Weil, Gotshal & Manges LLP

Weil Advises McMoRan in $3.4B Sale as Part of $20B Three-Way Merger

(December 6, 2012, Weil News)

A Weil team led by New York M&A partner Michael Aiello advised the special committee of McMoRan Exploration Co.’s board of directors in the company’s $3.4 billion sale to Freeport-McMoRan Copper & Gold Inc. (FCX), a leading international mining company. McMoRan is an independent public company engaged in the exploration, development, and production of natural gas and oil in the Gulf of Mexico. Upon closing, McMoRan shareholders will receive a distribution of units of a royalty trust that holds a five percent overriding royalty interest on future production in McMoRan’s existing ultra-deep properties.

McMoRan’s sale to FCX is part of a three-way merger through which FCX also will acquire Plains Exploration & Production Company, an independent oil and gas company that acquires, develops, explores, and produces oil and gas in the US, for $6.9 billion in cash and stock. The three-way merger has a total deal value of approximately $20 billion, and is expected to close in the second quarter of 2013.

In addition to Michael Aiello, the Weil team advising the special committee of McMoRan’s board of directors included Energy partner Rodney Moore (Dallas/Houston); Capital Markets partner Matthew Bloch (New York); Banking & Finance partner Richard Ginsburg (New York); Tax partner Jared Rusman (Dallas); Technology & IP Transactions partner Charan Sandhu (New York); Litigation partners John Neuwirth and Greg Danilow (both of New York); Environmental partner Annemargaret Connolly (Washington, DC); Employee Benefits and Executive Compensation partner Amy Rubin (New York); Antitrust partner Steven Newborn (Washington, DC); Real Estate partner Samuel Zylberberg (New York); Antitrust counsel-elect Vadim Brusser (Washington, DC); M&A associates Alex Clavero, Matthew Falcone, Sachin Kohli, and Frank Martire (all of New York); Energy associate Sacha Jamal (Dallas); Capital Markets associate Andrew Woodworth (New York); Tax associate Randell Gartin (Dallas); Environmental associate Thomas Goslin (Washington, DC); Employee Benefits and Executive Compensation associates Zahava Blumenthal and Eric Schecter (both of New York); and Real Estate associate Elliot Ganchrow (New York).

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