Latham Leads Energy Transfer's $5.3 billion Purchase of Sunoco

By Mark Curriden
Texas energy lawyers at firms such as Vinson & Elkins, Bracewell & Giuliani, Andrews Kurth, and Weil, Gotshal & Manges, have been racking up the deals and the billable hours in 2012.
But no one on the planet seems to be busier than Sean Wheeler, a corporate partner at Latham & Watkins in Houston.
Wheeler represents Suburban Propane Partners in its $1.8 billion acquisition of Inergy, which was announced last Thursday. He represented Dallas-based Energy Transfer Partners in its $9 billion acquisition of Southern Union, which closed last month. He has been representing Pacific Coast Oil Trust in its initial public offering, which is scheduled for later this week.

And, in a deal announced today, Wheeler and his corporate law partner, Bill Finnegan, are leading ETP’s $5.3 billion purchase of Sunoco, Inc., an energy distributor, retailer and refinery company based in Philadelphia.
The transaction will make ETP one of the largest and most diversified energy operations in the country.
“Yes, I’ve been extraordinarily busy, which is great,” says Wheeler. “M&A in the energy space has been active and I think it is heating up even more.”
“The stock markets and bond markets have been stable and financing has been easier,” he says. “I think the strategic players are going to be much more active over the next few months in looking at possible acquisitions.”
Besides Finnegan and Wheeler, other Latham lawyers who are working on the ETP transaction include Houston tax partner Timothy Fenn; Houston environmental law partner Joel Mack; and Houston corporate finance partners Craig Kornreich and Catherine Ozdogan.
V&E, which has handled about 20 major energy deals so far in 2012, is representing Energy Transfer Equity, which is the parent partner of ETP, in the Sunoco transaction.
ETE, which also owns Regency Partners and Southern Union, is a party to the merger agreement in order to increase the expected accretion to be derived by ETP from the merger transaction. As part of the deal, ETE agreed to relinquish its rights to approximately $210 million of the incentive distributions from ETP that ETE would otherwise be entitled to receive over the 12 consecutive quarters following the closing of the merger transaction.
Capital markets partners David Oelman and Matt Strock in Houston lead the V&E team that includes Houston corporate counsel Kathryn Wilson; Houston corporate associate Lande Spottswood; Houston capital markets partner David Stone; Houston corporate associate Dan Spelkin; Dallas employee benefits partner Shane Tucker, Houston associate Stephen Jacobson; and Houston tax partner John Lynch.
V&E represented Inergy in the Suburban transaction announced last week. The firm also represented ETP last December in its $2.8 billion sale of its propane business to AmeriGas Partners.
Wachtell, Lipton, Rozen & Katz of New York is handling the legal work for Sunoco.
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