The Texas Lawbook

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CDT Roundup: 10 Deals, 7 Firms, 46 Lawyers, $775.5M

Deal activity involving Texas lawyers continued to be weak this past week – and way weaker than this time last year, which doesn’t portend a great second half of the year.

There were only 10 transactions we could find involving Texas lawyers with a reported value of $775.5 million. That compares with seven deals the previous week worth $2.5 billion but 13 transactions valued at $7.2 billion around the same time in 2018.

Eight of the deals involved M&A/private equity/venture capital ($542.5 million) while two were in the capital markets realm (worth $233 million). Seven firms and 42 Texas lawyers handled what little deal action there was.

Sidley Austin had the biggest deal of the week at $460 million while Baker Botts, Vinson & Elkins, Gibson Dunn and Morgan Lewis each claimed two deals apiece.

Weekly Corporate Deal Tracker Roundup Stats

A compilation of weekly stats from The Lawbook's CDT Weekly Roundup
(Deal Values in Millions)
Week EndingDeal CountAmountFirmsLawyersM&A CountM&A Value $MCapM CountCapM Value $M
June 25, 202215$6,142131469$2,0176$4,125
June 18, 202217$11,890.11422815$11,4102479.7
June 11, 202217$7,6001212310$2,3007$5,300
June 4, 202212$2,937101279$6923$2,245
May 28, 20229$3,197.611869$3,197.600
May 21, 202214$7,284.51218511$6,6093$675.5
May 14, 202211$306.698010$306.61$225
May 7, 202216$10,451.751210812$1,8274$8,624.75
April 30, 202216$2,296.51615712$895.54$1,401
April 23, 202210$2,24111588$16412$600
April 16, 202211$6,64371568$2,3593$4,284
April 9, 202217$4,4291418411$1,6906$2,739
April 2, 202213$1,75588410$1,1453$610
March 26, 202211$3,2058656$2005$3,005
March 19, 202213$2,239.17910613$2,239.1700
March 12, 202218$12,0161123915$11,9652$51.35
March 5, 202217$6,7861313713$5,1614$1,625
February 26, 202212$5,09581499$4,437.53$658
February 19, 202217$22,2291717414$21,3543$875
February 12, 202212$2,344.710738$641.74$1,703
February 5, 202211$2,50389911$2,50300
January 29, 202211$3,8721210112$3,87200
January 22, 202213$5,143.5109912$4,842.51$301
January 15, 202212$7,60591559$6,4803$1,025
January 8, 202213$8,256.21110213$8,256.200
January 1, 20229$1,273.86509$1,273.800
December 25, 202121$4,734.751117616$3,4105$1,324.75
December 18, 202126$7,325.21519318$3,640.28$3,685.2
December 11, 202116$5,0171010913$1,4173$3,600
December 4, 202114$2,3108868$2,3106$1,882.05
November 27, 20219$3.460.1101016$1,7583$1,702.6
November 20, 202120$22,7921515712$18,864.58$3,928
November 13, 202121$26,7291217813$11,8228$14,907
November 6, 202112$8,3031315710$6,6823$1,621
October 30, 202121$10,3681521815$9,24.46$1,103.
October 23, 202121$18.783.11522211$12,31410$6,468.6
October 16, 202115$3,8681111815$2,2932$1,575
October 9, 202120$8,6101617516$7,7954$815
October 2, 202114$6,2501113710$5,2004$1,050
September 25, 202111$11,4609937$10,2004$1,250
September 18, 202111$16,6038998$15,0843$1,519
September 11, 202117$10,6531110313$8,5034$2,150
September 4, 202113$7,222108911$6,7152$507
August 28, 202112$76396311$6631$100
August 21, 202112$29,65977911$29,5791$80
August 14, 202122$17,8451119912$12,80510$5,04
August 7, 202117$13,6701213915$11,7662$1,904
July 31, 202121$8,1601113410$3,57410$4,586
July 24,202121$6,3671113915$3,7126$2,655
July 17, 202114$4,0091112412$2,0152$1,994
July 10, 202116$3,9971314311$1,5974$2,4
July 3, 202124$7,492139416$3,7698$3,722
June 26, 202110$4,9957858$3,8472$1,148
June 19, 202128$16,83082289$1,86119$14,968
June 12, 202126$27,2381520919$25,6027$1,636
June 5, 202115$15,5391310013$14,7092$600
May 29, 202135$20,2791114528$18,647$1,639
May 22, 202124$53,2081417417$51,0477$2,161
May 15, 202118$10,6201322011$5,8707$4,809
May 8, 202117$10,4001115615$8,3862$2,500
May 1, 202121$7,2001611512$3,8089$3,392
April 24, 20218$20,2009318$20,20000
April 17, 202114$6,270810211$4,01803$2,260
April 10, 202115$8,9401312914$7,9901$950
April 3, 202118$19,5131015112$16,9236$2,590
March 27, 202127$13,9421524414$4,30013$9,633.5
March 20, 202111$2,04641023$2708$1,776
March 13, 202115$3,27091096$5389$2,732
March 6, 202124$13,6171019613$10,39511$3,222
February 27, 202119$8,1051213915$4,9704$3,135
February 20, 20219$8,82091538$8,5201$300
February 13, 202112$4,852.678172,7665$2,086.6
February 6, 202118$9,7521315314$5,2224$4,530
January 30, 202118$9,449918215$8753.83$695.3
January 23, 202114$8,15081186$4,0008$4,150
January 16, 202117$6,7831313811$2,4006$4,382.9
January 9, 202122$6,8291413518$3,139.34$3,690
January 2, 20217$1,4667607$1,46600
December 26, 202018$15,9001216316$5,3001$600
December 19, 202018$9,7691411014$8,4264$1,343
December 12, 202010$7,20091009$3,3251$3,830
December 5, 202015$4,26191229$2,7806$1,481
November 28, 202019$7,7581011013$4,0036$3,755
November 14, 202014$864.11415712$289.12$575
November 7, 202013$6,33291299$2,483.54$3,849
October 31, 202010$3,995.881036$3,231.14$754.7
October 24, 20206$18,1006585$17,7091$350
October 17, 20208$351.95558$351.900
October 10, 20207$5,2293504$7353$4,494
October 3, 202014$21,42891739$17,5355$3,893
September 26, 202010$12,7708935$10,3005$2,470
September 19, 202014$8,36591016$1,0208$7,345
September 12, 20206$4,4068593$1,2703$3,136
September 5, 202011$5,19181179$4,0612$1,130
August 29, 202011$2,5319945$1,1306$1,401
August 22, 202018$6,574121407$1,93011$4,644
August 15, 202013$4,99110977$1,2166$3,775
August 8, 202012$32,092111129$30,4573$1,635
August 1, 20207$5,2878765$3,6872$1,600
July 25, 20209$18,7516677$18,4032$348
July 18, 20206$1,982.55504$1,407.52$575
July 11, 202011$565.1127510$65.11$500
July 4, 202010$8,8898989$8,7881$100.3
June 27, 20208$6,87410505$4,972.53$2,081.5
June 20, 202012$4,44491157$2,8295$1,615
June 13, 20206$3,5824372$3504$3,232
June 6, 202011$3,213.78657$4704$2,743.7
May 30, 20208$7,3357486$4,6392$2,697
May 23, 20204$432.44343$432.410
May 16, 20206$3106345$31010
May 9, 202018$5,6301612414$3,1804$2,450
May 2, 20201510,40010908$1,9007$,8,500
April 25, 20208$3,4009365$1,0003$2,450
April 18, 202019$9,50014928$185.711$9,360
April 11, 202012$6,0009405$1907$5,800
April 4, 202014$8,200116810$2,2004$6,000
March 28, 202016$6,500139610$3,7006$2,800
March 21, 202011$11,9107337$2,2504$9,960
March 14, 20207809.86346684.81125
March 7, 202016$2,500157013$6693$1,400
February 29, 202013$15,2601312811$11,7602$3,500
February 22, 202012$3,700109210$2,5602$1,130
February 15, 202016$1,250108412$354$1,222
February 8, 202018$6,0801412314$2,5954$3,485
February 1, 202021$20,9001210114$17,8607$3,060
January 25, 202013$7,430136212$6,4301$1,000
January 18, 202023$9,5801512019$6,5804$3,000
January 11, 202021$14,2001819916$1,0205$13,200
January 4, 202022$6,4001111916$3,2046$3,245
December 28, 201922$7,1501917518$6,8004$327.4
December 14, 201924$36,3002316719$9,5005$26,800
December 7, 201911$10,40011557$1,0824$9,370
November 30. 201914$2,4501212612$1,7602$692.5
November 23, 201916$1,995104111$6155$1,380
November 16, 201915$3,8201313511$2,5004$1,271
November 9, 201925$12,9001718223$12,2002$575
November 2, 201910$2,470126192,4503$22
October 26, 201912$5,560147011$3,8601$1,700
October 19, 20198$6,60081388$6,60000
October 12, 201919$4,300145516$3,8003$500
October 5, 201918$14,5001916615$11,1003$3,400
September 28, 201919$8,1001813218$7,5601$550
September 21, 201914$6,300166611$2,1603$4,170
September 14, 201915$23,800125611$21,2504$2,570
September 7, 201917$3,500159814$1,9003$1,600
August 31, 20195$8,7006505$8,70000
August 24, 201916$10,000148215$4,2501$5,750
August 16, 201910$1,6805527$6503$950
August 9, 201917$17,700156814$3,9003$13,800
August 2, 201913$5,7601210813$5,760NANA
July 27, 201911$7,30013768$6,5703$730
July 20, 201913$11,8001312511$5,3002$6,500
July 13, 201910$7757468$542.52$233
July 6, 20197$2,5009857$2,50000
June 29, 201923$8,2901515417$2,3006$5,970
June 22, 201917$10,7001013914$7,7003$3,000
June 15, 201911$13,5001416011$13,500NANA
June 8, 201913$2,870175511$1,5702$1,300
June 1, 201910$4,46011608$4,1402$315
May 25, 201917$4,360147914$3,7003$612
May 18, 201922$9,0001715016$3,4006$5,600
May 11, 201918$19,8001717715$18,3003$1,500
May 4, 201910$7,0756328$6,9002$175
April 27, 201915$3,2001411714$3,1601$40
April 20, 201913$13,50010909$12,2004$1,300
April 13, 201916$38,900149114$37,8002$1,100
April 6, 201912$6,870119410$6,7302$50
March 30, 201915$6,470128410$7,91.55$5,677
March 23, 201918$6,450149114$5,0424$1,408
March 16, 201914$10,1801211511$8,8003$1,300
March 9, 20199$1,8006498$1,3001$500
March 2, 201920$3,0331610714$1,8176$1,262
February 23, 201912$2,0408699$614.63$1,430
February 16, 201916$9,970187716$9,97000
February 9, 201914$6,4001011014$6,40000
February 2, 201918$6,740159916$5,7202$950
January 26, 201913$2,770116711$918.952$1,850
January 19, 201915$3,819167612$2,5943$1,225
January 12, 201918$7,283149215$1,6833$5,600
January 5, 201910$529125010$52900
December 22, 201817$2,570138714$9413$1,629
December 15, 201810$2,8608268$2642$2,600
December 8, 201815$1,819166512$5523$1,267
December 1, 201812$7,50010909$1,2003$6,200
November 28, 201815$4,5001110714$4,0001$500
November 19, 201818$6,137139813$2,1425$3,995
November 14, 201818$9,2001315215$8,5003$694
November 6, 201816$17,3001618314$16,3612$950
October 29, 201814$14,4001812717$13,8001$600
October 24, 201813$6,1401312611$5,1222$1,018
October 17, 201818$18,3901512514$12,2924$6,098
October 10, 201829$3,1491810420$1,6479$819
October 2, 201818$9,300116714$7,3004$2,000
September 25, 201813$7,000117510$6,0003$995
September 18, 20189$3,5707449$3,57000
September 11, 201813$5,9001013213$5,90000
September 7, 201814$5,000158611$4,0003$1,000
August 29, 201815$20,700147913$4,7002$16,000
August 20, 201810$12,40011538$11,3803$1,057
August 14, 201812$19,900121329$18,8893$1,011
August 7, 201816$68,6001110613$67,2593$1,340
July 31, 201815$15,100159511$13,0604$2,060
July 23, 201813$2,130156010$1,8043$1,100
July 17, 201814$5,37017989$4,3105$1,100
July 9, 201816$11,200157410$11,0806$862
July 3, 201813$7,00078112$6,3301$750
June 25, 201815$8,80013979$4,9706$3,930
June 18, 201813$14,20014807$2216$14,290
June 11, 201812$6,3008968$5,9104$803
June 6, 201813$14,50010888$14,1545$579
May 31, 201811$4,89010638$3,2403$1,790
May 22, 201815$20,40011639$19,8086$885
May 15, 201815$4,7001510610$3,9005$643
May 9, 201811$1,40013889$1,3002$560
May 1, 20188$14,2507887$13,4001$450
April 24, 201812$5,30066111$4,4701$800
April 17, 20189$1,80010447$2,3302$1,434
April 11, 201811$2,5008326$1,6905$809
April 3, 201815$13,400111219$12,0206$1,090
March 28, 201810$4,00010927$3,8703$215
March 19, 201817$5,800135110$5907$5,165
March 12, 201815$3,130114311$2,3604$788
March 6, 201819$5,4001311610$1,5309$4,860
February 27, 201820$6,600136914$5,5306$1,030
February 19, 201815$5,5001411110$3,9906$1,980
February 12, 201823$10,9001715712$7,11011$3,840
February 5, 201816$8,600131007$1,3309$7,800
January 30, 201811$12,60011685$7,3006$4,982
January 24, 201819$9,400151295$2,01014$7,337
January 18, 201810$6,2808492$2,1008$4,188
January 9, 201812$16,50012929$15,8903$475
January 3, 201810$2,5009478$2,3502$150
December 27, 201715$9,000151139$7,5686$1,784
December 18, 201715$13,800161649$13,0107$1,118
December 11, 201714$9,7001012612$2,9404$8,500
December 4, 20176$1,8006315$1,5101$300
November 28, 20177$3,8508764$3,2603$285
November 16, 201710$2,70010486$1,8404$856
November 8, 201715$2,380179110$1,8605$516
November 1, 201712$4,70017949$3,4004$1,300
October 23, 201715$10,500106710$9,7804$1,530
October 18, 20176$2,000373$2253$1,820
October 10, 201712$6,5701009$3,8803$3,360
October 2, 20178$3,10011193$1,6305$1,750
September 25, 20178$4,8808795$2,6605$2,070
September 18, 20179$4,7703$3006$4,470
September 12, 201711$4,4308$2,0303$2,400
September 1, 20174$1,3103$3171$1,000
August 23, 201711$13,64098$11,8403$1,800

One of the deals of the week involved onetime Olympic cyclist Lance Armstrong. Can he remake himself as a venture capitalist? Stranger things have happened.

M&A/PRIVATE EQUITY/VENTURE CAPITAL

Sidley Austin aids I Squared on $460M investment in Venture Global LNG

Sidley Austin said last week it represented I Squared Capital on a $460 million convertible debt investment in Virginia-based Venture Global LNG Inc.

The investment, announced July 11, was made through I Squared’s ISQ Global Infrastructure Fund II. It was part of Venture Global’s $675 million equity capital raise announced in June to contribute to the development of its LNG export facilities on the U.S. Gulf Coast.

Energy partner Tim Chandler and project finance and infrastructure senior counsel Glenn Pinkerton led the team, which included energy associates Tommer Yoked and Chelsie Gonzales, tax partner Angela T. Richards, environmental partner Heather Palmer, energy associate Sabra Thomas and tax associate Michael L. Telford. All are in Houston.

A capital markets partner in London and an environmental staff attorney in Chicago also pitched in.

UBS Securities was I Squared’s financial advisor.

I Squared managing partner Gautam Bhandari said in a statement that the investment gives it exposure to Venture Global’s pipeline of “highly innovative projects, which will transform how LNG liquefaction facilities will be built in the future.”

Venture Global is led by co-CEOs Bob Pender and Mike Sabel, who are building more than 60 million metric tons per year of LNG production capacity at a trio of facilities in Louisiana. So far, the firm has raised $2.8 billion in committed capital.

Its projects will employ a process solution from Baker Hughes, a GE company that uses highly efficient mid-scale, modular, factory-fabricated liquefaction trains. 

Its Calcasieu Pass LNG project is currently under construction in Cameron Parish, La. Venture Global has said the final order for the Plaquemines LNG facility in Plaquemines Parish from the U.S. Federal Energy Regulatory Commission is scheduled to be issued no later than Aug. 1.

Dorsey advises Lance Armstrong on $75M debut VC fund

Dorsey & Whitney is advising Next Ventures – which is led by former Olympic cyclist Lance Armstrong and onetime investment banker Lionel Conacher – on its $75 million debut fund.

The fund has raised $24.5 million so far, according to a filing with the Securities and Exchange Commission.

The Dorsey team includes Dallas partner Gina Betts and corporate associate Christoph Luschin in Dallas along with a tax partner in the firm’s Palo Alto office.

The Texas Lawbook reported in January that Armstrong had formed Austin-based Next Ventures with Conacher with Dorsey’s Betts advising them.

So far, the firm has invested in electro muscular stimulation device PowerDot, sleep and activity tracker Oura, health and wellness community Spar, ice hockey sensor developer Scorched Ice and performance-and-recovery lotion purveyor Human Amp.

Baker Botts, V&E work on Vyopta’s $7.5M funding round from Elsewhere

Vyopta, an Austin developer of monitoring and analytics tools for workplace collaboration, said that it had raised $7.5 million in Series B funding led by Elsewhere Partners.

Baker Botts counseled Vyopta, including Jordan Herman in Austin as the lead partner with senior associate Jennifer Wu and associate Leah Leipold, both in Austin.

Elsewhere – which was formed by former Austin Ventures executives – used Vinson & Elkins partner Paul Tobias in Austin along with associates Luke Thomas and Cameron Land. Tobias also advised Elsewhere as lead investor in the $12 million Series A financing of Statflo in June of last year.

Elsewhere’s in-house counsel is Stephanie Lucie, who previously was general counsel at Austin Ventures. 

Vyopta’s inside counsel was the company’s co-founder, Andrew Chen, who previously was general counsel of Reddworks Corp., a partner at Herring, Sheehan & Chen and an associate at Gray Cary Ware & Friedenrich, now part of DLA Piper, and Baker Botts.

The company said it plans to use the funding to deepen integrations with collaboration vendors including Cisco, Microsoft and Zoom, advance its platform’s ability to optimize collaboration performance, adoption and return on investment and expand its customer success and go-to-market teams.

Vyopta CEO Alfredo Ramirez said in a statement that the company has seen 80% growth in new and expansion business in the first half of the year.

AIG, AstraZeneca, Shared Services Canada, Stanford University and the U.S. Department of Veterans Affairs, among others, use its products.

Chris Pacitti led the deal from Elsewhere, which raised $70 million for its debut venture capital fund, according to a filing with the Securities and Exchange Commission last month. Cooley counseled Elsewhere on the fund out of the firm’s Boston office (partner Nicole Peppe).

Rod Favaron, the former CEO of Spredfast and Lombardi Software, is joining the company’s board and former Microsoft executive Betsy Webb is becoming a member of Vyopta’s advisory board. 

Brinker inks letter of intent to buy 116 franchised Chili’s

Dallas-based restaurant operator Brinker International announced last week that it had signed a letter of intent to acquire 116 franchised Chili’s locations from its 14-year franchisee ERJ Dining. Terms weren’t disclosed.

Brinker general counsel Scarlett May didn’t respond to requests for comment. She’s been at the company since 2014.

The restaurants, located mostly in the Midwest, generate $300 million in annual sales. The company expects the addition to boost its earnings per share and generate additional free cash flow in fiscal 2020.

Brinker expects the transaction to close later this year once due diligence is completed. It plans to fund the purchase from its existing credit facility, leading its adjusted leverage ratios to rise slightly above previously announced targets in the short term.

Brinker CFO Joe Taylor said in a statement that the acquisition is a compelling opportunity to further invest in the company’s brand, broaden its scale and create growth in earnings and cash flow.

Analysts say the deal could put Brinker’s share repurchase program at risk.

As of March 27, Brinker owned, operated or franchised 1,676 restaurants under the brands Chili’s (1,623) and Maggiano’s (53 restaurants).

Gibson Dunn counsels ATL Partners on Valence purchase

Gibson Dunn & Crutcher said it’s advising ATL Partners on its acquisition of Valence Surface Technologies for an undisclosed sum. Existing management also invested in the company.

Gibson Dunn’s team was led out of Washington, D.C., and New York but included Dallas associates Louis Matthews and Jonathan Sapp and Houston associate Monika Kluziak.

Lazard was Valence’s financial advisor.

ATL and British Columbia Investment Management Corp., or BCI, announced the deal July 8. 

Founded in 2013, Houston-based Valence claims to be the largest independent aerospace surface finishing platform in North America. It provides surface treatments such as non-destructive testing, shot peening, chemical processing, plating, painting and spray coating to aerospace and defense components that require complex finishing to meet engineering specifications. 

Valence operates eight facilities in the U.S., has 3,000 customers and processes 12 million individual parts per year. Its customers include Airbus, Boeing, Lockheed Martin and SpaceX.

Valence CEO Tracy Glende said in a statement that the company is excited to partner with ATL given its sector focus and in-depth knowledge of commercial aerospace and the surface finishing market.

ATL founder and managing partner Frank Nash said he’s followed Valence since the beginning and believes there are many opportunities for growth, including organic initiatives and strategic add-on acquisitions.

Jason Cawley, BCI’s senior portfolio manager for private equity, said the investment aligns with its clients’ long-term objectives to invest in companies with solid management teams and strong growth potential.

BCI’s acquisition of governance rights in the company has to clear regulators.

Owl Rock Capital Corp. and Antares Capital provided debt financing to support the deal.  

ATL was founded in 2014 and invests in the aerospace, transportation and logistics sectors mainly in North America. It has a minimum equity investment requirement of $75 million and a target equity investment range of $150 million to $750 million through co-investment arrangements with its limited partners.

BCI’s private equity program is valued at C$13 billion ($9.97 billion), 52% of which is invested in the U.S.

Bracewell helps Sol Systems on Capital Dynamics JV

Bracewell said July 10 it represented Sol Systems on a joint venture with Capital Dynamics. 

The team was led out of Washington, D.C., but included partners Rebecca Baker and Matthew Grunert and associate Derek Speck, all of Houston.

The JV, called Sol Customer Solutions, will provide pools of institutional capital direct exposure to the U.S. distributed generation market through projects for large commercial, municipal and educational customers.

Sol Systems claims to be a top national solar energy finance and development firm. Since 2008, it’s delivered more than 850 megawatts of solar projects for Fortune 100 companies, municipalities, counties, utilities, universities and schools. It manages more than $650 million in solar energy assets for utilities, banks and Fortune 500 companies.

Bracewell has represented Sol Systems before, including last year’s formation of the Helios Infrastructure Fund with Nationwide Mutual Insurance Co. to acquire, develop, build and own more than 330 megawatts of utility and commercial solar assets in the U.S.

Morgan Lewis advises Pon/Hiller on American Fire acquisition

Morgan Lewis said last week that Houston partner Sameer Mohan represented Pon North America and its unit the Hiller Cos. on its acquisition of Wilmington, N.C.-based American Fire Technologies.

Mohan’s team included Tara McElhiney and Melissa Brown from Houston along with other Morgan Lewis lawyers from Philadelphia and Orange County. 

The seller was represented by Murchison Taylor & Gibson in Wilmington.

Pon’s in-house counsel was led by general counsel Magnus Rayos in Houston. Before joining Pon in 2017, Rayos worked in-house at Anadarko Petroleum and Strike and was in private practice at HooverSlovacek. 

The South Texas College of Law graduate interned for Judge Marcia Crone in the U.S. District Court for the southern district of Texas and Justice Eva Guzman in the 14th Court of Appeals.

Pon North America, the Houston-based unit of family-owned Pon Holdings of The Netherlands, provides forklifts, pallet jacks and stackers as part of its Equipment Depot unit and pipes and valves to the marine industry as part of its W&O Supply group. The unit generates more than $1 billion in sales.

Morgan Lewis advises Braes Capital on Siege purchase

Morgan Lewis also said it advised Houston-based Braes Capital on its acquisition of cybersecurity services provider Siege Technologies from Nehemiah Security for an undisclosed sum.

The team was led by Dallas partner Janice Davis, who joined the firm’s Dallas office in May from Bracewell, where she co-led its technology transactions practice. Siege used Cooley on the sale.

Braes claims that Siege is a leader in high-end cyber research and development for the federal market and marks the beginning of its investment into protecting the U.S.’ critical infrastructure through acquisitions of cyber companies and technologies.

“We believe Siege’s capabilities along with other future acquisitions will bring new solutions to protect critical infrastructure in the federal market, energy market and financial services markets,” Braes managing partner Alex Clary said in a statement.

Siege is led by CEO and co-founder Sam Corbitt and CTO Joe Sharkey.

Nehemiah Security acquired it in 2016 along with other investments to build out its risk quantification offering. It sold it to focus solely on helping business leaders to quantify cyber risk in financial terms.

CAPITAL MARKETS/FINANCINGS

Gibson Dunn represents Gran Tierra on $115M notes purchase

Gibson, Dunn & Crutcher said it represented Gran Tierra Energy on its tender offer to purchase its 5.00% convertible senior notes due 2021 for $115 million. 

Houston partner Hillary Holmes and Houston associate Justine Robinson led the team deal, which included Houston associate Jordan Rex as well as an associate in the firm’s New York office.

Calgary-based Gran Tierra announced the results of its offer on July 12, which resulted in $114.9 million in convertible notes deposited. 

Gran Tierra is an independent international energy company focused on oil and natural gas exploration and production in Colombia and Ecuador. 

Gibson Dunn previously assisted Gran Tierra Energy on a $300 million senior notes offering.

Baker Botts, V&E aid on Liberty’s $118M secondary offering

Baker Botts said July 9 it advised underwriter Barclays on Liberty Oilfield Inc.’s $118 million secondary offering.

The team included corporate partners Joshua Davidson in Houston and Jon Platt in Dallas, senior associate Eileen Boyce in Houston and associates Ieuan List and Josh Gonzales, both of Houston. Partner Steve Marcus in Dallas and senior associate Jared Meier in Houston weighed in on tax matters.

Liberty announced July 8 that it priced the offering of 8 million shares of Class A common stock by shareholders R/C Energy IV Direct Partnership and R/C IV Liberty Holdings at $14.75 per share.

The company didn’t receive any of the proceeds from the offering, which closed July 11.

Liberty’s outside counsel was Vinson & Elkins, including partners David Oelman and Ramey Layne, counsel James Brown, senior associate Crosby Scofield, associates Anne Peetz, Todd Hartis, Ximena Kuri and Charlie Fitzpatrick and partner David Peck on tax. The selling stockholders used Willkie Farr & Gallagher in New York.

V&E, Baker Botts and Willkie also worked on Liberty Oilfield’s $200 million initial public offering.

Sean Elliot is VP, general counsel and corporate secretary of San Antonio-based Liberty. He previously was assistant general counsel at USAA Real Estate Co., which is part of the USAA organization that serves the U.S. military and their families.

Before USAA, the UT Law graduate practiced law in the San Antonio office of Haynes and Boone and was general counsel of publicly traded Carbo Ceramics of Houston and assistant general counsel at Dallas-based Aviall, which was purchased by Boeing in 2006 for $1.7 billion.

UPDATE/OTHER DEALS

Bermuda-based offshore drilling company Borr Drilling filed to raise $50 million in an initial public offering. It plans to list on the New York Stock Exchange under the symbol BORR. It currently lists on the Oslo Børs under the symbol BDRILL. Schlumberger Oilfield Holdings backs the company. 

There weren’t any Texas lawyers on the filing: James A. McDonald at Skadden, Arps, Slate, Meagher & Flom in London is advising the company and Catherine S. Gallagher at Baker Botts in Washington, D.C. is assisting the underwriters.

***

Residential solar system provider Sunnova Energy updated its IPO filing, saying it plans to raise $300 million in an offering of 17.6 million shares priced between $16 to $18. It hopes to list on the Big Board under the symbol NOVA.

As The Lawbook previously reported, partners Joshua Davidson and Travis J. Wofford are leading the Baker Botts team advising Sunnova while Vinson & Elkins partners David P. Oelman and E. Ramey Layne are representing the underwriters, who include BofA Merrill Lynch, J.P. Morgan, Goldman Sachs & Co., Credit Suisse, KeyBanc Capital Markets, Baird and Roth Capital Partners.

Sunnova is backed by Energy Capital Partners and billionaire George Soros’ Quantum Strategic Partners as well as Triangle Peak Partners and Seis Partners, both of which are led by former Kinder Morgan executives.

***

Houston retailer Charming Charlie Holdings Inc. filed for Chapter 11 on July 11 in U.S. Bankruptcy Court for the District of Delaware. 

The bankruptcy – its second in less than two years – will result in the company closing all of its 261 stores in 38 states. 

Debtors’ counsel is Paul Hastings with attorneys in Chicago and Palo Alto as well as Klehr Harrison Harvey Brazburg in Delaware.

The company reported $50,000 or less in assets and $50 million to $100 million in liabilities. Its debt amounts to $82 million but it only has $6,000 in cash on hand, according to Bloomberg.

Hilco Merchant Resources and SB360 Capital Partners are handling the store closures and going-out-of-business sales, which are expected to last two months and generate $30 million in revenue.

The company sought court approval for $13 million in debtor-in-possession financing provided by White Oak Commercial Finance and Second Avenue Capital Partners, which it said would allow it to complete the store closing sales to maximize recoveries for the debtors’ estates and stakeholders.

Charming Charlie has 3,342 employees, 856 are full-time and 2,486 are part-time. It leases its corporate headquarters and distribution center in Houston as well as its store locations.

Charming Charlie emerged from its last bankruptcy in April of last year with THL Credit as the majority equity holder. Its attorneys on the last bankruptcy were Kirkland & Ellis along with Klehr Harrison Harvey Branzburg. Cooley had represented the official committee of unsecured creditors.

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