CDT Roundup: 12 Deals, 11 Firms, 112 Lawyers, $32.1B

Speaking generally, the energy market is no place for pessimism. Thorns have roses; not vice versa.

Down markets remind producers that the business is cyclical. Dry holes are the harbingers of great finds. Bankruptcy is a strategic retreat.

The last few weeks have been a demonstration of that. As of July 31, according to the Haynes and Boone Energy Patch Monitor, there have been 32 energy company bankruptcies filed in North America in 2020. Despite a rebound in crude prices from historic negatives to better than $40bls in all the global markets, energy company bankruptcies seem to be accelerating. In July, two well-heeled energy companies — California Resources Corp. and Denbury Resources — petitioned to restructure, acknowledging a combined $7.7 billion in debt.

Them’s the thorns.

But at the other end of the stem, the problem could be worse. In 2016, there were 34 bankruptcy filings in the second quarter alone — and 70 over the entire year. Moreover, recent weeks have seen some of the biggest deals in M&A have involved energy companies: Chevron/Noble Energy ($13 billion); 7-Eleven/Speedway ($21 billion); NRG/Direct Energy ($3.6 billion). And, finally, the midstream sector seems not to have suffered nearly as much E&P and OFS firms. That could change as the year progresses, of course, but it can be regarded as part of the corsage.

But as in any market, survival goes to those with sustainable finances. For the moment that goes for those who are able to refinance near-term obligations, or trade them for equity. And for those who have trouble resisting the temptation to go “all-in,” this week’s transactions include the cautionary example of Range Resources, the well-regarded Fort Worth energy firm.

Four years ago, during the last spate of energy bankruptcies, Range purchased Memorial Resource Development for $4.4 billion to gain control of Memorial’s Northern Louisiana assets. This week they sold those assets for a price that will end up somewhere between $245 million and $335 million. It was a deal that had soured long before COVID-19 or the crash in oil prices, showing that even deals made during a plethora of bankruptcies can turn out not to be a bargain — but for someone else.

As the Haynes and Boone report observes: “The recent resurgence of confirmed COVID-19 cases in the U.S. and abroad would indicate that any near term sustained demand growth is unlikely to prop up world oil prices higher. Until full economic activity returns and consumer confidence that the worst of the pandemic is behind us, demand levels will remain depressed. ‘Lower for longer’ remains the watchword for producers and their creditors.”

As for last week’s deals, there were 12 transactions reported worth a total of $32.1 billion. Including the $21 billion blockbuster merger of Speedway with 7-Eleven, this represents nine M&A transactions worth $30.5 billion and three capital markets transactions totaling $1.6 billion. Eleven unique firms and 112 Texas lawyers were involved.

Weekly Corporate Deal Tracker Roundup Stats

A compilation of weekly stats from The Lawbook's CDT Weekly Roundup
(Deal Values in Millions)

Week Ending	Deal Count	Amount	Firms	Lawyers	M&A Count	M&A Value $M	CapM Count	CapM Value $M
09-Nov-24	14	$2,110	12	139	12	$1,410	2	$700
02-Nov-24	12	$52,788	11	107	11	$52,738	1	$50
26-Oct-24	8	$3,160	8	65	7	$3,065	1	$75
19-Oct-24	12	$5,304	11	136	11	$4,554	1	$750
12-Oct-24	17	$8,438	12	150	15	$8,116	2	$322
05-Oct-24	22	$23,181	12	189	15	$19,980	7	$3,201
28-Sep-24	11	$2,356	7	144	7	$53	4	$2,303
21-Sep-24	12	$9,568	10	169	5	$4,101	7	$5,467
14-Sep-24	24	$10,988	12	235	16	$7,175	8	$3,813
7-Sep-24	12	$20,420	16	168	11	$20,307	1	$112.9
31-Aug-24	13	$20,631	9	134	12	$14,775	1	$5,856
24-Aug-24	19	$8,452	21	325	16	$7,102	3	$1,350
17-Aug-24	25	$49,196	16	304	11	$39,386	14	$9,810
10-Aug-24	20	$12,264	15	312	16	$9,794	4	$2,470
03-Aug-24	26	$16,498	16	334	18	$8,137	8	$8,361
27-Jul-24	19	$16,442	21	271	15	$13,838	4	$2,604
20-Jul-24	15	$16,016	14	184	10	$14,232	5	$1,784
13-Jul-24	20	$17,220	14	265	18	$7,146	2	$10,074
6-Jul-24	11	$3,941	11	95	8	$2,650	3	$1,291
29-Jun-24	14	$6,296	15	224	8	$6,296	6	$1,927
22-Jun-24	12	$5,679	8	137	5	$210	7	$5,469
15-Jun-24	13	$9,895	16	214	10	$5,280	3	$4,615
8-Jun-24	19	$23,859	13	239	12	$19,436	7	$4,423
1-Jun-24	12	$34,510	11	147	9	$26,110	3	$8,400
25-May-24	13	$9,684	15	171	10	$4,434	3	$5,250
18-May-24	11	$5,490	11	173	8	$3,129	3	$2,361
11-May-24	22	$14,855	14	227	16	$11,105	6	$3,750
4-May-24	13	$3,139	9	87	10	$1,297	3	$1,842
27-Apr-24	10	$6,684	6	28	10	$6,684	0	0
20-Apr-24	19	$15,989	11	147	9	$5,208	10	$10,781
13-Apr-24	13	$8,952	9	76	10	$1,652	3	$7,300
6-Apr-24	22	$22,616	14	222	14	$13,501	8	$13,116
30-Mar-24	12	$9,286	8	136	8	$4,299	4	$4,987
23-Mar-24	18	$5,451	17	266	16	$4,759	2	$692
16-Mar-24	21	$11,437	13	186	14	$9,316	6	$2,070
9-Mar-24	23	$4,695	21	218	19	$2,723	4	$1,972
2-Mar-24	20	$9,108	19	372	14	$4,558	6	$4,550
24-Feb-24	19	$16,382	12	248	15	$9,507	4	$6,875
17-Feb-24	16	$29,932	15	157	12	$29,216	4	$716
10-Feb-24	25	$10,750	17	196	19	$5,372	6	$5,379
3-Feb-24	12	$8,416	18	125	9	$3,416	3	$5,000
27-Jan-24	9	$8,165	9	87	8	$7,815	1	$800
20-Jan-24	14	$4,084	12	109	12	$3,219	2	$865
13-Jan-24	17	$33,588	12	256	12	$26,765	5	$6,823
6-Jan-24	8	$7,915	8	84	6	$7,265	2	$650
30-Dec-23	17	$14,599	12	99	15	$2,714	2	$11,885
23-Dec-23	23	$4,182	13	219	16	$1,813	7	$2,370
16-Dec-23	13	$16,436	13	280	7	$15,150	5	$1,286
9-Dec-23	26	$14,633.90	17	244	16	$8,095	10	$6,538.90
2-Dec-23	13	$6,720	9	57	12	$6,630	1	$90
25-Nov-23	9	$4,835	9	131	6	$1,785	3	$3,050
18-Nov-23	22	$6,568.70	17	184	14	$4,709.20	8	$1,859.50
11-Nov-23	15	$9,825	13	179	12	$6,581	3	$3,244
4-Nov-23	15	$20,582.50	14	193	12	$19,417.50	3	$1,165
28-Oct-23	18	$68,419.10	18	152	15	$66,646	3	$1,773.10
21-Oct-23	16	$6,755.90	16	165	15	$6,755.90	1	$3
14-Oct-23	14	$67,851.20	13	125	9	$61,998.50	5	$5,852.70
7-Oct-23	17	$6,595.50	13	228	16	$5,995.50	1	$600
30-Sep-23	17	$1,896.45	13	189	14	$806.45	3	$1,090
23-Sep-23	23	$6,432.70	17	230	16	$1,402.80	7	$5,029.90
16-Sep-23	25	$23,226.70	23	353	16	$17,239	9	$5,987.70
9-Sep-23	12	$6,369	8	102	7	$4,311	5	$2,058
2-Sep-23	14	$2,522	6	92	13	$1,322	1	$1,200
26-Aug-23	17	$12,160.25	13	202	15	$6,573.25	2	$5,587.00
19-Aug-23	19	$11,505	13	213	15	$11,255	4	$250
12-Aug-23	19	$9,698.80	13	184	7	$3,270	12	$6,428.80
5-Aug-23	13	$5,201	12	118	12	$5,051	1	$150
29-Jul-23	15	$21,031.60	13	196	11	$18,292.00	4	$2,739.60
22-Jul-23	18	$3,992	12	130	13	$2,808	5	$1,184
15-Jul-23	13	$8,254.95	13	81	13	$8,254.95	0	0
8-Jul-23	16	$5,441.45	12	172	11	$2,443	5	$2,998.45
1-Jul-23	16	$6,872	10	105	12	$5,474	4	$1,398
24-Jun-23	13	$10,914	16	201	10	$7,874	3	$3,040
17-Jun-23	17	$5,880.70	15	151	15	$4,705.70	2	$1,175
10-Jun-23	19	$8,516.10	13	111	16	$6,252.40	3	$2,263.70
June 3 2023	12	$6,104.42	12	138	8	$4,256.92	4	$1,847.50
27-May-23	17	$12,200	10	67	11	$6,165	6	$6,035
20-May-23	11	$22,458.10	8	103	4	$19,455	7	$3,003
13-May-23	12	$7,034	10	101	8	$5,460	4	$1,574
6-May-23	20	$3,297.60	18	196	17	$2,985.60	3	$312
29-Apr-23	23	$3,691.20	18	135	17	$1,969.70	6	$1,721.50
22-Apr-23	16	$5,570	14	104	14	$4,750	2	$1,000
15-Apr-23	12	$23,818.10	9	59	10	$21,618.10	2	$2,200
8-Apr-23	16	$7,949	9	173	9	$5,472	7	$3,477
1-Apr-23	21	$18,676.70	12	175	11	$10,926.70	10	$7,750
25-Mar-23	15	$8,779.50	10	141	5	$2,362	10	$6,416.50
18-Mar-23	7	$14,048.80	6	69	5	$13,345	2	$703.80
11-Mar-23	21	$11,576	16	165	16	$8,131	5	$3,445
4-Mar-23	20	$9,668	11	228	16	$8,209	4	$1,459
25-Feb-23	13	$5,335	13	130	12	$4,235	1	$1,200
18-Feb-23	14	$5,743.70	13	158	8	$898.70	6	$4,845
11-Feb-23	16	$12,088	12	137	12	$9,965	4	$2,123
4-Feb-23	17	$8,066	15	140	13	$5,614	4	$2,452
28-Jan-23	7	$2,180	7	75	5	$1,692.75	2	$488
21-Jan-23	17	$5,768	16	174	12	$1,918	5	$3,850
14-Jan-23	11	$2, 800	10	102	8	$421	3	$2,400
7-Jan-23	18	$8,296	11	167	14	$6,461	3	$1,835
31-Dec-22	14	$2,732	11	99	12	$2,092	2	$640
17-Dec	14	$7,919	13	115	12	$7,419	1	$500
10-Dec-22	14	$10,093	12	88	11	$7,093	3	$3,000
3-Dec-22	26	$12,800.90	11	172	20	$4,141	6	$8,659.90
26-Nov-22	8	$2,266.70	8	5	3	$76	5	$2,190.70
19-Nov-22	21	$2,886	15	212	19	$2,550	2	$336
12-Nov-22	13	$15,093.70	9	81	9	$14,200	4	$893.70
5-Nov-22	25	19,337.20	16	509	22	$8,267.20	3	$11,070
29-Oct-22	15	$7,805.30	9	116	14	$7,180.30	1	$625
22-Oct-22	20	$8,193.50	13	253	13	$5,442	7	$2,751.50
15-Oct-22	9	$3,046.10	9	139	7	$2,588.30	2	$457.80
8-Oct-22	19	$2,011.80	12	114	16	$833.80	3	$1,178
1-Oct-22	23	$5,532.90	16	156	18	$4,952.30	5	$580.60
24-Sep-22	18	$5,194	14	216	15	$4,050	3	$1,144
17-Sep-22	21	$8,352.30	12	320	15	$4,759.60	6	$3,592.70
10-Sep-22	15	$19,853.50	10	126	13	$19,403.60	2	$450
3-Sep-22	9	$2,312	9	62	9	$2,312	0	0
27-Aug-22	16	$30,891.70	10	135	15	$30,666.40	1	227.7
20-Aug-22	12	$1,977	8	152	9	925	3	$1,052
13-Aug-22	18	$8,004.70	11	242	11	$2,844.70	7	$5,160
6-Aug-22	24	$7,948.90	12	240	17	$3,577	7	$4,371.90
30-Jul-22	8	$6,941	9	78	7	$6,839	1	$102
23-Jul-22	11	$801	11	92	10	$801	1	0
16-Jul-22	14	$3,650	10	122	14	$3,650	0	0
9-Jul-22	10	$3,557.70	7	68	9	$3,557.70	1	0
2-Jul-22	18	$8,609.40	13	152	15	$2,754.40	3	$5,855
25-Jun-22	15	$6,142	13	146	9	$2,017	6	$4,125
18-Jun-22	17	$11,890.10	14	228	15	$11,410	2	479.7
11-Jun-22	17	$7,600	12	123	10	$2,300	7	$5,300
4-Jun-22	12	$2,937	10	127	9	$692	3	$2,245
28-May-22	9	$3,197.60	11	86	9	$3,197.60	0	0
21-May-22	14	$7,284.50	12	185	11	$6,609	3	$675.50
14-May-22	11	$306.60	9	80	10	$306.60	1	$225
7-May-22	16	$10,451.75	12	108	12	$1,827	4	$8,624.75
30-Apr-22	16	$2,296.50	16	157	12	$895.50	4	$1,401
23-Apr-22	10	$2,241	11	58	8	$1,641	2	$600
16-Apr-22	11	$6,643	7	156	8	$2,359	3	$4,284
9-Apr-22	17	$4,429	14	184	11	$1,690	6	$2,739
2-Apr-22	13	$1,755	8	84	10	$1,145	3	$610
26-Mar-22	11	$3,205	8	65	6	$200	5	$3,005
19-Mar-22	13	$2,239.17	9	106	13	$2,239.17	0	0
12-Mar-22	18	$12,016	11	239	15	$11,965	2	$51.35
5-Mar-22	17	$6,786	13	137	13	$5,161	4	$1,625
26-Feb-22	12	$5,095	8	149	9	$4,437.50	3	$658
19-Feb-22	17	$22,229	17	174	14	$21,354	3	$875
12-Feb-22	12	$2,344.70	10	73	8	$641.70	4	$1,703
5-Feb-22	11	$2,503	8	99	11	$2,503	0	0
29-Jan-22	11	$3,872	12	101	12	$3,872	0	0
22-Jan-22	13	$5,143.50	10	99	12	$4,842.50	1	$301
15-Jan-22	12	$7,605	9	155	9	$6,480	3	$1,025
8-Jan-22	13	$8,256.20	11	102	13	$8,256.20	0	0
1-Jan-22	9	$1,273.80	6	50	9	$1,273.80	0	0
25-Dec-21	21	$4,734.75	11	176	16	$3,410	5	$1,324.75
18-Dec-21	26	$7,325.20	15	193	18	$3,640.20	8	$3,685.20
11-Dec-21	16	$5,017	10	109	13	$1,417	3	$3,600
4-Dec-21	14	$2,310	8	86	8	$2,310	6	$1,882.05
27-Nov-21	9	$3.460.1	10	101	6	$1,758	3	$1,702.60
20-Nov-21	20	$22,792	15	157	12	$18,864.50	8	$3,928
13-Nov-21	21	$26,729	12	178	13	$11,822	8	$14,907
6-Nov-21	12	$8,303	13	157	10	$6,682	3	$1,621
30-Oct-21	21	$10,368	15	218	15	$9,24.4	6	$1,103.00
23-Oct-21	21	$18.783.1	15	222	11	$12,314	10	$6,468.60
16-Oct-21	15	$3,868	11	118	15	$2,293	2	$1,575
9-Oct-21	20	$8,610	16	175	16	$7,795	4	$815
2-Oct-21	14	$6,250	11	137	10	$5,200	4	$1,050
25-Sep-21	11	$11,460	9	93	7	$10,200	4	$1,250
18-Sep-21	11	$16,603	8	99	8	$15,084	3	$1,519
11-Sep-21	17	$10,653	11	103	13	$8,503	4	$2,150
4-Sep-21	13	$7,222	10	89	11	$6,715	2	$507
28-Aug-21	12	$763	9	63	11	$663	1	$100
21-Aug-21	12	$29,659	7	79	11	$29,579	1	$80
14-Aug-21	22	$17,845	11	199	12	$12,805	10	$5,04
7-Aug-21	17	$13,670	12	139	15	$11,766	2	$1,904
31-Jul-21	21	$8,160	11	134	10	$3,574	10	$4,586
July 24,2021	21	$6,367	11	139	15	$3,712	6	$2,655
17-Jul-21	14	$4,009	11	124	12	$2,015	2	$1,994
10-Jul-21	16	$3,997	13	143	11	$1,597	4	$2,4
3-Jul-21	24	$7,492	13	94	16	$3,769	8	$3,722
26-Jun-21	10	$4,995	7	85	8	$3,847	2	$1,148
19-Jun-21	28	$16,830	8	228	9	$1,861	19	$14,968
12-Jun-21	26	$27,238	15	209	19	$25,602	7	$1,636
5-Jun-21	15	$15,539	13	100	13	$14,709	2	$600
29-May-21	35	$20,279	11	145	28	$18,64	7	$1,639
22-May-21	24	$53,208	14	174	17	$51,047	7	$2,161
15-May-21	18	$10,620	13	220	11	$5,870	7	$4,809
8-May-21	17	$10,400	11	156	15	$8,386	2	$2,500
1-May-21	21	$7,200	16	115	12	$3,808	9	$3,392
24-Apr-21	8	$20,200	9	31	8	$20,200	0	0
17-Apr-21	14	$6,270	8	102	11	$40,180	3	$2,260
10-Apr-21	15	$8,940	13	129	14	$7,990	1	$950
3-Apr-21	18	$19,513	10	151	12	$16,923	6	$2,590
27-Mar-21	27	$13,942	15	244	14	$4,300	13	$9,633.50
20-Mar-21	11	$2,046	4	102	3	$270	8	$1,776
13-Mar-21	15	$3,270	9	109	6	$538	9	$2,732
6-Mar-21	24	$13,617	10	196	13	$10,395	11	$3,222
27-Feb-21	19	$8,105	12	139	15	$4,970	4	$3,135
20-Feb-21	9	$8,820	9	153	8	$8,520	1	$300
13-Feb-21	12	$4,852.60	7	81	7	2,766	5	$2,086.60
6-Feb-21	18	$9,752	13	153	14	$5,222	4	$4,530
30-Jan-21	18	$9,449	9	182	15	$8,753.80	3	$695.30
23-Jan-21	14	$8,150	8	118	6	$4,000	8	$4,150
16-Jan-21	17	$6,783	13	138	11	$2,400	6	$4,382.90
9-Jan-21	22	$6,829	14	135	18	$3,139.30	4	$3,690
2-Jan-21	7	$1,466	7	60	7	$1,466	0	0
26-Dec-20	18	$15,900	12	163	16	$5,300	1	$600
19-Dec-20	18	$9,769	14	110	14	$8,426	4	$1,343
12-Dec-20	10	$7,200	9	100	9	$3,325	1	$3,830
5-Dec-20	15	$4,261	9	122	9	$2,780	6	$1,481
28-Nov-20	19	$7,758	10	110	13	$4,003	6	$3,755
14-Nov-20	14	$864.10	14	157	12	$289.10	2	$575
7-Nov-20	13	$6,332	9	129	9	$2,483.50	4	$3,849
31-Oct-20	10	$3,995.80	8	103	6	$3,231.10	4	$754.70
24-Oct-20	6	$18,100	6	58	5	$17,709	1	$350
17-Oct-20	8	$351.90	5	55	8	$351.90	0	0
10-Oct-20	7	$5,229	3	50	4	$735	3	$4,494
3-Oct-20	14	$21,428	9	173	9	$17,535	5	$3,893
26-Sep-20	10	$12,770	8	93	5	$10,300	5	$2,470
19-Sep-20	14	$8,365	9	101	6	$1,020	8	$7,345
12-Sep-20	6	$4,406	8	59	3	$1,270	3	$3,136
5-Sep-20	11	$5,191	8	117	9	$4,061	2	$1,130
29-Aug-20	11	$2,531	9	94	5	$1,130	6	$1,401
22-Aug-20	18	$6,574	12	140	7	$1,930	11	$4,644
15-Aug-20	13	$4,991	10	97	7	$1,216	6	$3,775
8-Aug-20	12	$32,092	11	112	9	$30,457	3	$1,635
1-Aug-20	7	$5,287	8	76	5	$3,687	2	$1,600
25-Jul-20	9	$18,751	6	67	7	$18,403	2	$348
18-Jul-20	6	$1,982.50	5	50	4	$1,407.50	2	$575
11-Jul-20	11	$565.10	12	75	10	$65.10	1	$500
4-Jul-20	10	$8,889	8	98	9	$8,788	1	$100.30
27-Jun-20	8	$6,874	10	50	5	$4,972.50	3	$2,081.50
20-Jun-20	12	$4,444	9	115	7	$2,829	5	$1,615
13-Jun-20	6	$3,582	4	37	2	$350	4	$3,232
6-Jun-20	11	$3,213.70	8	65	7	$470	4	$2,743.70
30-May-20	8	$7,335	7	48	6	$4,639	2	$2,697
23-May-20	4	$432.40	4	34	3	$432.40	1	0
16-May-20	6	$310	6	34	5	$310	1	0
9-May-20	18	$5,630	16	124	14	$3,180	4	$2,450
2-May-20	15	10,400	10	90	8	$1,900	7	$,8,500
25-Apr-20	8	$3,400	9	36	5	$1,000	3	$2,450
18-Apr-20	19	$9,500	14	92	8	$185.70	11	$9,360
11-Apr-20	12	$6,000	9	40	5	$190	7	$5,800
4-Apr-20	14	$8,200	11	68	10	$2,200	4	$6,000
28-Mar-20	16	$6,500	13	96	10	$3,700	6	$2,800
21-Mar-20	11	$11,910	7	33	7	$2,250	4	$9,960
14-Mar-20	7	809.8	6	34	6	684.8	1	125
7-Mar-20	16	$2,500	15	70	13	$669	3	$1,400
29-Feb-20	13	$15,260	13	128	11	$11,760	2	$3,500
22-Feb-20	12	$3,700	10	92	10	$2,560	2	$1,130
15-Feb-20	16	$1,250	10	84	12	$35	4	$1,222
8-Feb-20	18	$6,080	14	123	14	$2,595	4	$3,485
1-Feb-20	21	$20,900	12	101	14	$17,860	7	$3,060
25-Jan-20	13	$7,430	13	62	12	$6,430	1	$1,000
18-Jan-20	23	$9,580	15	120	19	$6,580	4	$3,000
11-Jan-20	21	$14,200	18	199	16	$1,020	5	$13,200
4-Jan-20	22	$6,400	11	119	16	$3,204	6	$3,245
28-Dec-19	22	$7,150	19	175	18	$6,800	4	$327.40
14-Dec-19	24	$36,300	23	167	19	$9,500	5	$26,800
7-Dec-19	11	$10,400	11	55	7	$1,082	4	$9,370
November 30. 2019	14	$2,450	12	126	12	$1,760	2	$692.50
23-Nov-19	16	$1,995	10	41	11	$615	5	$1,380
16-Nov-19	15	$3,820	13	135	11	$2,500	4	$1,271
9-Nov-19	25	$12,900	17	182	23	$12,200	2	$575
2-Nov-19	10	$2,470	12	61	9	2,450	3	$22
26-Oct-19	12	$5,560	14	70	11	$3,860	1	$1,700
19-Oct-19	8	$6,600	8	138	8	$6,600	0	0
12-Oct-19	19	$4,300	14	55	16	$3,800	3	$500
5-Oct-19	18	$14,500	19	166	15	$11,100	3	$3,400
28-Sep-19	19	$8,100	18	132	18	$7,560	1	$550
21-Sep-19	14	$6,300	16	66	11	$2,160	3	$4,170
14-Sep-19	15	$23,800	12	56	11	$21,250	4	$2,570
7-Sep-19	17	$3,500	15	98	14	$1,900	3	$1,600
31-Aug-19	5	$8,700	6	50	5	$8,700	0	0
24-Aug-19	16	$10,000	14	82	15	$4,250	1	$5,750
16-Aug-19	10	$1,680	5	52	7	$650	3	$950
9-Aug-19	17	$17,700	15	68	14	$3,900	3	$13,800
2-Aug-19	13	$5,760	12	108	13	$5,760	NA	NA
27-Jul-19	11	$7,300	13	76	8	$6,570	3	$730
20-Jul-19	13	$11,800	13	125	11	$5,300	2	$6,500
13-Jul-19	10	$775	7	46	8	$542.50	2	$233
6-Jul-19	7	$2,500	9	85	7	$2,500	0	0
29-Jun-19	23	$8,290	15	154	17	$2,300	6	$5,970
22-Jun-19	17	$10,700	10	139	14	$7,700	3	$3,000
15-Jun-19	11	$13,500	14	160	11	$13,500	NA	NA
8-Jun-19	13	$2,870	17	55	11	$1,570	2	$1,300
1-Jun-19	10	$4,460	11	60	8	$4,140	2	$315
25-May-19	17	$4,360	14	79	14	$3,700	3	$612
18-May-19	22	$9,000	17	150	16	$3,400	6	$5,600
11-May-19	18	$19,800	17	177	15	$18,300	3	$1,500
4-May-19	10	$7,075	6	32	8	$6,900	2	$175
27-Apr-19	15	$3,200	14	117	14	$3,160	1	$40
20-Apr-19	13	$13,500	10	90	9	$12,200	4	$1,300
13-Apr-19	16	$38,900	14	91	14	$37,800	2	$1,100
6-Apr-19	12	$6,870	11	94	10	$6,730	2	$50
30-Mar-19	15	$6,470	12	84	10	$7,91.5	5	$5,677
23-Mar-19	18	$6,450	14	91	14	$5,042	4	$1,408
16-Mar-19	14	$10,180	12	115	11	$8,800	3	$1,300
9-Mar-19	9	$1,800	6	49	8	$1,300	1	$500
2-Mar-19	20	$3,033	16	107	14	$1,817	6	$1,262
23-Feb-19	12	$2,040	8	69	9	$614.60	3	$1,430
16-Feb-19	16	$9,970	18	77	16	$9,970	0	0
9-Feb-19	14	$6,400	10	110	14	$6,400	0	0
2-Feb-19	18	$6,740	15	99	16	$5,720	2	$950
26-Jan-19	13	$2,770	11	67	11	$918.95	2	$1,850
19-Jan-19	15	$3,819	16	76	12	$2,594	3	$1,225
12-Jan-19	18	$7,283	14	92	15	$1,683	3	$5,600
5-Jan-19	10	$529	12	50	10	$529	0	0
22-Dec-18	17	$2,570	13	87	14	$941	3	$1,629
15-Dec-18	10	$2,860	8	26	8	$264	2	$2,600
8-Dec-18	15	$1,819	16	65	12	$552	3	$1,267
1-Dec-18	12	$7,500	10	90	9	$1,200	3	$6,200
28-Nov-18	15	$4,500	11	107	14	$4,000	1	$500
19-Nov-18	18	$6,137	13	98	13	$2,142	5	$3,995
14-Nov-18	18	$9,200	13	152	15	$8,500	3	$694
6-Nov-18	16	$17,300	16	183	14	$16,361	2	$950
29-Oct-18	14	$14,400	18	127	17	$13,800	1	$600
24-Oct-18	13	$6,140	13	126	11	$5,122	2	$1,018
17-Oct-18	18	$18,390	15	125	14	$12,292	4	$6,098
10-Oct-18	29	$3,149	18	104	20	$1,647	9	$819
2-Oct-18	18	$9,300	11	67	14	$7,300	4	$2,000
25-Sep-18	13	$7,000	11	75	10	$6,000	3	$995
18-Sep-18	9	$3,570	7	44	9	$3,570	0	0
11-Sep-18	13	$5,900	10	132	13	$5,900	0	0
7-Sep-18	14	$5,000	15	86	11	$4,000	3	$1,000
29-Aug-18	15	$20,700	14	79	13	$4,700	2	$16,000
20-Aug-18	10	$12,400	11	53	8	$11,380	3	$1,057
14-Aug-18	12	$19,900	12	132	9	$18,889	3	$1,011
7-Aug-18	16	$68,600	11	106	13	$67,259	3	$1,340
31-Jul-18	15	$15,100	15	95	11	$13,060	4	$2,060
23-Jul-18	13	$2,130	15	60	10	$1,804	3	$1,100
17-Jul-18	14	$5,370	17	98	9	$4,310	5	$1,100
9-Jul-18	16	$11,200	15	74	10	$11,080	6	$862
3-Jul-18	13	$7,000	7	81	12	$6,330	1	$750
25-Jun-18	15	$8,800	13	97	9	$4,970	6	$3,930
18-Jun-18	13	$14,200	14	80	7	$221	6	$14,290
11-Jun-18	12	$6,300	8	96	8	$5,910	4	$803
6-Jun-18	13	$14,500	10	88	8	$14,154	5	$579
31-May-18	11	$4,890	10	63	8	$3,240	3	$1,790
22-May-18	15	$20,400	11	63	9	$19,808	6	$885
15-May-18	15	$4,700	15	106	10	$3,900	5	$643
9-May-18	11	$1,400	13	88	9	$1,300	2	$560
1-May-18	8	$14,250	7	88	7	$13,400	1	$450
24-Apr-18	12	$5,300	6	61	11	$4,470	1	$800
17-Apr-18	9	$1,800	10	44	7	$2,330	2	$1,434
11-Apr-18	11	$2,500	8	32	6	$1,690	5	$809
3-Apr-18	15	$13,400	11	121	9	$12,020	6	$1,090
28-Mar-18	10	$4,000	10	92	7	$3,870	3	$215
19-Mar-18	17	$5,800	13	51	10	$590	7	$5,165
12-Mar-18	15	$3,130	11	43	11	$2,360	4	$788
6-Mar-18	19	$5,400	13	116	10	$1,530	9	$4,860
27-Feb-18	20	$6,600	13	69	14	$5,530	6	$1,030
19-Feb-18	15	$5,500	14	111	10	$3,990	6	$1,980
12-Feb-18	23	$10,900	17	157	12	$7,110	11	$3,840
5-Feb-18	16	$8,600	13	100	7	$1,330	9	$7,800
30-Jan-18	11	$12,600	11	68	5	$7,300	6	$4,982
24-Jan-18	19	$9,400	15	129	5	$2,010	14	$7,337
18-Jan-18	10	$6,280	8	49	2	$2,100	8	$4,188
9-Jan-18	12	$16,500	12	92	9	$15,890	3	$475
3-Jan-18	10	$2,500	9	47	8	$2,350	2	$150
27-Dec-17	15	$9,000	15	113	9	$7,568	6	$1,784
18-Dec-17	15	$13,800	16	164	9	$13,010	7	$1,118
11-Dec-17	14	$9,700	10	126	12	$2,940	4	$8,500
4-Dec-17	6	$1,800	6	31	5	$1,510	1	$300
28-Nov-17	7	$3,850	8	76	4	$3,260	3	$285
16-Nov-17	10	$2,700	10	48	6	$1,840	4	$856
8-Nov-17	15	$2,380	17	91	10	$1,860	5	$516
1-Nov-17	12	$4,700	17	94	9	$3,400	4	$1,300
23-Oct-17	15	$10,500	10	67	10	$9,780	4	$1,530
18-Oct-17	6	$2,000		37	3	$225	3	$1,820
10-Oct-17	12	$6,570		100	9	$3,880	3	$3,360
2-Oct-17	8	$3,100	11	19	3	$1,630	5	$1,750
25-Sep-17	8	$4,880	8	79	5	$2,660	5	$2,070
18-Sep-17	9	$4,770			3	$300	6	$4,470
12-Sep-17	11	$4,430			8	$2,030	3	$2,400
1-Sep-17	4	$1,310			3	$317	1	$1,000
23-Aug-17	11	$13,640	9		8	$11,840	3	$1,800

The week was a welcome improvement over the 7 deals worth $5.1 billion reported the week before and quite comparable to the 17 deals worth $17.7 billion this time last year.

M&A/Venture Capital/PE Funding

Morgan Lewis, Locke Lord, Latham Advise on JV Agreement between MPLX, WhiteWater Midstream and West Texas Gas

MPLX LP announced that it has entered into a joint venture agreement with WhiteWater Midstream and West Texas Gas to purchase an undivided (and undisclosed) percentage in EPIC’s NGL pipeline in Texas.

The agreement facilitates the transfer of NGL products from processing plants in the Permian Basin operated by MPLX and West Texas Gas to the NGL fractionation hub in Sweeny, TX.

Morgan Lewis advised MPLX and its in-house team in Denver with a Houston-based team led by partner Sameer Mohan with support from M&A associates Tara McElhiney and Clara Betancourt, as well as Houston real estate associate Melissa Brown. Lawyers from the firm’s Philadelphia and New York offices pitched in.

Latham represented WhiteWater Midstream deal team on the JV, acquisition and equity investments with a team led by New York corporate partner Christopher Cross along with Houston partners Thomas Brandt and Robin Fredrickson.

The team was backed by Houston associates Alice Parker, Rebecca Kendall, Sarah Dunn and Katie Walker. Further support by associate Michael Sellner on commercial agreements; partner Bryant Lee and associates Jared Grimley and Michael Rowe on tax matter, all out of the Houston office. Environmental, regulatory, compensation, finance and antitrust matters were handled outside Texas.

Locke Lord advised Austin-based WhiteWater on the associated purchase and transportation agreements. The Locke Lord team was led by partner John Arnold of Houston with assistance from associates Pat Beaton, Max Stubbs and Hunter Summerford, all of Houston. Tom Knight in the firm’s Washington, D.C. offices advised on energy regulatory issues.

In June 2019 MPLX and WhiteWater joined Stonepeak Infrastructure in a similar joint venture to construct the Whistler Pipeline, a 450-mile greenfield project connecting natural gas producers in West Texas to the Gulf Coast.

Austin-based WhiteWater Midstream is a management-owned midstream company backed by, among others, Charlotte-based Ridgemont Equity Partners, Denham Capital Management, First Infrastructure Capital and the Ontario Power Generation Inc. Pension Plan.

WhiteWater GC Nathan Murphy is a graduate of NYU Law School, but with early Texas connections as a Texas A&M undergrad. Murphy is a veteran of Texas energy ventures with time spent at ConocoPhillips, Reliant Energy and Rosetta Resources, a company acquired by Noble Energy in 2015.

West Texas Gas, headquartered in Midland, has operated as a family of related natural gas midstream and downstream entities since 1976. It distributes natural gas products to more than 25,000 customers in more than 90 counties in Texas and Oklahoma.

MPLX is a diversified, large-cap master limited partnership formed by Marathon Petroleum in 2012 to own and operates midstream energy infrastructure and logistics assets. MPLX’s assets include a network of crude oil and refined product pipelines and terminals. The company also owns crude oil and natural gas gathering systems and pipelines as well as natural gas and NGL processing and fractionation facilities in key U.S. supply basins.

Akin Gump Advises 7-Eleven on $21B Purchase of Speedway Stores

As previously noted in The Lawbook, Japanese-owned convenience chain 7-Eleven announced Aug. 2 it had purchased the Speedway chain from Marathon Petroleum Corp. for $21 billion in cash — dwarfing Chevron’s $13.6 billion purchase last week of Noble Energy.

Dallas-headquartered 7-Eleven was advised by a Dallas-led team from Akin Gump Strauss Hauer and Feld and by the Nishimura & Asahi firm in Tokyo.

Corporate partners Tom Yang and Nicholas Houpt led the team advising 7-Eleven, along with counsel Ashton Butcher and associates Kathryn Betts, Penelope Shumway and Trevor Vega, all of the corporate practice.

In addition, a team of Akin Gump lawyers from across the firm advised on the deal, including Houston tax partners Alison Chen and Jocelyn Tau; New York partner Rolf Zaiss, counsel Stephanie Bollheimer and associate Aaron Farovitch, executive compensation and employee benefits; and partner Lauren Leyden, counsel Dustin Stark and associate Grace O’Donnell, labor and employment, all of whom office in New York.

“This acquisition is the largest in our company’s history and will allow us to continue to grow and diversify our presence in the U.S., particularly in the Midwest and East Coast,” said Joe DePinto, President and CEO of 7-Eleven. “By adding these quality locations to our portfolio, 7-Eleven will have the opportunity to bring convenience to more customers than ever before.”

Handling the in-house aspects of the deal was company’s GC Rankin Gasaway, a graduate of Texas Tech Law School and a 25-year veteran at the company. He was assisted by company senior counsel Dawud Crooms, a Michigan Law graduate and former M&A specialist in Dallas at Haynes and Boone.

Owned since 2005 by Seven & i Holdings, 7-Eleven currently has over 9,800 stores in the United States and Canada. The addition of Speedway’s 3,900 stores will bring 7-Eleven’s total number of stores to approximately 14,000 across the two countries.

Following the transaction, 7-Eleven will have stores in 47 of the top 50 most populated metro areas in the U.S.

On a pro forma basis, the transaction reflects an EBITDA multiple of 7.1x after taking into account expected impacts from the transaction, including $475 million to $575 million of run-rate synergies, $3 billion of tax benefits and $5 billion of net sale leaseback proceeds.

The transaction is expected to produce compound annual growth in 7–Eleven’s operating income and EBITDA of over 15% through the first three years following the close of the acquisition. 7-Eleven says it expects to reduce its debt-to-EBITDA ratio to less than 3.0x within two years following the close of the acquisition. 

Latham & Watkins Counsels on Conflicts in MPLX/Marathon $340M Redemption Deal

In another deal announced in the wake of the spectacular Chevron/Speedway purchase, Marathon Petroleum Corp. unit MPLX LP agreed to transfer to MPC the wholesale distribution business it acquired in last year’s acquisition of Andeavor Logistics.

In exchange, MPLX redeemed $340 million of its own common units held by MPC. The transaction closed on July 31. The transaction leaves MPLX with the fuels distribution it received from MPC in 2018.

Latham & Watkins advised the conflicts committee of MPLX GP LLC, the general partner of MPLX. The Latham team was led by Houston partners Bill Finnegan and Thomas Brandt, with associates Daniel Harrist and Lexi Udeh.  Advice was also provided on tax matters by Houston partners Bryant Lee and Tim Fenn, along with associate Mike Rowe. 

Baker Botts Advises Calumet Specialty Products in Private $200M Exchange

Indianapolis-based Calumet Specialty Products announced August 5 announced that it had completed a private exchange offer of the company’s 2022 senior notes.

Baker Botts said it advised Calumet on the transaction with a Houston-based team led by corporate partners Justin Hoffman and A.J. Ericksen. They were backed by senior associate Eileen Boyce and corporate associates Gita Pathak and Daniel Jung, all of Houston.

On finance issues partners Andrew Thomison and Dan Tristan pitched in with senior associate Clint Culpepper. Special counsel Chuck Campbell advised on tax; associate Harrison Reback on environmental issues, and partner Connie Simmons Taylor and associate Emily Quiros counseled on real estate. All are in the Houston office except Culpepper, who offices in Austin.

The company accepted tenders of $200 million in outstanding 7.625% Senior Notes due 2022 in exchange for newly issued 9.25% Senior Secured First Lien Notes due 2024. To do so they received consent from holders of their outstanding 11.00% Senior Notes due 2025 by offering a cash payment $2.50 per $1,000. After the exchange, approximately $150 million of the 2022 notes remained outstanding.

Last October Hoffman and Ericksen advised Calumet in a $550 million private placement of those 2025 Senior Notes.

Calumet processes crude oil and other feedstocks into lubricating oils, solvents and waxes used in consumer, industrial and automotive products and produces fuel products including gasoline, diesel and jet fuel. It has 10 manufacturing facilities in northwest Louisiana, northern Montana, western Pennsylvania, Texas, New Jersey and eastern Missouri.

Kirkland, Bracewell, K&L Gates Advise as Castleton Resources Acquires $245M in O&G Assets from Range Resources

Castleton Resources announced Aug. 3 that it is acquiring the Northern Louisiana shale assets of Fort Worth-based Range Resources for $245 million plus contingency payments based on commodity pricing that could amount to as much as $90 million.

Castleton is owned jointly by Castleton Commodities International and Tokyo Gas America. And along with their announcement of the Louisiana acquisition, Tokyo Gas American also announced that it is increasing its share in Castleton from 46% to 70%, with Castleton Commodities retaining the remaining interest. The company plans a name change to TG Natural Resources by early 2021.

Kirkland & Ellis represented Castleton Resources, Bracewell advised Castleton Commodities and K&L Gates advised Tokyo Gas America.

The Kirkland team was led by Houston corporate partners Chad Smith and Adam Larson along with associates William Eiland and associate Abbey Zuech in Dallas, as well as associate Isaac Bate in Houston.

Also pitching in: partner Lane Morgan and associate Ryan Phelps on tax; partner Jonathan Kidwell and associate Ty’Meka Reeves-Sobers on environmental issues, and lawyers derivatives partner Drue Santora, as well as lawyers from Washington, New York and Chicago.

Though potentially worth $345 million, the deal marks the recognition by Range Resources their $4.4 billion acquisition of Memorial Resource Development, which included $1.1 billion in debt, hasn’t yielded the volume or value they had hoped.

In January, Range announced a $3.3 billion charge against the properties for the fourth quarter of 2019 and, according to Reuters, promised a $520 million reduction in capital expenses. The company’s desire to sell the properties was well known.

For the buyers, the acquisition — at a maximum of six cents on each Range Resources dollar — reflects the power of well-funded companies to pick up producing assets on the cheap.

“We are very pleased to be able to purchase quality assets at a low-point in the commodity-price cycle,” said Craig Jarchow, president and CEO of Castleton Resources in their announcement of the deal. “The Company is well-positioned to enhance the value of these assets through further operational enhancements, among other activities.”

The reaction from Range Resources was less enthused. There was no comment from Range about the deal in the announcement, and no mention of the deal on their website — even a week later.

Baker Botts Advises GCI Liberty in $8B Merger with Liberty Broadband

Liberty Broadband Corporation announced today that they have entered into a definitive merger agreement under which Liberty Broadband has agreed to acquire GCI Liberty in a stock-for-stock merger.

The companies expect the Combination to close in the first half of 2021 subject to certain customary conditions. The transaction represents $8.7b equity value for GCI Liberty. 

Baker Botts advised GCI with a cross-firm team led by Dallas corporate partner Samantha Crispin and New York corporate partner Nicole Perez. Texas lawyers on the team include corporate associates Jennifer Ybarra (Dallas) and Emilie Heck (Austin); on finance, senior associate Taylor Courtade (Dallas) and partner Josh Mandell (Dallas) on tax.

Liberty Broadband’s businesses consist of its interest in Charter Communications, Inc. and its subsidiary Skyhook.

GCI Liberty’s principal assets consist of its subsidiary GCI Holdings, LLC and non-controlling interests in Liberty Broadband, Charter Communications, Inc., and LendingTree, Inc.

Kirkland Advises PropTech SPAC in $573M Merger with Porch.com

PropTech Acquisition Corporation, a NASDAQ-listed SPAC, announced that it is merging with Porch.com with the intention of taking the company public.

Based in Seattle, Porch.com is a real estate-focused software platform for home inspection and home improvement services.

The deal is valued at $523 million, and is expected to close in the fourth quarter of 2020, subject to regulatory and stockholder approvals, and other customary closing conditions. The terms also call for Porch.com to receive $150 million in cash proceeds from a private-investment-in-public-equity issuance.

The Kirkland team was led out of New York by corporate partners Douglas Ryder and Abhishek Kolay. Houston-based capital markets partner Brooks Antweil was Kirkland’s only Texas lawyer on the deal.

CAPITAL MARKETS

Bracewell, HuntonAK Advise on $1.25B Kinder Morgan Offerings

Houston-based midstream Kinder Morgan announced Aug. 5 that it had closed its offerings of $1.25 billion in senior notes. The company plans to use the issues for an early payoff of nearly $1 billion due later this year.

The offering comes in two issues: a $750 million in 2.0% senior unsecured notes due 2031 and $500 million in 3.25% in senior unsecured notes due 2050.

Bracewell advised Kinder Morgan and Hunton Andrews Kurth advised the underwriters.

The Bracewell team was led by Houston corporate partners Troy Harder and Gary Orloff, with assistance from associates Kathy Witty Medford, Jay N. Larry and Sarah Ashley Byrd, likewise from Houston.

The mostly Houston-based team from HuntonAK was led by Houston partners Mike O’Leary and Taylor Landry with associates Mike Hoffman, Erin Jennings and Casey Shaw. Partner Robert McNamara and associate Tim Strother handled Tax matters. Austin-based partner Lisa Shelton handled environmental matters, and Shemin Proctor, who divides her time between Houston and Washington, D.C., handled FERC matters. 

US Bank National Association is serving as the trustee.

BofA Securities, J.P. Morgan, MUFG, RBC Capital Markets, Barclays, BMO Capital Markets, Mizuho Securities, Scotiabank, Société Générale and TD Securities served as joint book-running managers in the transaction.

In-house duties were handled by Kinder Morgan managing counsel Eric McCord and assistant general counsel Angela Teer.

Vanderbilt law grad McCord and Teer, a product of LSU’s Hebert Law School, also teamed with Bracewell on last year’s $3.3 billion sale to Pembina Pipeline of Kinder Morgan Canada’s interest in the Cochin Pipeline.

V&E Aids Riverstone in $70M Pipestone Energy Funding

Pipestone Energy announced Aug. 5 that subsidiaries of Riverstone Holding and GMT Capital have funded $70 million of the company’s convertible preferred shares.

Vinson & Elkins advised Riverstone and Riverstone V EMEA Holdings Cooperatief U.A. with a team led by partner Dan Komarek in New York and senior associate Crosby Scofield in Houston. They were backed by finance associate Luke Thomas in Houston, tax partners David Peck in Dallas and Jason McIntosh in Houston.

Riverstone V EMEA Holdings Cooperatief U.A. is a Riverstone investment fund based in Amsterdam. GMT Exploration, with offices in Denver and Calgary, is an independent energy firm chaired by Thomas Claugus since the firm was founded in 1991.

Pipestone, based in Calgary, is an oil and gas exploration and production company focused on pure-play condensate-rich assets in the Pipestone region of Alberta.

The 70,000 shares, carrying a preferred liquidation value of $70 million, were sold to the Riverstone and GMT entities for $970 per share, entitling an annual dividend of 6.5% per year, payable after two years. Pipestone netted $67 million at closing.

The CP shares are not expected to be listed on any stock exchange, but Pipestone has applied to list the underlying common shares, upon conversion, on the TSX Venture Exchange.

Kirkland Advises Forum Energy Technologies on $315 Million Exchange Offer

Houston-based Forum Energy announced Aug. 3 that it had completed its second liability management transaction of the year, an exchange of previously issued securities in exchange for 9.00% convertible secured notes due 2025.

The deal, which yielded $315,489,000 from more than 96% of the company’s ABL lenders was advised by a Kirkland & Ellis team led by Houston-based transactional partners Julian Seiguer and Bryan Flannery. with associates Christopher Fox, Logan Weissler, Maggie Hoffman, Erin Eberle and Mike Bassi, and included debt finance partners Kimberly Perdue and Will Bos, and transactional partner Adam Larson. All are based in Houston, except Weissler and Perdue who office in Dallas.

The exchange offer was the second liability management transaction led by Mr. Seiguer, Mr. Flannery this year for Forum, a Houston-based energy services company focusing on subsea operations, drilling and infrastructure.