© 2016 The Texas Lawbook.
By Natalie Posgate
(Aug. 19) – Texas capital markets lawyers from Baker Botts and V&E have kept busy this week.
The firms announced their involvement in two stock offerings Friday.
One was for Leawood, Kansas-based Tallgrass Energy Partners, which announced the pricing of a $400 million public debt offering with its subsidiary, Tallgrass Energy Finance Corp. The offering is for 5.5 percent senior unsecured notes due 2024.
When the offering closes, which will likely be Sept. 1, Tallgrass intends to use the net proceeds to repay outstanding borrowings under its existing senior secured revolving credit facility.
Tallgrass turned to Austin partner Mollie Duckworth and Dallas partner Doug Rayburn to handle its end of the offering. Others on the Baker Botts corporate deal team included Austin associates Courtney Fore and Jennifer Wu and Houston associate Jude Dworaczyk.
Houston and Austin partners Mike Bresson and Jon Nelsen and Houston associate Leah Patrick provided tax advice, while Houston partner Scott Janoe and Austin associate Samia Broadaway provided environmental advice. Baker Botts’ Washington, D.C. office provided regulatory advice.
V&E represented the underwriters, which included Barclays, Wells Fargo, Capital One, Credit Suisse, Deutsche Bank, Morgan Stanley, PNC Capital Markets, TD Securities, Citizens Capital Markets and UMB Financial Services.
The underwriters turned to Houston partners Sarah Morgan and Mike Harrington to lead their end of the deal. Morgan and Harrington received assistance from Houston associates Michael Blankenship, Thomas Verity, Sean Roberts and Shauna DiGiovanni.
Duckworth and Rayburn also led the other capital markets deal: Austin-based Jones Energy’s upsized public offering of 21 million shares of Class A common stock and 1.6 million shares of Series A perpetual convertible preferred stock for $132 million.
Other Baker Botts attorneys advising Jones Energy were Houston corporate associate Travis Wofford and Austin associates John Kaercher and Robert Goodin. Dallas partner Steve Marcus and associate Aaron Pinegar handled tax matters and Houston partner Andrew Thomison worked on finance matters.
Houston V&E partner Jim Prince led the deal for the lead underwriters, Credit Suisse and J.P. Morgan. He received assistance from Houston associates Thomas Zentner, Crosby Scofield, Andrew Schulte and Emily Clary.
V&E’s tax team included Houston partner John Lynch, Dallas partner Wendy Salinas and Houston associate Lina Dimachkieh.
GMP Securities and Johnson Rice & Co acted as co-managers for the Class A common stock offering.
A portion of the proceeds from the duo of offerings will fund Jones’ $136.5 million acquisition of oil and gas properties in Central Oklahoma, which is another matter that Baker Botts advised Jones in this week.
Jones turned to Austin M&A partner Mike Bengtson to lead this deal, which the energy company struck with SCOOP Energy Company. Bengtson received assistance from Houston oil & gas partner Jeremy Kennedy and associate John Craven, as well as Houston tax partners James Chenoweth and Matt Larsen.
Oklahoma City attorneys from Porter Hedges represented SCOOP in the deal, which is anticipated to close by the end of September.
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