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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: 12 Deals, 12 Firms, 138 Lawyers, $6.1B

June 6, 2023 Claire Poole

Back in late 2017, four oil and gas companies were being bandied about as potential takeover targets. One was Houston natural gas explorer Ultra Petroleum.

Active in the Pinedale and Jonah fields in Wyoming, the Uinta Basin in Utah and the Marcellus in Appalachia, the company emerged from bankruptcy that year. Eight months later, Ultra managed to shed its Marcellus properties to Blackstone-backed Alta Resources for $115 million in an effort to pay down its debt and improve liquidity. 

But it fell into bankruptcy yet again, in May 2020, due in large part to the fall in commodity prices amid the COVID-19 pandemic. The company emerged four months later under the new moniker UP Energy.

Why are we telling you all this? Because in 2021, UP – aka Ultra – was renamed PureWest Energy, which just announced it was sold to a private consortium of family offices and financial institutions for $1.84 billion (see below).

Lots of law firms with a Texas presence have touched Ultra/PureWest along the way, including Kirkland & Ellis, Jackson Walker, Porter Hedges, Vinson & Elkins and O’Melveny & Myers (Kirkland wasn’t involved with this sale as far as we know).

Is a sale to a private equity firm or infrastructure fund down the road in the offing? Or possibly an initial public offering? Maybe when the time is right.

The week ending June 6 saw a dozen firms reporting a dozen deals worth $6.1 billion. That’s less in both volume (17 deals) and value ($12.2 billion) than last week, but better than the same week last year, which saw 12 deals for $2.9 billion.

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
September 16, 202325$23,226.72335316$17,2399$5,987.7
September 9, 202312$6,36981027$4,3115$2,058
September 2, 202314$2,52269213$1,3221$1,200
August 26, 202317 $12,160.25 1320215$ 6,573.252$ 5,587.00
August 19, 202319$11,5051321315$11,2554$250
August 12, 202319$9,698.8131847$3,27012$6,428.8
August 5, 202313$5,2011211812$5,0511$150
July 29, 202315$21,031.61319611$18,292.04$2,739.6
July 22, 202318$3,9921213013$2,8085$1,184
July 15, 202313$8,254.95138113$8,254.9500
July 8, 202316$5,441.451217211$2,4435$2,998.45
July 1, 202316$6,8721010511$5,3745$1,498
June 24, 202313$10,9141620110$7,8743$3,040
June 17, 202317$5,880.71515115$4,705.72$1,175
June 10, 202319$8,516.11311116$6,252.43$2,263.7
June 3 202312$6,104.42121388$4,256.924$1,847.5
May 27, 202317$12,200106711$6,1656$6,035
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/VENTURE CAPITAL

PureWest Energy closes merger with family offices, financial institutions for $1.84B

Deal Description: PureWest Energy, a Rocky Mountain independent natural gas producer, completed an all-cash merger with a newly formed entity sponsored by a private consortium of family offices and financial institutions for $1.84 billion. Members of consortium include A.G. Hill Partners, Cain Capital, Eaglebine Capital Partners, Fortress Investment Group, HF Capital, Petro-Hunt and Wincoram Asset Management. Vinson & Elkins advised PureWest on the deal as well as the securitization and O’Melveny & Myers, David B. Denechaud and Jackson Walker counseled the buyers. For more, click here.

Ellington Financial, Arlington Asset Investment agree to merge in $1B deal

Deal Description: Ellington Financial Inc., a real estate investment trust investing in residential and commercial mortgage loans, announced May 30 it agreed to acquire Arlington Asset Investment Corp. Upon completion, Ellington is expected to have a pro forma equity capital base of more than $1.5 billion. Each share of Arlington common stock will be converted into 0.3619 shares of Ellington common stock, or about 11.7 million shares of Ellington common. Arlington common stockholders will also receive $3 million in cash, or 9 cents per share. The closing stock prices for Ellington and Arlington on May 26 imply an offer price of $4.77 per Arlington share, representing a 73 percent premium over Arlington’s share price on May 26 and 15 percent below diluted tangible book value per share as of March 31. Ellington stockholders are expected to own around 85 percent of the combined company’s stock while Arlington shareholders are expected to hold the balance. Ellington will assume Arlington’s outstanding preferred equity, senior unsecured notes and trust preferred securities. Based on the closing price of Ellington Financial’s common stock on May 26, the estimated pro forma market capitalization of the combined company would exceed $1 billion.

Expected Closing: Q4 2023 if it’s approved by Arlington’s stockholders 

Ellington’s Financial Advisor: Keefe, Bruyette & Woods, part of Stifel

Ellington’s Outside Counsel: Vinson & Elkins led by Daniel LeBey, Stancell Haigwood and KJ Pedersen with assistance from out-of-state associates. Also advising were, from Texas, Lina Dimachkieh, Keleigh Carver, Dario Mendoza, Maddison Riddick, Cassandra Zarate, Sean Becker, Peter Goetschel, Carter Olson and Ramey Layne.

Ellington’s Special Counsel (on underlying mortgage servicing right investments): Winston & Strawn led by partners Chris Gavin in New York and Taylor Speers in Dallas

Arlington’s Financial Advisor: Wells Fargo Securities

Arlington’s Outside Counsel: Hunton Andrews Kurth led by out-of-state lawyers (Rob Smith, Steven Haas and Jim Kennedy)

Spire buys MoGas, Omega pipelines from CorEnergy for $175M

Deal Description: Akin said May 31 it advised Spire Inc. on its agreement to acquire MoGas Pipeline and Omega Pipeline from CorEnergy Infrastructure Trust for $175 million. MoGas owns and operates about 263 miles of interstate natural gas pipelines, which interconnect with Spire STL Pipeline and other regional pipelines to deliver gas in Missouri. Omega’s 75-mile natural gas distribution system is interconnected with the MoGas system. The acquisitions are expected to complement Spire’s existing natural gas portfolio and support growth.

Spire Outside Counsel: The Akin team was led by corporate partners Rob Shearer and Stephen Boone and included, in Texas, counsel Dasha Hodge and associates Marissa Etter, Madeline Sullivan and Thomas Shattuck; tax partner Julia Pashin and counsel Aaron Vera; cybersecurity, privacy and data protection practice associate Tina Jeffcoat; labor and employment partner Brian Patterson; and real estate partner John Bain.

For CorEnergy: K&L Gates led by Kansas City partner Brogan Sullivan and included Portland associate Chris Huong

Acadeum raises $11.92M

Deal Description: Acadeum, an Austin-based creator of a course-sharing platform, raised $11.92 million in Series B funding. The round was led by Green Street Impact Partners with ECMC Group’s Education Impact Fund and Pearson Ventures. The company intends to use the funds to expand operations and its business reach. Led by CEO David Daniels, Acadeum helps colleges and universities create academic partnerships with like-minded institutions to support student progress and equitable access to workforce opportunity. More than 460 higher ed institutions use its course-sharing network to place students in in-demand online courses to stay on track for timely graduation. The platform enables access to online college courses for a range of learners, including those in high school and working full time. The company has partnered with Coursera to allow institutions to expand their offerings. 

Chandler Signs sells to Pattison

Deal Description: Locke Lord said June 2 it represented Chandler Signs, a national provider of exterior on-premise signs for multi-site companies, on its equity sale to Toronto-based Pattison Sign Group Inc. Terms weren’t disclosed on the transaction, which was announced June 1. Based in Fort Worth, Chandler is a privately held company founded in 1978 with more than 270 employees and a 170,000-square-foot manufacturing facility. It’s a portfolio company of Dos Rios Partners.

From Locke Lord: The team was led by Jennie Simmons and Lauren Richter, both of Houston, with assistance, in Texas, from Jeremy Petersen, Jerry Higdon, Eric Larson, DeLaina Mulcahy, Ed Razim, Niha Ali and Akilah Craig, all of Houston.

Chandler’s Financial Advisor: BMO Capital Markets

AIGI completes buy of 1UP Aerial Drone Services

Deal Description: Houston-based American Infrastructure Group Inc. announced May 23 the acquisition of 1UP Aerial Drone Services, owned by Chuck Adams and Kimberly Smith-Adams, for undisclosed terms. This is AIGI’s first acquisition of a commercial drone business as it develops a national operating network. The agreement calls for the 100 percent acquisition of 1UP in exchange for a cash investment and preferred stock in AIGI with an earn-in structure to share in growth. As part of the deal, Adams will continue to run 1UP as the company’s CEO and help expand AIGI’s commercial drone strategy and vision for digitizing infrastructure. Founded in 2016, 1UP operates from Golden, Colorado, and provides drone services to commercial and government clients and sells drone hardware/software and provides training to new and veteran pilots. AIGI is a data technology and field services company focused on improving the country’s infrastructure by collecting data by using drones to inspect structures.

CAPITAL MARKETS/FINANCINGS

Tenet Healthcare issues $1.35B in notes

Deal Description: Gibson Dunn said June 1 it represented Dallas-based Tenet Healthcare Corp. in a private placement offering of $1.35 billion in 6.750 percent notes due 2031. The deal closed May 16. The initial purchasers included Bank of America Securities, Barclays Capital Inc., Capital One Securities, Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Fifth Third Securities, Goldman, Sachs & Co., J.P. Morgan Securities, Morgan Stanley, RBC Capital Markets, Santander US Capital Markets, Scotia Capital (USA) Inc., Truist Securities and Wells Fargo Securities.

From Gibson: Partner Andrew Fabens led the team, which included partner Ashley Johnson in Dallas

Tenet’s In-House Counsel: Tom Arnst is general counsel

PureWest offers $200M in notes

Deal Description: Vinson & Elkins said June 1 it advised PureWest Energy, a Rocky Mountain independent natural gas producer, in connection with the first-of-its-kind issuance of investment-grade rated subordinated notes out of two existing PDP well securitizations. The subordinated notes we delivered to investors through repack transaction and the proceeds constituted part of the merger consideration in connection with the company’s sale (see above). The issue featured $200 million of investment grade notes offered and sold as a 4(a)(2) private placement.

From V&E: The team was led by partner Niels Jensen, senior associate Demi Hueth and associate Payton Hampton with assistance from partner Tzvi Werzberger, counsel Carter Olson and Noelle Alix, senior associate Jennifer Bassett and associates Lily Marrs, Hayley Johnson, Coral O’Connor and Michelle Kraidman. Other team members included, in Texas, counsel Peter Rogers (tax); partners John Grand, Ramey Layne and Robert Kimball, counsel Joanna Enns, senior associate David Latham and associates Nate Richards and John Sasso (corporate); and partner Shane Tucker and counsel Heather Johnson (executive compensation/benefits).

U.S. Physical Therapy raises $172.5M in stock offering

Deal Description: Porter Hedges said May 31 it represented U.S. Physical Therapy Inc., a national operator of outpatient physical therapy clinics and provider of industrial injury prevention services, in a public offering of common stock. The gross proceeds to U.S. Physical Therapy were around $172.5 million before deducting underwriting discounts and commissions and offering expenses. U.S. Physical Therapy intends to use the net proceeds to repay a portion of its debt under its revolver and for general corporate purposes, including acquisitions and other capital expenditures, funding working capital and paying dividends. Founded in 1990, U.S. Physical Therapy operates 649 outpatient physical therapy clinics in 40 states and manages 34 physical therapy facilities for unaffiliated third parties, including hospitals and physician groups.

Underwriters: BofA Securities and J.P. Morgan with Jefferies, Regions Securities, Barrington Research, and CJS Securities.

From Porter Hedges: The team was led by Kevin Poli and Adam Nalley with assistance from Tripp Hise.

EVGo raises $125M in follow-on offering

Deal Description: Latham & Watkins said May 31 it counseled JP Morgan as underwriter on EVGo Inc.’s follow-on equity offering worth $125 million. The company issued 29.4 million shares of Class A Common Stock on the Nasdaq on May 18. EVGo is an electric vehicle charging venture that went public via a $2.6 billion merger with SPAC Climate Change Crisis Real Impact I Acquisition.  

From Latham: The team was led by Mollie Duckworth and Ryan Maierson.

FUND RAISINGS

NGP attracts $1.23B for two funds

Deal Description: Dallas-based NGP Energy Capital Management said May 22 it raised $1.23 billion across two funds. The private equity firm attracted $700 million in commitments for its latest energy-transition fund, NGP ETP IV. It also closed on $527 million for its second fund, NGP Royalty Partners II, to invest in mineral rights and royalties in oil and gas, 65 percent more than its predecessor fund in 2021. More than 30 investors backed the clean-energy fund, with the Kentucky Teachers’ Retirement System committing as much as $30 million, according the Wall Street Journal. So far, NGP has invested in backing battery-technology company Form Energy, fleet charging infrastructure developer EV Realty and geothermal systems company Dandelion Energy.

NGP’s In-House Counsel: Assistant general counsel Christina Sanders and general counsel Jeff Zlotky

NGP’s Outside Counsel: Kirkland & Ellis led by partner Matt Nadworny

Claire Poole

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

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