Simpson Thacher Represents Underwriter and Initial Purchasers in Three Concurrent Offerings by Whiting Petroleum Corporation
03.30.15
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Simpson Thacher represented the underwriter and the initial purchasers in connection with three concurrent offerings, one a registered public offering and the others private offerings, by Whiting Petroleum Corporation. In the offerings, Whiting raised more than $3 billion. The net proceeds from the offerings were used to repay amounts outstanding under Whiting’s credit agreement, with the remainder to be used for general corporate purposes.
Simpson Thacher represented J.P. Morgan Securities LLC as the sole bookrunning manager and underwriter in the registered public offering of 35,000,000 shares of common stock of Whiting for total net proceeds of approximately $1 billion.
Simpson Thacher also represented the initial purchasers in connection with Whiting’s private unregistered offering of $1.25 billion aggregate principal amount of its 1.25% Convertible Senior Notes due 2020, which includes $250 million aggregate principal amount of convertible senior notes that were issued pursuant to the exercise in full of the overallotment option granted to the initial purchasers. J.P. Morgan Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated and Wells Fargo Securities, LLC acted as joint bookrunning managers for this offering. The convertible senior notes were offered in reliance on Rule 144A under the Securities Act.
In addition, Simpson Thacher also represented the initial purchasers in connection with Whiting’s private unregistered offering of $750 million aggregate principal amount of its 6.25% Senior Notes due 2023. J.P. Morgan Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Wells Fargo Securities, LLC and SunTrust Robinson Humphrey, Inc. acted as joint bookrunning managers for this offering. The senior notes were offered in reliance on Rule 144A and Regulation S under the Securities Act.
Whiting is an independent oil and gas company engaged in exploration, development, acquisition and production of crude oil, natural gas and natural gas liquids primarily in the Rocky Mountains and Permian Basin regions of the United States. Whiting’s common stock is listed on the New York Stock Exchange where it trades under the symbol WLL.
The Simpson Thacher team included John D. Lobrano, Roxane Reardon, Hui Lin, Rodrigo Surcan dos Santos, Leah Nudelman and Elizabeth Romefelt (Capital Markets); Marcy Geller, Jonathan Cantor and Taylor Alexander (Tax); Adeeb Fadil and Noreen Lavan (Environmental); Jeanne Annarumma and David Mollo-Christensen (Executive Compensation and Employment Benefits); and Andrew Pagliughi (Blue Sky and FINRA).