevron Corporation (NYSE: CVX) (“Chevron”) and Noble Midstream Partners LP (NASDAQ: NBLX) (“Noble Midstream”) announced that they have entered into a definitive merger agreement pursuant to which Chevron will acquire all of the outstanding publicly held common units representing the limited partner interests of Noble Midstream not already owned by Chevron and its affiliates (“NBLX Common Units”) in exchange for Chevron common stock.

Under the merger agreement, each outstanding NBLX Common Unit that Chevron does not already own will be converted into 0.1393 shares of Chevron common stock.

The terms of the transaction were negotiated, reviewed and approved by the Conflicts Committee of the Board of Directors of Noble Midstream’s general partner and by that Board of Directors.

The Baker Botts team included Joshua Davidson (Partner, Houston), Laura Katherine Mann (Special Counsel, Houston), Matthew Turner (Senior Associate, Houston), Catherine Ellis (Associate, Houston), Michael Bresson (Partner, Houston), Jared Meier (Senior Associate, Houston), Gerry Morton (Special Counsel, Houston), Kyle Doherty (Associate, Houston), Thomas Jackson (Special Counsel, Washington D.C.), Emil Barth (Partner, Washington D.C.), Mark Bodron (Partner, Houston) and Michael Bodosky.

Latham & Watkins LLP represented Chevron with a corporate deal team led by Houston partners Ryan Maierson and Kevin Richardson, with Houston associates Blake Berkey, Evann Hall, and Austin Sheehy. Advice was also provided on tax matters by Houston partners Tim Fenn and Jim Cole, with Houston associate Dominick Constantino; on environmental matters by Chicago counsel Sara Orr; on benefits and compensation matters by Washington, D.C. partner Adam Kestenbaum; and on regulatory matters by Washington, D.C. partner Eugene Elrod, with Washington, D.C. associate Christopher Randall.

Involved fees earner: Catherine Baker Ellis – Baker Botts; Emil Barth – Baker Botts; Michael Bodosky – Baker Botts; Mark Bodron – Baker Botts; Michael Bresson – Baker Botts; Joshua Davidson – Baker Botts; Kyle Doherty – Baker Botts; Thomas Jackson – Baker Botts; Laura Katherine Mann – Baker Botts; Jared Meier – Baker Botts; Gerry Morton – Baker Botts; Matthew Turner – Baker Botts; Blake Berkey – Latham & Watkins; Jim Cole – Latham & Watkins; Dominick Constantino – Latham & Watkins; Eugene Elrod – Latham & Watkins; Timothy Fenn – Latham & Watkins; Evann Hall – Latham & Watkins; Adam Kestenbaum – Latham & Watkins; Ryan Maierson – Latham & Watkins; Sara Orr – Latham & Watkins; Christopher Randall – Latham & Watkins; Kevin Richardson – Latham & Watkins; Austin Sheehy – Latham & Watkins;

Law Firms: Baker Botts; Latham & Watkins;

Clients: Chevron Corporation; Conflicts Committee of Noble Midstream Partners;

Author: Martina Bellini