Latham & Watkins Advises Delfin Midstream on First Offshore Floating Vessel LNG Export Facility in the US
Sponsor and developer Delfin Midstream, with investment partners BlackRock Alternative Management, LLC; a consortium of Korean equity investors and co‑investors; Mitsui O.S.K. Lines; Diameter Capital Partners; and Vitol B.V., closed the joint venture acquisition, deepwater port development agreements, and multi‑tranche private and strategic equity and commercial debt financing of the Delfin Deepwater Offshore Port and LNG floating vessel liquefaction and export project, a 4.4 million tonnes of LNG per year project in the Gulf of America that will process US shale gas supplies into LNG for export to high‑demand and strategic global markets in the continuing expansion of the energy export market and US energy partnership worldwide. This is a transformative milestone in the advancement of critical energy infrastructure in the US, in addition to a reaffirmation of energy and maritime architecture collaboration between the US and the Republic of Korea.
The over US$5 billion multi‑tranche joint venture and financing transaction included:
- US$800 million back‑leverage facility from private credit funds and commercial bank debt to fund Delfin’s initial equity contribution
- US$1.44 billion joint venture, including equity commitments from Global Infrastructure Partners (a part of BlackRock), Mitsui O.S.K. Lines (MOL), Vitol, and Delfin Midstream
- US$2.29 billion senior secured commercial bank term loan facility
- US$510 million notes offering
Latham & Watkins LLP advised Delfin and its subsidiaries and affiliates with respect to the joint venture arrangements, the port and LNG facility documentation, LNG sales and marketing arrangements, the bridge and the senior secured term loan facilities, the notes offering, and the acquisition of onshore and offshore pipelines to transport gas to the deepwater port and LNG liquefaction vessels.
The Latham team was led by New York project finance partner Hamad Al‑Hoshan, Houston M&A partner Alice Parker, New York M&A partner Christopher Cross, and Houston Project Development & Finance counsel Brian Hintze, supported by Singapore partner Owain Davies on all EPC matters, Washington, D.C. energy regulatory partner Patrick Nevins, and London counsel Evelyne Girio, with project finance associates Chidi Onyeche,* Hiroko Ito, Lia Adalia, Ali Stopford, Yejin Kim,** Yoon Lee, Sungjoo Ahn, Miles Primason, Alexan Stulc, Shayla Birath, Austin Porter, Ida Mohen, and assistance from Ben Krapels and trainee solicitors Ayomide Akande and Faye Reader, and M&A associates Karen Song, Sam Spiers, Robert Cunningham, Melanie Von Staa Toledo, Braydon Jones, Alejandra Castillo, and Josh Horn. Advice was also provided on midstream asset acquisition matters by Houston partner Mike King, with associates Nathan Zhang and Caroline Silverstein; on capital markets matters by Houston partners Ryan Maierson and David Miller, with associates Isabelle Sawhney and Elana Cates; on tax matters by Houston partner Christine Mainguy, with associate Lucas Migliano; on environmental and permitting matters by San Diego partner Jennifer Roy and Washington, D.C. partner Devin O’Connor, with associates Samantha Seikkula and Nolan Fargo; on real estate matters by San Diego partner Robert Frances and counsel Aaron Friberg; on ESG matters by New York partner Betty Huber, with associate Gina Kwon; on regulatory matters by Washington, D.C. partner James Barker, with associate Stephen Keith; and on hedging matters by New York counsel Melissa Ferraro, with associate Derrick Vallejos.
* Admitted to practice in England and Wales.
** Admitted to practice in Washington, D.C. and New York.