Douglas E. Bacon, P.C.

Since joining Golden Flag, Doug's representative matters include:

• Gogo Inc. (NASDAQ: GOGO) in its acquisition of Satcom Direct, an in-flight connectivity provider serving the business aviation and military/government mobility markets.
• Ryan, LLC in its CAD $700 million acquisition of the Property Tax business of Altus Group Limited.
• Civitas Resources Inc. (NYSE: CIVI) in various matters including:
  • 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.
  • its $2.25 billion definitive agreement to acquire oil producing assets in the Midland Basin from Hibernia Energy III, a portfolio company of NGP Energy Capital Management.
  • its $346 million acquisition of Bison Oil & Gas II LLC.
• Consortium of Global Infrastructure Partners (GIP) and Canada Pension Plan Investment Board (CPPIB) in the $6.2 billion acquisition of ALLETE, Inc. (NYSE: ALE).
• Global Infrastructure Partners in its $12.5 billion acquisition by BlackRock, Inc. (NYSE: BLK), creating a leading infrastructure private markets investment platform with over $150 billion in AUM.
• Southwestern Energy Co. (NYSE: SWN) in its merger with Chesapeake Energy Corp. (NASDAQ: CHK) to create $24 billion combined company.
• Daseke Inc. (NASDAQ: DSKE) in its $1.1 billion sale to TFI International Inc. (NYSE: TFII).
• Lux Vending LLC dba Bitcoin Depot® in its business combination with GSR II Meteora Acquisition Corp. (NASDAQ: GSRM), a special purpose acquisition company.
• Brookfield Infrastructure Partners L.P. in its $30 billion joint venture with Intel Corporation to fund Intel’s under-construction semiconductor fabrication facility in Chandler, Arizona.
• Special Committee of ProFrac Holding Corp.’s Board of Directors in the all-stock acquisition of U.S. Well Services, Inc.
• Blackstone on the $1.9 billion all-stock merger of Desert Peak Minerals and Falcon Minerals Corporation. 
• Vine Energy Inc. (NYSE: VEI) in its $2.2 billion acquisition by Chesapeake Energy Corporation (NASDAQ: CHK). 
• Extraction Oil & Gas, Inc. (NASDAQ: XOG) in Civitas Resources, Inc.’s $4.5 billion acquisition of Crestone Peak Resources.
• 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. 
• Extraction Oil & Gas, Inc. (NASDAQ: XOG) in its approximately $2.6 billion all-stock merger of equals with Bonanza Creek Energy, Inc. (NYSE: BCEI). 
• The Carlyle Group in the acquisition of a controlling interest in a marine terminal joint venture.
• Noble Corporation in its acquisition of Pacific Drilling Co. LLC in an all-stock transaction. 
• Sustainable Opportunities Acquisition Corporation (NYSE: SOAC), an ESG-focused special purpose acquisition company (SPAC), on a $2.9 billion transaction that will lead to DeepGreen Metals Inc. (which will operate as “The Metals Company”), a developer of lower-impact battery metals from unattached seafloor polymetallic nodules, becoming publicly listed.
• ArcLight Clean Transition Corp. (NASDAQ: ACTCU, ACTC and ACTW), a publicly traded special purpose acquisition company, in a $1.6 billion transaction that will lead to Proterra Inc, an innovator in commercial vehicle electrification technology, becoming publicly listed. 
• Rowan Companies plc (NYSE: RDC) in its $12 billion combination with Ensco plc (NYSE: ESV) in an all-stock transaction.
• Newfield Exploration Co. (NYSE: NFX) in its approximately $5.5 billion acquisition by Encana Corp. (TSX, NYSE: ECA) in an all-stock transaction.
• SemGroup Corp. (NYSE: SEMG) in its approximately $5.1 billion sale to Energy Transfer LP (NYSE: ET).
• Callon Petroleum Company (NYSE: CPE) in its $3.2 billion acquisition of Carrizo Oil & Gas, Inc. (NASDAQ: CRZO) in an all-stock transaction.
• Parsley Energy, Inc. (NYSE: PE) in its $2.27 billion all-stock acquisition of Jagged Peak Energy Inc. (NYSE: JAG).
• Brookfield Super-Core Infrastructure Partners, an infrastructure fund managed by Brookfield Asset Management Inc., in its approximately $2 billion acquisition of a 25 percent equity interest in Dominion Energy, Inc.’s Cove Point LNG LP.
• C&J Energy Services (NYSE: CJ) in an approximately $1.8 billion merger-of-equals with Keane Group (NYSE: FRAC).
• Bristow Group Inc. on its all-stock business combination with Era Group Inc. (NYSE: ERA).
• Brookfield Business Partners L.P., and certain of its affiliates and institutional partners in the acquisition by merger of the outstanding publicly held common units of Teekay Offshore Partners L.P. (NYSE: TOO).
• ArcLight Energy Partners Fund V, L.P. in its affiliate’s acquisition by merger of the outstanding common units that ArcLight and its affiliates did not own of American Midstream Partners, LP (NYSE: AMID).
• ArcLight Capital Partners, LLC in its joint acquisition, with BP Products North America Inc., of Thorntons Inc., an owner and operator of retail gas stations and convenience stores.
• ArcLight Energy Partners Fund VI, L.P. in its subsidiary TLP Finance Holdings, LLC’s $536 million acquisition by merger of the outstanding common units that ArcLight and its affiliates do not currently own of TransMontaigne Partners L.P (NYSE: TLP).
• GIC in its acquisition of a minority stake in WaterBridge Resources LLC from funds affiliated with Five Point Energy LLC and WaterBridge management.
• A private equity firm in its $100 million term loan facility and preferred equity investment in the private equity arm of a family office focusing on upstream and midstream energy markets.
• Amplify Energy Corp. (OTCQX: AMPY) in an all-stock merger-of-equals with Midstates Petroleum Company, Inc. (NYSE: MPO).
• Partners Group in its acquisition of 50% stake in EnfraGen, LLC, a developer, owner and operator of thermal power generation, solar and hydropower assets in Latin America.
• An affiliate of The Carlyle Group in a strategic equity investment in Crimson Midstream Holdings, LLC, a provider of crude oil transportation and storage services.
• Blackhawk Mining LLC and its affiliates in their prepackaged Chapter 11 cases in the United States Bankruptcy Court for the District of Delaware.
• Parker Drilling Company (NYSE: PKD) and certain of its affiliates in its prearranged Chapter 11 restructuring in the United States Bankruptcy Court for the Southern District of Texas. Parker’s prearranged plan of reorganization carries broad stakeholder support and proposes to reduce Parker’s funded-debt obligations by approximately $375 million and provide Parker with $95 million in fully-committed new equity capital upon emergence from Chapter 11.
• HarbourVest Partners, L.P. in its investment in a fund, managed by Corsair Capital Infrastructure Partners, established for the purpose of acquiring a majority stake in Itinere Infraestructuras S.A., a leading Spanish toll road manager and operator.
• HPS Investment Partners, LLC in the sale of Globecomm Systems Inc. (a leading provider of remote communications and multi-network infrastructure to Government, Maritime, and Enterprise sectors in over 100 countries) to Speedcast International Limited (ASX: SDA), a global Australian-headquartered provider of remote communications and IT services.
• Huntsman Corporation (NYSE: HUN) in its acquisition of Nanocomp Technologies Inc., a manufacturer of carbon nanotube-based advanced materials.
• HPS Investment Partners, LLC in its acquisition of a majority interest in Globecomm Systems Inc., an international and domestic global connectivity provider which serves media, maritime, enterprise and government markets in over 100 countries.
• Huntsman International LLC (NYSE: HUN) in the $350 million acquisition of Demilec Inc.
• HarbourVest Partners, L.P., as part of a consortium, in a joint venture and drilling program with W&T Offshore, Inc. (NYSE: WTI) to drill up to 14 specified projects in the Gulf of Mexico.
• Bonanza Creek Energy (NYSE: BCEI) on its proposed $746 million sale to SandRidge Energy (NYSE: SD).
• Seadrill Limited (NYSE: SDRL) with certain corporate transactions and new investments in connection with its chapter 11 filing.
• KKR in its agreement to acquire with other purchasers $550 million of Series A convertible preferred units representing limited partner interests in NextEra Energy Partners, LP (NYSE: NEP).
• GSO Capital Partners LP and its affiliates in a $250 million preferred equity investment in Carrizo Oil & Gas (NASDAQGS: CRZO), which included warrants exercisable for approximately 4% of Carrizo’s common stock.
• A portfolio company of Quantum Energy Partners in its proposed $765 million acquisition of a Noble Energy Inc. subsidiary holding company that holds a 33.5% ownership interest in CONE Midstream Partners LP and a 50 percent interest in CONE Gathering, LLC (parent of the general partner of CONE Midstream Partners LP).
• Linn Energy, LLC in connection with its emergence from chapter 11 and various asset dispositions and corporate transactions.
• KKR in its $625 million divestiture of certain Eagle Ford Shale assets owned by KKR and Anadarko Petroleum Corporation (NYSE: APC) to WildHorse Development Corporation (NYSE: WRD) paid in cash and WRD common stock.

Prior to joining Golden Flag, Doug’s representative matters included:

• Honeywell International on its $5.1 billion acquisition of the Elster Division of Melrose Industries, its $480 million acquisition of Xtralis and its $155 million divestiture of its friction materials business unit.
• MSD Capital on its significant investment in the $4 billion buyout of UFC, joining WME-IMG, KKR and Silver Lake.
• ArcLight in its sale of various power generation and transmission facilities.
• ArcLight in the sale of power generation assets to CalPERs.
• Advent on its $1.1 billion acquisition of the coatings resins business of Cytec Industries.
• EQT on its $420 million acquisition of Westway Group, a U.S. publicly listed company.
• Affiliates of Kohlberg Kravis Roberts & Co. L.P., Texas Pacific Group and Goldman Sachs & Co. on their acquisition of TXU Corp.
• Novartis AG on the $5.4 billion sale of its animal health unit, Novartis Animal Health Inc., to Eli Lilly and Company.
• London Stock Exchange Group on its $1.15 billion sale of Frank Russell Company’s asset management business to TA Associates and Reverence Capital Partners.
• WireCo on its majority investment by Onex capital and sale of a partial stake by Paine & Partners LLC.
• Smiths Group on its $710 million acquisition of Morpho Detection, a California-based threat detection solutions provider and subsidiary of Safran Group.
• Rexam on the $6.9 billion cash and stock offer by U.S.-based Ball Corporation.
• Perella Weinberg Partners as financial adviser to Medtronic, in connection with Medtronic’s $42.9 billion cash and stock inversion acquisition of Covidien, in a transaction that values the combined company at more than $100 billion.

Partner, Freshfields Bruckhaus Deringer LLP, 2010–2016

Associate, Simpson Thacher & Bartlett LLP, 2000–2010