Patterson-UTI Energy’s $295 Million Acquisition of Pioneer Energy Services Corp.

Vinson & Elkins LLP and Norton Rose Fulbright represented Pioneer Energy Services, while Dentons Cardenas & Cardenas, working alongside Gibson Dunn & Crutcher LLP, acted as local advisor to Patterson-UTI Energy Inc.

Patterson-UTI Energy Inc. has entered into an agreement to acquire Pioneer Energy Services Corp. for approximately $295 million, which includes the retirement of all Pioneer Energy Services’ debt. Consideration for this acquisition consists of the issuance of up to 26,275,000 shares of Patterson-UTI common stock plus payment of $30 million of cash. The transaction is expected to close in the fourth quarter of 2021, subject to regulatory approvals, customary closing conditions and the approval of Pioneer Energy Services’ stockholders.

In addition to the U.S. and Colombian contract drilling businesses, Pioneer Energy Services includes a well-run and high-quality well service rig business consisting of 123 service rigs with a leadership position in the Gulf Coast region. Patterson-UTI believes this business would be better served as part of a larger well service rig business or as a focused standalone business. Accordingly, Patterson-UTI expects that this well service rig business would be divested following the closing of the transaction.

The V&E team was led by partners Chris Collins (Picture) and Matt Strock, with assistance from associates David Lassetter and Matthew Fiorillo. Also advising were partner John Lynch and associate Adam Bateman and partner David D’Alessandro and associate Mary Daniel Morgan.

Norton Rose Fulbright’s Partner Daryl Lansdale (San Antonio and Austin) led the deal team, which included Gary McDaniel (San Antonio), Evan Hardee (Dallas), Ben Montanez (San Antonio), Manny Rivera and Roy Goldman (New York). Amanda Wait and Andy Eklund (Washington, DC) provided antitrust advice, and Alex Clark (Dallas) advised on tax matters.

The Dentons’ team comprised Santiago Gonzalez (Bogotá), partner in the Natural Resources practice, and María Alejandra Pacheco (Bogotá).

The  Gibson Dunn & Crutcher team was led by Tull Florey (Houston), partner in the practice of Mergers and Acquisitions, Capital Markets, Oil & Gas and Securities Regulation and Corporate Governance and Darren M. Kerstien (Houston), associate.

Involved fees earner: Santiago Gonzalez – Dentons – Cárdenas & Cárdenas; Maria Alejandra Pacheco – Dentons – Cárdenas & Cárdenas; Tull Florey – Gibson Dunn & Crutcher; Darren Kerstien – Gibson Dunn & Crutcher; Alexander Clark – Norton Rose Fulbright; Andrew Eklund – Norton Rose Fulbright; Roy Goldman – Norton Rose Fulbright; Evan Hardee – Norton Rose Fulbright; Daryl Lansdale – Norton Rose Fulbright; Gary McDaniel – Norton Rose Fulbright; Benjamin Montanez – Norton Rose Fulbright; Manny Rivera – Norton Rose Fulbright; Amanda Wait – Norton Rose Fulbright; Adam Bateman – Vinson & Elkins LLP; Christopher Collins – Vinson & Elkins LLP; David D’Alessandro – Vinson & Elkins LLP; Matthew Fiorillo – Vinson & Elkins LLP; David Lassetter – Vinson & Elkins LLP; Mary Daniel Morgan – Vinson & Elkins LLP; Matthew Strock – Vinson & Elkins LLP; John Lynch – Wilson Sonsini Goodrich & Rosati;

Law Firms: Dentons – Cárdenas & Cárdenas; Gibson Dunn & Crutcher; Norton Rose Fulbright; Vinson & Elkins LLP; Wilson Sonsini Goodrich & Rosati;

Clients: Patterson-UTI Energy, Inc.; Pioneer Energy Services Corp.;

Author: Martina Bellini