Julian J. Seiguer, P.C.

While at Golden Flag, Julian has been involved in the following matters:

• ONEOK, Inc. (NYSE: OKE) in connection with its offering of $7 billion of senior notes
• Helmerich & Payne, Inc. (NYSE: HP) in connection with its offering of $1.25 billion of senior notes
• Mach Natural Resources LP (NYSE: MNR) in its $112 million equity offering
• EQV Ventures Acquisition Corp. (NYSE: EQVU), a blank check company sponsored by EQV Group, in its $350 million initial public offering
• Summit Midstream Corporation (NYSE: SMC) on its reorganization from a master limited partnership to a corporation
• Summit Midstream Holdings, LLC, a subsidiary of Summit Midstream Partners, LP (NYSE: SMLP), in connection with its offering of $575 million of 8.625% senior secured second lien notes due 2029 and concurrent tender offer for certain of its outstanding notes
• Global Partner Acquisition Corp II (NASDAQ: GPAC), a special purpose acquisition company, in its business combination with Stardust Power Inc. (NASDAQ: SDST), a lithium refining company, for a pro forma enterprise value of $447.5 million
• Diamond Offshore Drilling, Inc. (NYSE: DO) in its $1.6 billion sale to Noble Corporation plc (NYSE: NE)
• Marathon Oil Corporation (NYSE: MRO) in its $22.5 billion all-stock sale to ConocoPhillips (NYSE: COP)
• Civitas Resources (NYSE: CIVI) in connection with an underwritten secondary offering of 6,956,520 shares of its common stock
• Consortium of Global Infrastructure Partners (GIP) and Canada Pension Plan Investment Board (CPPIB) in the $6.2 billion acquisition of ALLETE, Inc. (NYSE: ALE)
• Marathon Oil Corporation (NYSE: MRO) in its offering of $1.2 billion in senior notes
• Talos Production Inc., a wholly owned subsidiary of Talos Energy Inc. (NYSE: TALO), in connection with its upsized offering of $1.25 billion of second-priority senior secured notes
• 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
• Mach Natural Resources LP (NYSE: MNR) in its $190 million initial public offering
• Civitas Resources (NYSE: CIVI) in its approximate $2.1 billion agreement with Vencer Energy, a Vitol investment, to acquire oil producing assets in the Midland Basin of West Texas
• Tall City Property Holdings III, a portfolio company of Warburg Pincus LLC, in the sale of its Delaware Basin assets to Vital Energy (NYSE: VTLE) for $285 million in cash and 1.58 million common shares
• ONEOK, Inc. (NYSE: OKE) in its offering of $5.25 billion senior unsecured notes
• Energy Transfer LP (NYSE: ET) in its $7.1 billion acquisition of Crestwood Equity Partners LP (NYSE: CEQP)
• Global Infrastructure Partners in its investment in Rio Grande LNG’s $18.4 billion Phase I development and project financing
• Civitas Resources, Inc. (NYSE: CIVI) in its dual tranche 144A/Reg S offering of $2.7 billion in senior unsecured notes
• 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
• Civitas Resources in 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
• NexTier Oilfield Solutions, Inc. (NYSE: NEX) in its $5.4 billion merger of equals with Patterson-UTI Energy, Inc. (NASDAQ: PTEN)
• Braemont Capital in its $125 million investment in Incline P&C Group, a premier insurance program market services firm
• ONEOK, Inc. (NYSE: OKE) in its $18.8 billion acquisition of Magellan Midstream Partners, L.P. (NYSE: MMP)
• Bernhard Capital Partners in the sale of Charah Solutions Inc., a provider of environmental services and byproduct recycling to the power generation industry, to SER Capital Partners
• Noble Finance II LLC, a wholly owned subsidiary of Noble Corporation plc (NYSE: NE), in its 144A/Reg S offering of $600 million of senior unsecured notes
• Energy Spectrum, together with its portfolio company ESGEN, in the $475 million business combination of ESGEN Acquisition Corp. (NASDAQ: ESAC) with Sunergy Renewables, a leading provider of residential solar and energy efficiency solutions
• TPG in Nextracker LLC’s $638.4 million initial public offering
• 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
• Ranger Oil Corporation (NASDAQ: ROCC) in its $2.5 billion acquisition by Baytex Energy Corp. (TSX, NYSE: BTE)
• ORIX Corporation in its underwritten secondary offering of 3,750,000 shares of Ormat Technologies, Inc.’s common stock for total gross proceeds of $337.5 million
• Ontario Teachers’ Pension Plan in its $805 million convertible equity portfolio financing of a large portfolio of renewables assets owned by NextEra Energy Partners, LP (NYSE: NEP)
• Blackstone in its successful underwritten secondary offering of 8,050,000 shares of Altus Power, Inc. (NYSE: AMPS) common stock for a price of $92,575,000, including the full exercise of the underwriters’ overallotment option
• Stronghold Energy, a portfolio company of Warburg Pincus LLC, in the $465 million sale of its Permian Basin assets to Ring Energy, Inc. (NYSE: REI) 
• Whiting Petroleum Corp. (NYSE: WLL) in its $6 billion merger of equals with Oasis Petroleum Inc. (NASDAQ: OAS) 
• Atrium Hospitality in its business combination with Alpine Acquisition Corp., a publicly traded SPAC 
• Executive Network Partnering Corp. (NYSE: ENPC), a special purpose acquisition entity, in its $1.3 billion business combination with Grey Rock Investment Partners, a Dallas-based investment firm, resulting in the formation of publicly traded Granite Ridge Resources, Inc. 
• Dave & Buster's Entertainment, Inc. (NASDAQ:PLAY) in its $835 million acquisition of Main Event 
• Civitas Resources Inc. (NYSE: CIVI) in its $346 million acquisition of Bison Oil & Gas II LLC 
• Tailwater Capital, together with Waste Management (NYSE: WM) through a newly formed joint venture, in its acquisition of a significant interest in Continuus Materials, a waste-to-product business that transforms discarded plastic and fiber material into engineered building products
• Warburg Pincus and Chisholm Energy Holdings LLC in Chisholm’s $604 million divestiture of its Northern Delaware Basin assets to Earthstone Energy, Inc. (NYSE: ESTE) 
• Consortium and KKR in the $15 billion all-cash acquisition of CyrusOne Inc. (NASDAQ: CONE) 
• Talos Energy Inc. (NYSE: TALO) in connection with an underwritten secondary offering of 6,000,000 shares of its common stock
• Railworks Holdings, LP and Railworks Rally, Inc. on their inaugural private offering of $325 million of 8.250% senior secured second lien notes due 2028 in connection with the acquisition of RailWorks Corporation 
• Arena Fortify Acquisition Corp. in its $150 million initial public offering 
• GEP Haynesville, LLC in its $1.85 billion sale to Southwestern Energy (NYSE: SWN) 
• Trilantic North America in the initial public offering of Aris Water Solutions, Inc.
• Energy Spectrum Capital-backed ESGEN Acquisition Corp, an energy transition SPAC, in its $240 million initial public offering
• Civitas Resources in its inaugural 144A/Reg S offering of $400 million in senior unsecured notes 
• GPI Capital in its $175 million growth equity investment in Hopper Inc., a leading travel fintech company
• Blackstone Credit in Altus Power, Inc.’s $1.58 billion combination with CBRE Acquisition Holdings, Inc. (NYSE: CBAH)
• Talos Energy Inc. (NYSE: TALO) in connection with an underwritten secondary offering of 5,000,000 shares of its common stock 
• Extraction Oil & Gas, Inc. (NASDAQ: XOG) in Civitas Resources, Inc.’s $4.5 billion acquisition of Crestone Peak Resources
• Freestone Acquisition Corp in its proposed $200 million initial public offering 
• Stonepeak Partners LP in the formation of Levo Mobility LLC, a $750 million sustainable infrastructure joint venture with Nuvve Holding Corp. (Nasdaq: NVVE) 
• Extraction Oil & Gas, Inc. (Nasdaq: XOG) in its approximately $2.6 billion all-stock merger of equals with Bonanza Creek Energy, Inc. (NYSE: BCEI)
• Janus International in its $1.9 billion business combination with Juniper Industrial Holdings (NYSE: JIH), a special purpose acquisition company
• New Providence Acquisition Corp III in its proposed $300 million initial public offering
• New Providence Acquisition Corp II in its proposed $200 million initial public offering
• Juniper II Corp in its proposed $400 million initial public offering
• Glass Houses Acquisition Corp., a SPAC focused on businesses that provide critical resources and services to the technologies powering the 21st century industrial economy, in its initial public offering
• 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
• New Providence Acquisition Corp., a special purpose acquisition company, in its $1.4 billion business combination with AST & Science, a satellite design and manufacturing company that is building a first-of-its-kind, space-based cellular broadband network 
• Chesapeake Energy Corporation in its dual-tranche 144A offering of $1 billion in senior notes 
• Talos Production Inc., a wholly owned subsidiary of Talos Energy Inc. (NYSE: TALO), in connection with its upsized add-on offering of $150 million of additional 12.00% Second-Priority Senior Secured Notes due 2026
• Talos Production Inc., a wholly owned subsidiary of Talos Energy Inc. (NYSE: TALO), in connection with its upsized offering of $500 million of its new 12.00% Second-Priority Senior Secured Notes due 2026 
• Talos Energy Inc. (NYSE: TALO) in connection with its follow-on offering of 8,250,000 shares of its common stock for gross proceeds of $73 million 
• Penn Virginia Corporation (NASDAQ:PVAC) in Juniper Capital Advisors, L.P.’s $188 million strategic investment in the company, including $150 million of cash and certain oil and gas assets, in exchange for 59 percent of Penn Virginia’s equity
• Forum Energy Technologies, Inc., a global oilfield products company, in its issuance of $315 million of Convertible Senior Secured Notes in exchange of approximately $328 million of existing unsecured notes
• Bluescape Energy Partners, as part of a consortium of investors, in the $1.4 billion preferred and common equity investment in CenterPoint Energy, Inc.
• EIG Global Energy Partners in its $750 million acquisition of equity interests in South Texas Midstream, LLC, a newly-formed joint venture with NextEra Energy Partners, LP
• Parsley Energy, Inc. (NYSE: PE) in its $2.27 billion all-stock acquisition of Jagged Peak Energy Inc. (NYSE: JAG)
• Riviera Resources, Inc. in its tender offer to repurchase $133 million of its common stock
• The initial purchaser in connection with a $225 million senior secured notes offering by FLNG Liquefaction 3, LLC
• LINN Energy in the spin-off of Riviera Resources, Inc.
• The initial purchasers in connection with a $600 million senior secured notes offering by FLNG Liquefaction 3, LLC
• Extraction Oil & Gas, Inc. in its offering of $750 million of senior unsecured notes and concurrent tender offer to repurchase $500 million of its outstanding senior notes
• Underwriters in the offering of $600 million of Weatherford International, LLC’s senior unsecured notes and concurrent tender offer to repurchase $485 million of Weatherford International plc’s outstanding senior notes
• LINN Energy, Inc. in its tender offer to purchase $325 million of its Class A common stock
• EIG Global Energy Partners on a $500 million investment into USA Compression Partners, LP (NYSE: USAC), in which certain investment funds managed or sub-advised by EIG and other investment vehicles unaffiliated with EIG agreed to purchase an aggregate amount of $500 million of newly established Series A Perpetual Preferred Units and received warrants to purchase up to 15,000,000 Common Units of USA Compression
• EIG Global Energy Partners LLC on its senior secured second lien investment in Rosehill Operating Company, LLC and preferred equity investment in Rosehill Resources Inc.

Prior to joining Golden Flag, Julian was involved in the following matters:

Representative Initial Public Offerings

• Charah Solutions, Inc. in its $88 million initial public offering 

• Ranger Energy Services, Inc. in its $85 million initial public offering of common stock 

• Underwriters to Antero Midstream GP LP in its $875 million initial public offering of common units by a selling securityholder

• Solaris Oilfield Infrastructure, Inc. in its $121 million initial public offering of common stock

• Ramaco Resources, Inc. in its $81 million initial public offering of common stock

• Jagged Peak Energy Inc. in its $474 million initial public offering of common stock

• Underwriters to Smart Sand, Inc. in its $148 million initial public offering of common stock

• Extraction Oil & Gas, Inc. in its $728 million initial public offering of common stock

• Vantage Energy Inc. in its initial public offering of common stock (converted to a sale process)

• Underwriters to Noble Midstream Partners LP in its $323 million initial public offering of common units 

• Underwriters to Cheniere Energy Partners LP Holdings, LLC in its $720 million initial public offering of common units

• Dominion Midstream Partners, LP in its $423 million initial public offering of common units

• Westlake Chemical Partners LP in its $311 million initial public offering of common units

• Parsley Energy, Inc. in its $1.1 billion initial public offering of common stock

• Underwriters to Emerge Energy Services LP in its $131 million initial public offering of common units

• CVR Refining, LP in its $690 million initial public offering of common units

• Northern Tier Energy LLC in its $262 million initial public offering of common units

• Midstates Petroleum Company, Inc. in its $234 million initial public offering of common stock

Other Representative Matters

• Parsley Energy, Inc., in various securities offerings, including equity offerings and note offerings

• Extraction Oil & Gas, Inc., in various securities offerings, including preferred equity offerings, PIPEs and notes offerings

• RSP Permian, Inc., in various securities offerings, including equity offerings and note offerings

• Concho Resources, Inc, in various securities offerings, including equity offerings and note offerings

• Antero Resources Corporation, in various securities offerings, including equity offerings and note offerings

• Antero Midstream Partners, LP, in various securities offerings, including equity offerings and note offerings

• Highstar Capital in its $200 million investment in NGL Energy Partners LP

• Foresight Reserves in the $1.37 billion sale of a significant economic interest in Foresight Energy, a coal producer, to Murray Energy

• TPG Capital and Acon Investments in the $775 million sale of the general partner of Northern Tier Energy, owner of a Minnesota refinery and related assets, to Western Refining

• Inergy, L.P. and Inergy Midstream, L.P. in an $8 billion multistep combination transaction with Crestwood Midstream Partners LP and Crestwood Holdings LLC

Partner, Vinson & Elkins LLP