Sidley is representing Stonepeak Infrastructure Partners and Oryx Midstream Holdings LLC, a portfolio company of Stonepeak Infrastructure Partners, in a joint venture with Plains All American (Nasdaq: PAA and PAGP) of their respective Permian Basin assets, operations, and commercial activities. The newly formed joint venture will be Plains Oryx Permian Basin LLC. The transaction will include all of Oryx’s Permian assets and, with the exception of Plains’ long-haul pipeline systems and certain of its intra-basin terminal assets, the vast majority of Plains’ assets located within the Permian Basin.
The JV provides for an overall ownership and distribution sharing arrangement of 65% Plains and 35% Oryx. The Oryx assets comprising a part of the JV include approximately 1,600 miles of pipeline and related operational storage capacity located within the Permian Basin, in addition to long-term acreage dedication and marketing agreements covering approximately 1.3 million acres. The Plains assets comprising a part of the JV include approximately 3,900 miles of pipeline and related operational storage capacity located within the Permian Basin, long-term acreage dedication and marketing agreements covering approximately 2.8 million acres, and supply and facilities dedications. Plains’ long-haul pipeline systems and certain of its intra-basin terminal assets will not be included within the JV.
Sidley is also representing Oryx in the refinancing of existing debt with a new Term Loan B secured by its equity interests in the debt-free JV.
The Sidley team was led by partners Tim Chandler and Tommer Yoked with support from associates Kayleigh McNelis, Ashley Moulder, Jack Messer, and Brian DiFilippo. The team included Energy Regulatory partner Lorrie Marcil, Energy Trading and Regulatory partner Kenneth Irvin and counsel Casey Khan; Finance partners Herschel Hamner and Banks Bruce, and associates Andy Chen, Tiffany Van, and Haley Cambra; Technology & IP Transactions partner Josh Hofheimer; Tax partner Angela Richards; Environmental partner Heather Palmer; Antitrust/Competition partner Karen Kazmerzak, counsel Beth Chen, and associate Stewart Inman; Employee Benefits partner Eric Winwood and associate Marian Fielding; as well as Labor and Employment counsel James Weiss.