Lawyers working in the midstream, or infrastructure, part of the oil industry were busy last week, working on small acquisitions as well as a large capital raising by Kinder Morgan.
Andrews Kurth Kenyon advised lead underwriters Barclays, JP Morgan and Merrill Lynch on Kinder Morgan’s debt offering of $1 billion in 3.15% senior notes due 2023 and $250 million in floating rate senior notes due 2023.
The team was made up of partners Mike O’Leary, Tom Ford, Allison Mantor and Lisa Shelton and associates Taylor Landry, Jerry Chandapillai, Kayleigh McNelis, Brooke Milbauer and Jocelyn Tau. All the attorneys are in Houston except for Shelton, who is in Austin.
Other underwriters on the deal included Mizuho Securities, MUFG Securities Americas and SunTrust Robinson Humphrey.
Andrews Kurth’s O’Leary has a long history of working with underwriters on capital raisings for Kinder Morgan, including representing them on the company’s initial public offering in 2011. He also worked on several M&A deals involving Kinder Morgan, including counseling BP last year when it sold 15 refined products terminals to the company, 14 of which were put into a joint venture owned by the two companies.
Bracewell counseled Kinder Morgan on the offerings with a team that included partners Troy L. Harder and Gary W. Orloff in Houston, partner Michele J. Alexander in New York on tax and associates Kathy Witty Medford, Kate Barrington McGregor and Tyler C. Lohse in Houston and Anne E. Holth in New York. Inside counsel included deputy general counsel Adam S. Forman and assistant general counsels R. Eric McCord and Angela Teer.
Harder and Orloff have represented Kinder Morgan on several capital raisings and acquisitions, including the consolidation of all of its related companies in 2014 for $76 billion.
M&A was also humming last week, with Tallgrass Energy Partners saying Aug. 7 it had closed its acquisition of Outrigger Energy LLC’s crude oil gathering system in the Powder River Basin for $36 million.
Vinson & Elkins partner W. Creighton Smith and associates Atma Kabad and Kathryn Hastings advised Outrigger on the deal along with partner David Peck and associate Brian Russell on tax, counsel Martin Luff on employment/labor, partner Stephen Jacobson on executive compensation/benefits, senior associate Matt Dobbins on environmental and partners Randy Jurgensmeyer on real estate.
All of the lawyers are in Houston except for Peck, Russell and Jurgensmeyer, who are in Dallas, and Luff, who is in London.
Tallgrass used Kansas City law firm Stinson Leonard Street (Patrick Respeliers and Jennifer Moyer). Houston banker Michael Jamison from Citi was Outrigger’s financial adviser.
Creighton has advised Denham Capital-backed Outrigger before, including on the sale of its Permian basin assets in West Texas to Targa Resources Corp. unit Targa Resources Partners in January for up to $1.5 billion.
Another deal was announced last week that involved American Midstream Partners, which said Aug. 8 that it was acquiring Panther Asset Management for $52 million.
Gibson, Dunn & Crutcher represented American Midstream with a team that included Houston corporate partner Tull Florey, Houston tax partner
James Chenoweth, Dallas corporate associate Krista Hanvey, Houston corporate associate Justine Robinson, Dallas corporate associate Eric Pacifici and New York tax associate Katherine Erbeznik.
American Midstream associate general counsel Tom Leslie was also involved. He joined the infrastructure provider last year from Sidley Austin, where he was an associate in Houston. Before Sidley he was an associate at Baker Botts.
Gibson Dunn represents American Midstream on a variety of matters, including the recent sale of its propane business to SHV in July for $177 million.