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The Texas Lawbook

Free Speech, Due Process and Trial by Jury

  • Appellate
  • Bankruptcy
  • Commercial Litigation
  • Corp. Deal Tracker/M&A
  • GCs/Corp. Legal Depts.
  • Firm Management
  • White-Collar/Regulatory
  • Pro Bono/Public Service/D&I

CDT Roundup: 11 Deals, 8 Firms, 103 Lawyers, $22.5B

May 23, 2023 Claire Poole

First quarter league tables are out, but of a different sort: the most active private equity firms. According to PitchBook, Ares Management ranked at the top of the U.S. list with 27 investments, followed by Audax Group with 20 and Shore Capital with 16. HarborVest Partners and Carlyle tied at 15 and Atlas Partners and BHMS Investments did so at 14. New Mountain Capital, Charlesbank and Riverside rounded out the top 10 with 13 each.

Which got us wondering: Which law firms in Texas regularly represent these top-ranked sponsors on their deals? We did a quick search of our database and it was interesting what we found.

Vinson & Elkins has represented Los Angeles-based Ares in the past, advising it on its acquisition in August of Atlas Crane Service, which primarily serves the wind industry (led in part by Danielle Patterson).

So has Kirkland & Ellis, which advised Ares on multiple deals last year, including its $600 million investment in SB Energy Global SoftBank Group Corp.’s U.S. climate infrastructure technology platform (led in part by corporate partner Rob Goodin); and on its acquisition of a significant minority equity interest in Ryan, which valued the company at $2.5 billion (led by corporate partner Jon Benloulou); and Ares-backed Admiral Permian Resources on its purchase of oil and gas assets from Petro-Hunt in March 2022 for undisclosed terms (led by corporate partners Chris Heasley, Kyle Watson, R.J. Malenfant and Brice Lipman). 

As far as other PE firms, Latham & Watkins led out of Washington, D.C., counseled D.C.-based Carlyle in March on its sale of Texas-based PrimeFlight Aviation Services to Capitol Meridian Partners and the Sterling Group in a 50/50 partnership for undisclosed terms. But V&E – led by Dallas parter Peter Marshall – advised it in November on a $350 million investment in solar power player Aspen Power Partners and Kirkland – led in part by Austin partner Brice Lipman – on its undisclosed investment in NineDot Energy in Brooklyn in January 2022.

It seems that V&E and Kirkland are battling it out to win these top PE firms’ business, as they do with the other big names in private equity, including KKR and Blackstone. But on the face on it, Kirkland appears to be winning.

The week ending May 20 feels at the surface like a good one with 11 deals worth $22.5 billion. But only four of the 11 were mergers or acquisitions. The value side was boosted by the $19.2 billion acquisition of Newcrest Mining by the gold mining giant Newmont Corp. (a deal that only barely included Texas lawyers), followed by a $255 million deSPAC merger. The other two M&A transactions carried no visible price tag. But last week carried a dozen deals for a far more sustainable $7 billion and the 14 deals for $7.2 billion during the same week last year.

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
May 20, 202311$22,458.181034$19,4557$3,003
May 13, 202312$7,034101018$5,4604$1,574
May 6, 202320$3,297.61819617$2,985.63$312
April 29, 202323$3,691.21813517$1,969.76$1,721.5
April 22, 202316$5,5701410414$4,7502$1,000
April 15, 202312$23,818.195910$21,618.12$2,200
April 8, 202316$7,94991739$5,4727$3,477
April 1, 202321$18,676.71217511$10,926.710$7,750
March 25, 202315$8,779.5101415$2,36210$6,416.5
March 18, 20237$14,048.86695$13,3452$703.8
March 11, 202321$11,5761616516$8,1315$3,445
March 4, 202320$9,6681122816$8,2094$1,459
February 25, 202313$5,3351313012$4,2351$1,200
February 18, 202314$5,743.7131588$898.76$4,845
February 11, 202316$12,0881213712$9,9654$2,123
February 4, 202317$8,0661514013$5,6144$2,452
January 28, 20237$2,1807755$1,692.752$488
January 21, 202317$5,7681617412$1,9185$3,850
January 14, 202311$2, 800101028$4213$2,400
January 7, 202318$8,2961116714$6,4613$1,835
December 31, 202214$2,732119912$2,0922$640
December 1714$7,9191311512$7,4191$500
December 10, 202214$10,093128811$7,0933$3,000
December 3, 202226$12,800.91117220$4,1416$8,659.9
November 26, 20228$2,266.7853$765$2,190.7
November 19, 202221$2,8861521219$2,5502$336
November 12, 202213$15,093.79819$14,2004$893.7
November 5, 20222519,337.21650922$8,267.23$11,070
October 29, 202215$7,805.3911614$7,180.31$625
October 22, 202220$8,193.51325313$5,4427$2,751.5
October 15, 20229$3,046.191397$2,588.32$457.8
October 8, 202219$2,011.81211416$833.83$1,178
October 1, 202223$5,532.91615618$4,952.35$580.6
September 24, 202218$5,1941421615$4,0503$1,144
September 17, 202221$8,352.31232015$4,759.66$3,592.7
September 10, 202215$19,853.51012613$19,403.62$450
September 3, 20229$2,3129629$2,31200
August 27, 202216$30,891.71013515$30,666.41227.7
August 20, 202212$1,977815299253$1,052
August 13, 202218$8,004.71124211$2,844.77$5,160
August 6, 202224$7,948.91224017$3,5777$4,371.9
July 30, 20228$6,9419787$6,8391$102
July 23, 202211$801119210$80110
July 16, 202214$3,6501012214$3,65000
July 9, 202210$3,557.77689$3,557.710
July 2, 202218$8,609.41315215$2,754.43$5,855
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

M&A/FUNDINGS

Newmont agrees to buy Newcrest for $19.2B

Deal Description: Denver gold mining giant Newmont Corp. announced May 14 it agreed to buy Australian rival Newcrest Mining Ltd., giving Newcrest an enterprise value of A$28.8 billion ($19.2 billion). Based on recent market prices, the implied equity value of Newcrest is A$26.2 billion, including the dividend. Newcrest shareholders will receive 0.400 Newmont shares for each Newcrest share and a special dividend of up to $1.10 per share paid by Newcrest, representing a 30.4 percent premium. Newmont CEO Tom Palmer said the company is positioned to deliver an estimated $500 million in annual synergies and an estimated $2 billion in incremental cash flow in the first two years from portfolio optimization opportunities. The transaction is the gold mining sector’s largest deal to date, surpassing Newmont’s purchase of rival Goldcorp Inc. in 2019, Bloomberg reported. 

Expected Closing: Q4 2023

Newmont’s Financial Advisers: BofA Securities, Centerview Partners, Lazard and BMO Capital Markets

Newmont’s In-House Counsel: General Counsel Nancy Lipson and AGC Mark Ebel

Newmont’s Outside Counsel: King & Wood Mallesons led by partners Will Heath and Antonella Pacitti in Australia; and White & Case led by partners Gregory Pryor in New York, Laura Sizemore in London, Kristen Rohr in New York and David Johansen in New York but including M&A associate Luis Leos in Houston

Suntuity to combine with Beard in $255M deSPAC transaction

Deal Description: Residential home solar energy provider Suntuity Renewables announced May 19 that it entered an agreement with blank check company Beard Energy Transition Acquisition Corp. to merge with the intent to become publicly traded in exchange for up to $255 million in cash proceeds. Based in Homdel, N.J., Suntuity is a provider and installer of residential solar systems — including power generation and residential energy storage — claiming 9,500 systems installed across 25 states as of April, reporting a compound annual growth rate of nearly 27 percent and a backlog of more than 1,100 orders with an estimated value of $55 million in backordered sales. Under terms of the deal, Suntuity stockholders will surrender 100 percent of their equity interests for a 40 percent share of the combined company, while Beard investors will hold 48 percent of the combined company. Both sides of the merger credit tax incentives under the Inflation Reduction Acts as a key driver, along with potential energy cost reductions inherent with solar energy.

Suntuity’s Financial Advisor: Roth Capital Partners

Suntuity’s Outside Counsel: Loeb & Loeb

Beard’s Outside Counsel: Vinson & Elkins with a team led by partners Stancell Haigwood in New York and Mike Bielby in Dallas along with partner Brenda Lenahan in New York and senior associate David Lassetter in Houston. The were assisted by associates Tushar Parashar, Natalie Harrison, James Payne, Maram Mahajna, Waid Barfield, Ryan Polk, Sam Dreggors and Griff Kimball. Also advising on tax issues were partners Jason McIntosh, David Peck, Wendy Salinas, counsel Allyson Seger and associates Lauren Nieman and Ryan Dolmanet, along with partner Patricia Adams and associates Maddison Riddick and Cassandra Zarate on compensation and benefits; partner Sean Becker and associate Ashley Plunk on labor and employment; partner Michael Kurzer and associate Haley Titcomb on technology and intellectual property issues; partner Matthew Dobbins and senior associate Grant Trolley on environmental matters; partner Christy Mazzola and Vesna Naidoo-Chinsammy on real estate; partner Hill Wellford, Evan Miller, partner Josh Heideman on energy renewables and partner Sarah Mitchell on capital markets.

Note: Vinson & Elkins also advised Beard on its $230 million IPO in November 2021. Caroline Blitzer Phillips (now a partner at Latham & Watkins) and capital markets specialist Ramey Layne led the V&E team on that offering. Gregory A. Beard, chairman and CEO of Beard, is an alumnus of Apollo Global Management, where he was global head of natural resources. He is also currently chair of Stronghold Digital Mining, a bitcoin mining company powered, in part, by the reclamation of coal refuse sites.

Azelis inks deal to acquire Gillco Ingredients

Deal Description: Azelis, a Belgium-based global provider of specialty chemicals and food ingredients, announced May 16 that it signed an agreement to acquire all of the shares of Gillco Ingredients, which serves the U.S. food and nutrition market. Terms weren’t disclosed. Azelis said Gillco allows the company to create a compelling portfolio and execute its growth strategy in the U.S. food and nutrition industry and the wider life sciences in North America. Founded in 1982, Gillco has developed relationships with global suppliers, a portfolio of specialty ingredients and applications and market expertise across most segments of the food industry, including bakery, culinary, beverage, dairy and nutraceutical markets. The company has 40 employees serving almost 1,000 customers from its headquarters in San Marcos, Calif. The owner Bill Gillies remain with the company.

Expected Closing: Q2 2023

Azelis’ Outside Counsel: Sidley Austin including partners Aaron Rigby in Dallas and Germaine Nicole Gurr in Miami

Opposing counsel: Morrison Foerster with attorneys outside of Texas (Patrick Boyle, Dustin McKenzie, Jay de Groot and James Krenn)

Autotalks sold to Qualcomm

Deal Description: Qualcomm Inc. announced May 8 it would acquire Israel’s Autotalks Ltd, a maker of chips used in crash-prevention technology in vehicles. Terms weren’t disclosed. Qualcomm said Autotalk’s technology would be incorporated into its assisted and autonomous driving product, Snapdragon Digital Chassis.

Autotalks‘ Outside Counsel: White & Case led by M&A partner Tali Sealman in Silicon Valley but included partner Mingda Zhao in Houston.

CAPITAL MARKETS/FINANCINGS

Gibson Dunn counsels Schlumberger on $1B bond offering

Deal Description: Gibson Dunn & Crutcher said May 15 it advised Schlumberger Investment on its $1 billion bond offering. The issue included $500 million in 4.50 percent of senior notes due 2028 and $500 million in 4.850 percent of senior notes due 2033. They are fully and unconditionally guaranteed by Schlumberger Ltd. The company plans to use the net proceeds to repay certain commercial paper borrowings and a portion of its outstanding 2023 notes. Following the repayment of the commercial paper borrowings, it intends to invest any remaining net proceeds prior to repaying the 2023 notes in the second half of 2023.

From GD: The corporate team was led by partner Andrew Fabens in New York but included associate Justine Robinson in Houston.

Schlumberger’s Other Counsel: Loyens & Loeff Luxembourg and STvB Advocaten in Amsterdam

Underwriters’ Outside Counsel: Davis Polk & Wardwell 

Kirkland advises NOG on $500M notes offering, $229.4M stock offering

Deal Description: Kirkland & Ellis said May 19 it advised Northern Oil and Gas on a 144A offering of $500 million of senior notes and a follow-on offering of 7.6 million shares of its common stock for gross proceeds of $229.4 million. NOG is the largest public company in the U.S. focused on non-operated minority working and mineral interests in oil and gas properties.

From Kirkland: The team was led by capital markets partners Matthew Pacey, Bryan Flannery, Ieuan List and Matthew Turner and associates Samantha Siegler, Hunter Richey and Curtis French with assistance from debt finance partner Mary Kogut and associate Lauren Elledge

Stock Offering Underwriters’ Outside Counsel: Latham & Watkins led by Austin partners Michael Chambers and Mollie Duckworth with associates Michael Pascual, Brian Golde and Carol Bale. Advice was also provided on environmental matters by Los Angeles/Houston partner Josh Marnitz; and on tax matters by Houston partners Tim Fenn and Jim Cole, with associate Dylan White. 

Gibson Dunn assists LyondellBasell on $500M offering of senior notes

Deal Description: Gibson, Dunn & Crutcher said May 19 it advised LyondellBasell on its offering of $500 million in senior notes, which is its inaugural green bond.

From Gibson Dunn: The corporate team was led partner Hillary Holmes and included of counsel Marie Kwon and associates Rodrigo Surcan, Caitlyn Fiebrich and To Nhu Huynh. Partners Pamela Lawrence Endreny, Benjamin Fryer and Sandy Bhogal, of counsel Jennifer Sabin and associate Bridget English advised on tax aspects.

Austin-based Azek in $342M Secondary Offering

Deal Description: The Azek Company, an Austin-headquartered producer of outdoor construction materials, announced May 17, an underwritten secondary offering of 14 million shares of its Class A common stock. The public offering of the stock, held by entities affiliated with Ares Management and the Ontario Teachers’ Pension Board, closed on May 19 with shares valued at $24.45 (or $342.3 million). In addition, the company has agreed with the underwriter, BofA Securities, to repurchase $36 million of the shares sold in the secondary offering as part of the company’s $400 million repurchase program.

Underwriter(s): BofA Securities

BofA Outside Legal Advisors: Latham & Watkins advised the underwriters with a corporate team led from Austin by partners David Miller and Samuel Rettew. They were assisted by associates Conner Adams, Cooper Shear, Jack Anderson and Mason Taylor. Partners James Barrett in Washington, D.C. and Josh Marnitz in Houston advised on environmental matters, and partner Andrea Ramezan-Jackson and associate Eni Kassim, also from Washington, advised on taxes.

Hess Midstream Closes $300M Notes Offering

Deal Description: On May 16, Houston-headquartered Hess Midstream announced the pricing of its underwritten public offering of 11.1 million Class A shares at $27.00 per share, or $299.7 million. The offering benefits limited partner interests and Hess will receive no proceeds from the secondary sale.

Bookrunning Managers: Morgan Stanley & Co; J.P. Morgan Securities

Hess Outside Legal Counsel: Latham & Watkins advised with a corporate deal team led by Houston partner Thomas Brandt, Austin partner David Miller, and Houston/Austin partner Bill Finnegan, with associates Denny Lee, Anthony Tan, Anji Yuan, Morgen Seim, and Jordan Armstrong. Advice was also provided on tax matters by Houston partners Tim Fenn and Bryant Lee; and on environmental matters by Houston partner Josh Marnitz.

Sunnova Energy International Inc. securitizes $286.7M in notes

Deal Description: Sunnova Energy International Inc., a U.S. residential solar and energy storage service provider, announced the closing of its ninth solar loan securitization and its fifteenth residential solar securitization. The securitization includes $174.9 million in AA-sf/AA- (sf) rated 5.30 percent notes, $80.1 million in A-sf/A- (sf) rated 5.60 percent notes and $31.7 million in BBBsf/BBB (sf) rated 6 percent notes with an anticipated repayment date of May 22, 2028, and a final maturity of May 20, 2050. The notes are backed by a portfolio of 10,519 solar rooftop systems distributed across more than 28 states and territories.

Sunnova‘s Outside Counsel: Baker Botts including, from Texas, corporate/finance partner Travis Wofford and associates Thomas Blackwell, Chelsea Johnson and Luis Pacheco Garcia; tax partner Michael Bresson and special counsel Chuck Campbell; ERISA partner Gail Stewart and senior associate Gabriela Alvarez and advisory partner Danny David

Ducommun pricing $74.4M offering of common stock

Deal Description: Ducommun Inc. announced May 15 the pricing of its public offering of 2 million shares of common stock at $40 per share for net proceeds of about $74.4 million after the underwriting discount and commission but before estimated expenses payable by the company. Ducommun granted the underwriters a 30-day option to purchase up to an additional 300,000 shares. The closing was expected May 18. Ducommun intends to use the net proceeds to repay debt under its revolver that was used to finance its acquisition of BLR Aerospace.

Underwriters: Goldman Sachs & Co., Citigroup, RBC Capital Markets and B. Riley Securities 

Ducommun’s Outside Counsel: Winston & Strawn led by partners Justin Reinus and Charlie Haag and including associates Emily Semon and Jennifer Ybarra Taylor

Claire Poole

Claire Poole is a senior writer at The Texas Lawbook, where she covers corporate transactions.

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