© 2014 The Texas Lawbook.
By Natalie Posgate – (November 17) – Houston-based oil giant Halliburton announced Monday that it has agreed to purchase Baker Hughes Incorporated, a fellow Houston company and big player in the energy industry, in a stock and cash transaction valued at $34.6 billion.
A team of lawyers from Baker Botts co-advised Halliburton on the deal, which is one of the biggest transactions of 2014. New York law firm Wachtell, Lipton, Rosen & Katz is Halliburton’s other legal advisor.
Global law firms Davis Polk & Wardwell and Wilmer Cutler Pickering Hale and Dorr advised Baker Hughes on the deal.
Halliburton General Counsel Robb Voyles turned to Houston corporate partners Kelly Rose and David Kirkland to lead the deal. The Houston-based corporate team also included partners Steve Massad and John Geddes, as well as associates Jim Marshall, Carina Antweil, Travis Wofford, Lakshmi Ramanathan, Jamie Yarbrough, Sarah Dodson, Heather Hewitt and Sarah Berens (who is based in New York).
Others on the deal from the Houston office included employee benefits partner Gail Stewart and special counsel Chris Pratt, tax partner Richard Husseini and securities litigation partners David Sterling and Danny David and associate Russell Herman. Austin environmental partner Aileen Hooks also provided assistance, along with attorneys from the firm’s New York, Brussels and Washington, D.C. offices.
Voyles, who also played a large role in the transaction, became Halliburton’s general counsel on Jan. 1, 2014. He joined Halliburton in 2013 from Baker Botts, where he had practiced since 1987. He was chair of the firm’s litigation department and a member of the executive committee.
This isn’t the first time this year for Baker Botts to advise in a mega-deal. In August, the firm advised the audit and conflicts committee of Kinder Morgan Energy Partners and the special committee of Kinder Morgan Management when Houston-based Kinder Morgan agreed to acquire assets of Kinder Morgan Energy Partners, Kinder Morgan Management and El Paso Pipeline Partners for $44 billion.
The Halliburton-Baker Hughes transaction, which is expected to close in the second half of 2015, is subject to approvals from each company’s stockholders, regulatory approvals and customary closing conditions. Halliburton said it has agreed to pay a $3.5 billion fee if the transaction terminates due to a failure to obtain required antitrust approvals. It has also agreed to divest businesses that generate up to $7.5 billion in revenues if required by regulators.
The combined company will maintain the Halliburton name and will be headquartered in Houston.
Credit Suisse and BofA Merrill Lynch provided financial advice to Halliburton for the deal. Goldman, Sachs & Co. served as Baker Hughes’ financial advisor.
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