Baker Botts is advising Pittsburgh-based energy company EQT Corporation on the sale of its Jupiter natural gas pipeline system to its subsidiary, EQT Midstream Partners, for $1.18 billion in cash and stock.
EQT Midstream Partners said Wednesday it will pay $1.121 billion in cash for the system, with the remaining $59 million to be paid in stock. The Jupiter system includes 35 miles of natural gas gathering pipeline located around the Marcellus Shale formation in Western Pennsylvania. The system also includes two compressor stations with roughly 21,300 horsepowers of compression used to transport gas through the pipeline.
The deal has been approved by a conflicts committee composed of board members of EQT Midstream Services, EQT Midstream Partners’ general partner. Delaware firm Richards, Layton & Finger is advising the conflicts committee on the deal.
EQT Midstream Partners raised $262.5 million when it was taken public by EQT Corporation in 2012, a process handled by Houston-based Baker Botts corporate and securities partner Joshua Davidson. The firm subsequently advised EQT Corporation on the $720 million sale of natural gas distributor Equitable Gas Company to Peoples Natural Gas later that year. Baker Botts also represented EQT Corporation last year on the sale of Sunrise Pipeline to EQT Midstream Partners in a $540 million deal. (Richards, Layton & Finger also advised the buyer on that deal.)
The Baker Botts team working on this week’s deal includes Austin-based M&A partner Mike Bengston as well as Houston-based real estate partner Robert Wright and tax partners Michael Bresson and James Chenoweth. Baker Botts associate Robert Montgomery is also advising. EQT Corporation’s deputy general counsel, Robert Williams, led an in-house legal team for the company that also included attorneys Jonathan Lushko, Natalie Jefferis and Sean McGinty.
Baker Botts is also advising EQT Corporation on a separate transaction announced Wednesday. The company is acquiring 73,000 acres of land in the Permian Basin in Texas, including 900 oil- and gas-producing wells, from Fort Worth–based Range Resources. In exchange, Range will receive $145 million in cash from EQT Corporation along with 138,000 acres of land and a gathering system in Virginia’s Nora Field section of the Huron Shale formation. Information regarding Range’s outside legal counsel was not available at the time of publication.
M&A partner Bengston is leading the way for Baker Botts on the exchange with Range, while tax partner Chenoweth and environmental regulatory partner Aileen Hooks are also advising. Baker Botts associates working on that transaction are Coleson Bruce, Bryan Cory, Christopher Janisch, Scott Looper and Kristen Smith.