© 2014 The Texas Lawbook.
By Natalie Posgate – (October 29) – The Woodlands-based Western Gas Partners, LP has agreed to acquire Houston-based Nuevo Midstream Partners, and Texas lawyers from five law firms are assisting in the $1.5 billion deal.
Corporate partner Christopher Collins of Vinson & Elkins is leading a team of Houston-based attorneys at Vinson & Elkins, which represents Nuevo in the deal. He received assistance on the M&A front from associate John Bell. Also advising were tax partner John Lynch and associate Jason McIntosh, environmental counsel Larry Pechacek, executive compensation associate Stephen Jacobson, real estate counsel Scot Dixon and litigation partner Neil Imus, who is based in the firm’s Washington, D.C. office.
Houston partner John Goodgame and counsel Andy Lehman of Akin, Gump, Strauss Hauer & Feld are leading the transaction for Western Gas, which is a master limited partnership formed by Anadarko Petroleum Corporation. They received additional support from Houston tax partner Thomas Weir and attorneys from the firm’s Washington, D.C. and New York offices.
In-house lawyers for Western Gas who were involved in the acquisition include Phil Neisel and Philip Peacock, who is the company’s general counsel. Before becoming the GC of Western Gas in 2012, Peacock practiced corporate and securities law at Andrews Kurth.
Western Gas said in its release that it will partially finance the acquisition by issuing $750 million of Class C units to Anadarko. Western Gas formed a special committee of independent directors that approved the issuance of Class C units.
The special committee hired Bracewell & Giuliani as its legal counsel and Evercore Partners as its financial advisor. Houston partner Gary Orloff led the Bracewell team, which also included fellow Houston partners Robert Jacobson and Daniel Witschey and associate Clay Brett.
Evercore turned to Houston partner Hillary Holmes of Baker Botts for legal advice. She received assistance from fellow Houston partner Joshua Davidson and associate Monica White.
Houston corporate & securities partner Sarah McLean of Thompson & Knight is representing San Antonio and Oklahoma-based EnCap Flatrock Midstream, which is Nuevo’s private equity backer. She received assistance from Houston tax partner Roger Aksamit and Dallas corporate & securities associate Van Wiltz.
McLean and Aksamit also handled a deal this fall for EnCap Flatrock’s parent company, EnCap Investments LP, when it agreed to a $225 million investment in Sierra Oil & Gas S de RL de CV, which is Mexico’s first independent oil and gas company.
Nuevo is a relatively new kid on the block in the midstream world. It was formed in 2011 with an initial $65 million equity commitment from EnCap with a mission to focus on natural gas opportunities in the Delaware Basin in West Texas and Southeast New Mexico.
Today, the company’s assets include 300 million cubic feet per day of operational cryogenic processing capacity at its Ramsey processing complex, 1,800 gallons per minute of treating capacity, four field compressor stations and a 275-mile gas gathering system that spans a five-county area.
Western Gas’s acquisition of Nuevo is expected to close by the end of the year.
© 2014 The Texas Lawbook. Content of The Texas Lawbook is controlled and protected by specific licensing agreements with our subscribers and under federal copyright laws. Any distribution of this content without the consent of The Texas Lawbook is prohibited.
If you see any inaccuracy in any article in The Texas Lawbook, please contact us. Our goal is content that is 100% true and accurate. Thank you.