Jimmy Frost

Associate

Houston

Jimmy Frost is an associate in Orrick's Houston office and a member of the Capital Markets Group.

Jimmy concentrates his practice on various capital markets transactions, including initial public offerings, notes offerings, preferred and follow-on offerings, exchange offers, tender offers, redemptions and consent solicitations as well as corporate governance and securities law compliance. He also has experience in transactions involving special purpose acquisition companies including initial public offerings and de-SPAC transactions.

  • Equity Offerings

    • Weave Communications, Inc. (NYSE: WEAV) in its $120 million initial public offering.
    • Underwriters led by Morgan Stanley, J.P. Morgan, Bank of America in the $1 billion initial public offering of Freshworks Inc. (Nasdaq: FRSH).
    • Northern Oil and Gas, Inc. (NYSE American: NOG) in its public offering of 14,375,000 shares of common stock and a private placement of $550 million of new 8.125% senior notes due 2028 in connection with its acquisition of certain non-operated natural gas assets in the Appalachian Basin from a subsidiary of Reliance Industries Ltd.*

    SPAC and De-SPAC Transactions

    • Software Acquisition Group, Inc. in its $512 million reverse triangular merger with CuriosityStream Inc. (Nasdaq: CURI).*
    • Morgan Stanley in the $276 million initial public offering of Ivanhoe Capital Acquisition Corp. (NYSE: IVAN), focusing on business combination targets in the electrification industry.*
    • Juniper Industrial Holdings in its $1.9 billion business combination with Janus International (NYSE: JBI).*

    High Yield and Other Debt Offerings

    • Northern Oil and Gas, Inc. (NYSE American: NOG) in its tender offer for any and all of its outstanding 8.50% senior secured second lien notes due 2023 and related consent solicitation.*
    • The initial purchasers in connection with Parsley Energy, LLC and Parsley Finance Corp.’s offering of $400 million in senior notes due 2028.*
    • The initial purchasers in connection with FLNG Liquefaction 3, LLC’s offering of $700 million in senior secured notes due 2039.*
    • The note purchasers in various private offerings of senior secured notes by FLNG Liquefaction 3, LLC with aggregate proceeds of $2.375 billion.*

    Restructuring and Liability Management Transactions

    • Hornbeck Offshore Services, Inc. and its affiliates, in its Chapter 11 restructuring in the United States Bankruptcy Court for the Southern District of Texas. Hornbeck provides marine transportation and subsea installation services to support the deep water drilling and production needs of their exploration and production, oilfield service, offshore construction, and U.S. military customers. The Hornbeck Chapter 11 cases were filed with a prepackaged plan of reorganization that contemplates a $75 million in debtor-in-possession (DIP) financing and a fully backstopped $100 million rights offering.*
    • Ultra Petroleum Corp. and its affiliates in their comprehensive deleveraging and balance-sheet restructuring, accomplished through prepackaged Chapter 11 cases filed in the U.S. Bankruptcy Court for the Southern District of Texas and a parallel Canadian recognition proceeding filed in the Supreme Court of Yukon in 2020. Ultra is one of the largest oil and natural gas exploration and production companies in Wyoming.*
    • Vanguard Natural Resources Inc. and its affiliates in their Chapter 11 cases in the U.S. Bankruptcy Court of the Southern District of Texas. Vanguard is an independent exploration and production company focused on the production and development of oil and natural gas properties in the United States with operations in the Gulf Coast, Permian and Anadarko Basins. Vanguard had approximately $850 million in debt at the time of filing and obtained a commitment for a $130 million debtor-in-possession financing facility, which included $65 million in new money.*

    Mergers & Acquisitions

    • 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).*
    • Hilcorp Alaska in its $5.6 billion acquisition of BP’s upstream and midstream business in Alaska.*
    • Ensign Natural Resources LLC, a portfolio company of Warburg Pincus and Kayne Anderson, in its acquisition of all of Pioneer Natural Resources USA, Inc.’s Eagle Ford acreage in South Texas.*
    • Elite Compression Services and its sponsor JDH Capital in the $410 million sale of approximately 430,000 of predominately large-horsepower compression assets to Archrock, Inc., and the $30 million purchase by Harvest Midstream Company of 80,000 active and idle compression horsepower from Archrock, Inc.*
    • 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.*

    *Matter handled prior to joining Orrick.