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Bracewell Represents Tall City Exploration in $803 Million Purchase & Sale Agreement with Moss Creek Resources

December 1, 2015

HOUSTON – Bracewell & Giuliani LLP represented Tall City Exploration LLC (Tall City) in an agreement with Moss Creek Resources, LLC (Moss Creek) to sell substantially all of its exploration and production (E&P) assets for $803 million, which is subject to closing adjustments. Tall City’s E&P assets are comprised of the oil and gas rights to leases on approximately 71,000 acres in Howard and Borden Counties, Texas, and interest in 34 horizontal and six vertical wells that produce approximately 3,750 barrels of oil equivalent per day (boe).

In addition to the transaction with Moss Creek, Bracewell represented Tall City in a November 2014 sale of certain Permian Basin acreage and production for approximately $440 million in cash and exchangeable junior subordinated notes to American Energy-Permian Basin, LLC, an affiliate of American Energy Partners, LP. Those assets included approximately 14,000 net acres of leasehold primarily located in Reagan County, Texas, and 1,400 barrels of oil equivalent (boe) per day of production. The two transactions bring cumulative sales proceeds for Tall City to more than $1.2 billion.

Tall City was formed in 2012 with a $300 million equity commitment from Denham Capital Management, LP, a leading energy and resources-focused global private equity firm.

Bracewell acted as legal counsel to Tall City for this transaction and RBC Richardson Barr acted as exclusive financial advisor.

Bracewell attorneys involved in this matter include:

Partners: W. James McAnelly III, Lance W. Behnke, Robert A. Jacobson, Daniel E. Hemli, William A. Wood III, and Andrew W. Zeve

Senior Counsel: Joshua C. Zive

Associates: Molly E. Butkus, Lucas L. Tanner, Scott B. Thompson, and Jennifer N. Dill