Akin Gump Advises on Sale of Interests in Blueknight Energy Partners, L.P.

(Houston) – Blueknight Energy Partners, L.P. (BKEP) has announced that Ergon Asphalt & Emulsions, Inc., a subsidiary of Jackson, Mississippi-based Ergon, Inc., has agreed to purchase 100 percent of the membership interests of Blueknight GP Holding, L.L.C., which owns 100 percent of the outstanding membership interests of the general partner of BKEP, which owns the general partner interest and the incentive distribution rights of BKEP.

Ergon also has agreed to (i) contribute nine asphalt terminals it currently owns plus $22.1 million of cash to BKEP in return for total consideration of approximately $130.9 million, which consists of the issuance of 18,312,968 Series A preferred units in a private placement, and (ii) acquire an aggregate of $5.0 million of common units for cash in a private placement. In addition, BKEP has agreed to repurchase 13,335,390 of its Series A preferred units currently owned by Blueknight Energy Holding, Inc. (“Vitol”) and CB-Blueknight, LLC (“Charlesbank”) for $95.3 million. Akin Gump represented Vitol and Charlesbank on this deal.

The nine terminals acquired by BKEP from Ergon are located in Kansas, Texas, Arizona, Alabama, Tennessee and Mississippi, and include approximately two million barrels of storage capacity. Once the transactions described above have closed, Blueknight will own a network of 54 asphalt terminals in 26 states with a combined capacity of 10.2 million barrels of asphalt and residual fuel oil storage.

The Akin Gump team advising Vitol and Charlesbank was led by oil and gas partner John Goodgame. It included senior counsel Chris Arntzen and associates Heather Ashour and Cynthia Angell as well tax partner Alison Chen.

Founded in 1945, Akin Gump Strauss Hauer & Feld LLP is a leading international law firm with more than 900 lawyers in offices throughout the United States, Europe, Asia and the Middle East.

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