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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: 13 Deals, 13 Firms, 128 Lawyers, $15.26B

March 3, 2020 Claire Poole

Private equity firms always beat the broader stock market, right?

Not exactly. Bain & Co. said in its annual private equity report last week that U.S. buyout funds’ internal rate of return over the last 10 years  – 15.3% – was slightly lower than U.S. stock markets (15.5%). 

In fact, if you were to draw a trend line between the 10-year return in 1999 and the 10-year return today, it would show a decline of 6 percentage points over that period, Bain said. “Extend the same slope out another 10 years and PE (private equity) returns start to look a lot less compelling,” the firm said.

The reason for the recent underperformance? The record $2.5 trillion in “dry powder” – or capital available for deals – is pushing up prices for transactions and eroding fund performance. 

“The combination of abundant capital on easy terms, rising asset prices and a more negative economic outlook has prompted many GPs (general partners) to take a more cautious stance,” Bain said. “Leading firms are adjusting their approaches to avoid overpaying and to prepare for a possible downturn.”

Who are the consistent outperformers? Big private equity firms like Blackstone, KKR, CVC, EQT, Permira and Apax Partners, who have the staying power to wait out troubled investments that otherwise would go bust, Bain said. Others are specialists such as Thoma Bravo, Silver Lake and Vista Equity in technology or Charlesbank and L Catterton in consumer, who can assess risk and opportunities in their areas in ways the competition can’t.

Other findings: That exit values dropped slightly last year to $405 billion, the lowest since 2012; hold periods dropped to 4.3 years, well below the six year average in 2014; and deal values reached $551 billion, a 9% decrease over 2018’s $607 billion and about 30% lower than the boom years of 2006 ($805 billion) and 2007 ($780 billion).

Still other interesting tidbits: More than 75% of transactions had debt multiples higher than 6 times EBITDA, versus about 25% after the 2008 financial crisis; and co-sponsorship deals between general partners and limited partners represented a record 10% of buyouts’ value, with more than 45% of general partners planning to offer more such opportunities.

“Their rationale for doing so is to access larger deals or to deepen their relationships with select institutional investors,” Bain said, noting that funds such as Blackstone, EQT and BC Partners have decided to adopt consistent strategies for partnering with limited partners.

Meanwhile, dealmaking was decent among Texas lawyers last week, with 13 transactions valued at $15.26 billion versus 12 deals worth $3.7 billion the previous week and 20 deals valued at $3.033 billion at the same time last year. Credit two simplification deals by oil and gas master limited partnerships valued at $9.75 billion.

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 CountAmountFirmsLawyersM&A CountM&A Value $MCapM Count
CapM Value $M
07-Jun-202516$26,2101119611$24,7445$1,466
31-May-202519$23,3811116612$18,6657$4,717
24-May-202515$24,0331112113$23,6242$409
17-May-202516$21,7601214511$18,6155$3,145
10-May-202524$33,1751620619$30,7655$2,410
03-May-202511$4,249139011$2,226.52$2,022.5
26-Apr-202512$8,78791689$6,0113$2,776
19-Apr-202511$8,09771389$7,9852$112
12-Apr-202513$2,392815210$2,0653$327
05-Apr-202519$27,7621518816$25,4733$2,289
29-Mar-202521$8,1881025816$4,1255$4,064
22-Mar-202519$6,4851423115$4,1284$2,857
15-Mar-202513$13,7371315110$9,9324$3,805
8-Mar-20257$2,2345665$2242$2,100
1-Mar-202511$3,05087510$2,5501$500
24-Feb-2512$16,39771496$6,6356$9,862
17-Feb-2517$12,1361313410$9,4112$2,725
10-Feb-2514$7,15491799$4,9505$2,204
3-Feb-2516 $10,068720011$7,5535$2,515
25-Jan-2514$10,261101259$2,2075$8,054
18-Jan-2519$7,3821531612$2,3007$5,082
11-Jan-2521$33,5601618716$32,5215$1,039
4-Jan-259$6,8279809$6,82700
21-Dec-2411$2,79811928$2,2293$570
14-Dec-2415$5,3231218612$3,8123$1,511
07-Dec-2416$4,7661023111$2,32152,445
30-Nov-2410$10,29191034$8,2906$2.001
23-Nov-2415$4,5531515311$3,3794$1,174
16-Nov-2417$11,4881124513$10,1864$1,303
09-Nov-2414$2,1101213912$1,4102$700
02-Nov-2412 $52,788 1110711$52,7381$50
26-Oct-248$3,1608657$3,0651$75
19-Oct-2412$5,3041113611$4,5541$750
12-Oct-2417$8,4381215015$8,1162$322
05-Oct-2422$23,1811218915$19,9807$3,201
28-Sep-2411$2,35671447$534$2,303
21-Sep-2412$9,568101695$4,1017$5,467
14-Sep-2424$10,9881223516$7,1758$3,813
7-Sep-2412$20,4201616811$20,3071$112.9
31-Aug-2413$20,631913412$14,7751$5,856
24-Aug-2419$8,4522132516$7,1023$1,350
17-Aug-2425$49,1961630411$39,38614$9,810
10-Aug-2420$12,2641531216$9,7944$2,470
03-Aug-2426$16,4981633418$8,1378$8,361
27-Jul-2419$16,4422127115$13,8384$2,604
20-Jul-2415$16,0161418410$14,2325$1,784
13-Jul-2420$17,220 1426518$7,146 2$10,074
6-Jul-2411$3,941 11958$2,650 3$1,291
29-Jun-2414$6,296 152248$6,296 6$1,927
22-Jun-2412$5,679 81375$210 7$5,469
15-Jun-2413$9,895 1621410$5,280 3$4,615
8-Jun-2419$23,859 1323912$19,436 7$4,423
1-Jun-2412$34,510 111479$26,110 3$8,400
25-May-2413$9,684 1517110$4,434 3$5,250
18-May-2411$5,490 111738$3,129 3$2,361
11-May-2422$14,855 1422716$11,105 6$3,750
4-May-2413$3,139 98710$1,297 3$1,842
27-Apr-2410$6,684 62810$6,684 00
20-Apr-2419$15,989 111479$5,208 10$10,781
13-Apr-2413$8,952 97610$1,652 3$7,300
6-Apr-2423$26,616 1422214$13,501 8$13,116
30-Mar-2412$9,286 81368$4,299 4$4,987
23-Mar-2418$5,451 1726616$4,759 2$692
16-Mar-2421$11,437 1318614$9,316 6$2,070
9-Mar-2423$4,695 2121819$2,723 4$1,972
2-Mar-2420$9,108 1937214$4,558 6$4,550
24-Feb-2419$16,382 1224815$9,507 4$6,875
17-Feb-2416$29,932 1515712$29,216 4$716
10-Feb-2425$10,750 1719619$5,372 6$5,379
3-Feb-2412$8,416 181259$3,416 3$5,000
27-Jan-249$8,165 9878$7,815 1$800
20-Jan-2414$4,084 1210912$3,219 2$865
13-Jan-2417$33,588 1225612$26,765 5$6,823
6-Jan-248$7,915 8846$7,265 2$650
30-Dec-2317$14,599 129915$2,714 2$11,885
23-Dec-2323$4,182 1321916$1,813 7$2,370
16-Dec-2313$16,436 132807$15,150 5$1,286
9-Dec-2326$14,633.90 1724416$8,095 10$6,538.90
2-Dec-2313$6,720 95712$6,630 1$90
25-Nov-239$4,835 91316$1,785 3$3,050
18-Nov-2322$6,568.70 1718414$4,709.20 8$1,859.50
11-Nov-2315$9,825 1317912$6,581 3$3,244
4-Nov-2315$20,582.50 1419312$19,417.50 3$1,165
28-Oct-2318$68,419.10 1815215$66,646 3$1,773.10
21-Oct-2316$6,755.90 1616515$6,755.90 1$3
14-Oct-2314$67,851.20 131259$61,998.50 5$5,852.70
7-Oct-2317$6,595.50 1322816$5,995.50 1$600
30-Sep-2317$1,896.45 1318914$806.45 3$1,090
23-Sep-2323$6,432.70 1723016$1,402.80 7$5,029.90
16-Sep-2325$23,226.70 2335316$17,239 9$5,987.70
9-Sep-2312$6,369 81027$4,311 5$2,058
2-Sep-2314$2,522 69213$1,322 1$1,200
26-Aug-2317$12,160.25 1320215$6,573.25 2$5,587.00
19-Aug-2319$11,505 1321315$11,255 4$250
12-Aug-2319$9,698.80 131847$3,270 12$6,428.80
5-Aug-2313$5,201 1211812$5,051 1$150
29-Jul-2315$21,031.60 1319611$18,292.00 4$2,739.60
22-Jul-2318$3,992 1213013$2,808 5$1,184
15-Jul-2313$8,254.95 138113$8,254.95 00
8-Jul-2316$5,441.45 1217211$2,443 5$2,998.45
1-Jul-2316$6,872 1010512$5,474 4$1,398
24-Jun-2313$10,914 1620110$7,874 3$3,040
17-Jun-2317$5,880.70 1515115$4,705.70 2$1,175
10-Jun-2319$8,516.10 1311116$6,252.40 3$2,263.70
June 3 202312$6,104.42 121388$4,256.92 4$1,847.50
27-May-2317$12,200 106711$6,165 6$6,035
20-May-2311$22,458.10 81034$19,455 7$3,003
13-May-2312$7,034 101018$5,460 4$1,574
6-May-2320$3,297.60 1819617$2,985.60 3$312
29-Apr-2323$3,691.20 1813517$1,969.70 6$1,721.50
22-Apr-2316$5,570 1410414$4,750 2$1,000
15-Apr-2312$23,818.10 95910$21,618.10 2$2,200
8-Apr-2316$7,949 91739$5,472 7$3,477
1-Apr-2321$18,676.70 1217511$10,926.70 10$7,750
25-Mar-2315$8,779.50 101415$2,362 10$6,416.50
18-Mar-237$14,048.80 6695$13,345 2$703.80
11-Mar-2321$11,576 1616516$8,131 5$3,445
4-Mar-2320$9,668 1122816$8,209 4$1,459
25-Feb-2313$5,335 1313012$4,235 1$1,200
18-Feb-2314$5,743.70 131588$898.70 6$4,845
11-Feb-2316$12,088 1213712$9,965 4$2,123
4-Feb-2317$8,066 1514013$5,614 4$2,452
28-Jan-237$2,180 7755$1,692.75 2$488
21-Jan-2317$5,768 1617412$1,918 5$3,850
14-Jan-2311$2, 800101028$421 3$2,400
7-Jan-2318$8,296 1116714$6,461 3$1,835
31-Dec-2214$2,732 119912$2,092 2$640
17-Dec14$7,919 1311512$7,419 1$500
10-Dec-2214$10,093 128811$7,093 3$3,000
3-Dec-2226$12,800.90 1117220$4,141 6$8,659.90
26-Nov-228$2,266.70 853$76 5$2,190.70
19-Nov-2221$2,886 1521219$2,550 2$336
12-Nov-2213$15,093.70 9819$14,200 4$893.70
5-Nov-222519,337.201650922$8,267.20 3$11,070
29-Oct-2215$7,805.30 911614$7,180.30 1$625
22-Oct-2220$8,193.50 1325313$5,442 7$2,751.50
15-Oct-229$3,046.10 91397$2,588.30 2$457.80
8-Oct-2219$2,011.80 1211416$833.80 3$1,178
1-Oct-2223$5,532.90 1615618$4,952.30 5$580.60
24-Sep-2218$5,194 1421615$4,050 3$1,144
17-Sep-2221$8,352.30 1232015$4,759.60 6$3,592.70
10-Sep-2215$19,853.50 1012613$19,403.60 2$450
3-Sep-229$2,312 9629$2,312 00
27-Aug-2216$30,891.70 1013515$30,666.40 1227.7
20-Aug-2212$1,977 815299253$1,052
13-Aug-2218$8,004.70 1124211$2,844.70 7$5,160
6-Aug-2224$7,948.90 1224017$3,577 7$4,371.90
30-Jul-228$6,941 9787$6,839 1$102
23-Jul-2211$801 119210$801 10
16-Jul-2214$3,650 1012214$3,650 00
9-Jul-2210$3,557.70 7689$3,557.70 10
2-Jul-2218$8,609.40 1315215$2,754.40 3$5,855
25-Jun-2215$6,142 131469$2,017 6$4,125
18-Jun-2217$11,890.10 1422815$11,410 2479.7
11-Jun-2217$7,600 1212310$2,300 7$5,300
4-Jun-2212$2,937 101279$692 3$2,245
28-May-229$3,197.60 11869$3,197.60 00
21-May-2214$7,284.50 1218511$6,609 3$675.50
14-May-2211$306.60 98010$306.60 1$225
7-May-2216$10,451.75 1210812$1,827 4$8,624.75
30-Apr-2216$2,296.50 1615712$895.50 4$1,401
23-Apr-2210$2,241 11588$1,641 2$600
16-Apr-2211$6,643 71568$2,359 3$4,284
9-Apr-2217$4,429 1418411$1,690 6$2,739
2-Apr-2213$1,755 88410$1,145 3$610
26-Mar-2211$3,205 8656$200 5$3,005
19-Mar-2213$2,239.17 910613$2,239.17 00
12-Mar-2218$12,016 1123915$11,965 2$51.35
5-Mar-2217$6,786 1313713$5,161 4$1,625
26-Feb-2212$5,095 81499$4,437.50 3$658
19-Feb-2217$22,229 1717414$21,354 3$875
12-Feb-2212$2,344.70 10738$641.70 4$1,703
5-Feb-2211$2,503 89911$2,503 00
29-Jan-2211$3,872 1210112$3,872 00
22-Jan-2213$5,143.50 109912$4,842.50 1$301
15-Jan-2212$7,605 91559$6,480 3$1,025
8-Jan-2213$8,256.20 1110213$8,256.20 00
1-Jan-229$1,273.80 6509$1,273.80 00
25-Dec-2121$4,734.75 1117616$3,410 5$1,324.75
18-Dec-2126$7,325.20 1519318$3,640.20 8$3,685.20
11-Dec-2116$5,017 1010913$1,417 3$3,600
4-Dec-2114$2,310 8868$2,310 6$1,882.05
27-Nov-219$3.460.1101016$1,758 3$1,702.60
20-Nov-2120$22,792 1515712$18,864.50 8$3,928
13-Nov-2121$26,729 1217813$11,822 8$14,907
6-Nov-2112$8,303 1315710$6,682 3$1,621
30-Oct-2121$10,368 1521815$9,24.46$1,103.00
23-Oct-2121$18.783.11522211$12,314 10$6,468.60
16-Oct-2115$3,868 1111815$2,293 2$1,575
9-Oct-2120$8,610 1617516$7,795 4$815
2-Oct-2114$6,250 1113710$5,200 4$1,050
25-Sep-2111$11,460 9937$10,200 4$1,250
18-Sep-2111$16,603 8998$15,084 3$1,519
11-Sep-2117$10,653 1110313$8,503 4$2,150
4-Sep-2113$7,222 108911$6,715 2$507
28-Aug-2112$763 96311$663 1$100
21-Aug-2112$29,659 77911$29,579 1$80
14-Aug-2122$17,845 1119912$12,805 10$5,04
7-Aug-2117$13,670 1213915$11,766 2$1,904
31-Jul-2121$8,160 1113410$3,574 10$4,586
July 24,202121$6,367 1113915$3,712 6$2,655
17-Jul-2114$4,009 1112412$2,015 2$1,994
10-Jul-2116$3,997 1314311$1,597 4$2,4
3-Jul-2124$7,492 139416$3,769 8$3,722
26-Jun-2110$4,995 7858$3,847 2$1,148
19-Jun-2128$16,830 82289$1,861 19$14,968
12-Jun-2126$27,238 1520919$25,602 7$1,636
5-Jun-2115$15,539 1310013$14,709 2$600
29-May-2135$20,279 1114528$18,647$1,639
22-May-2124$53,208 1417417$51,047 7$2,161
15-May-2118$10,620 1322011$5,870 7$4,809
8-May-2117$10,400 1115615$8,386 2$2,500
1-May-2121$7,200 1611512$3,808 9$3,392
24-Apr-218$20,200 9318$20,200 00
17-Apr-2114$6,270 810211$40,180 3$2,260
10-Apr-2115$8,940 1312914$7,990 1$950
3-Apr-2118$19,513 1015112$16,923 6$2,590
27-Mar-2127$13,942 1524414$4,300 13$9,633.50
20-Mar-2111$2,046 41023$270 8$1,776
13-Mar-2115$3,270 91096$538 9$2,732
6-Mar-2124$13,617 1019613$10,395 11$3,222
27-Feb-2119$8,105 1213915$4,970 4$3,135
20-Feb-219$8,820 91538$8,520 1$300
13-Feb-2112$4,852.60 78172,7665$2,086.60
6-Feb-2118$9,752 1315314$5,222 4$4,530
30-Jan-2118$9,449 918215$8,753.80 3$695.30
23-Jan-2114$8,150 81186$4,000 8$4,150
16-Jan-2117$6,783 1313811$2,400 6$4,382.90
9-Jan-2122$6,829 1413518$3,139.30 4$3,690
2-Jan-217$1,466 7607$1,466 00
26-Dec-2018$15,900 1216316$5,300 1$600
19-Dec-2018$9,769 1411014$8,426 4$1,343
12-Dec-2010$7,200 91009$3,325 1$3,830
5-Dec-2015$4,261 91229$2,780 6$1,481
28-Nov-2019$7,758 1011013$4,003 6$3,755
14-Nov-2014$864.10 1415712$289.10 2$575
7-Nov-2013$6,332 91299$2,483.50 4$3,849
31-Oct-2010$3,995.80 81036$3,231.10 4$754.70
24-Oct-206$18,100 6585$17,709 1$350
17-Oct-208$351.90 5558$351.90 00
10-Oct-207$5,229 3504$735 3$4,494
3-Oct-2014$21,428 91739$17,535 5$3,893
26-Sep-2010$12,770 8935$10,300 5$2,470
19-Sep-2014$8,365 91016$1,020 8$7,345
12-Sep-206$4,406 8593$1,270 3$3,136
5-Sep-2011$5,191 81179$4,061 2$1,130
29-Aug-2011$2,531 9945$1,130 6$1,401
22-Aug-2018$6,574 121407$1,930 11$4,644
15-Aug-2013$4,991 10977$1,216 6$3,775
8-Aug-2012$32,092 111129$30,457 3$1,635
1-Aug-207$5,287 8765$3,687 2$1,600
25-Jul-209$18,751 6677$18,403 2$348
18-Jul-206$1,982.50 5504$1,407.50 2$575
11-Jul-2011$565.10 127510$65.10 1$500
4-Jul-2010$8,889 8989$8,788 1$100.30
27-Jun-208$6,874 10505$4,972.50 3$2,081.50
20-Jun-2012$4,444 91157$2,829 5$1,615
13-Jun-206$3,582 4372$350 4$3,232
6-Jun-2011$3,213.70 8657$470 4$2,743.70
30-May-208$7,335 7486$4,639 2$2,697
23-May-204$432.40 4343$432.40 10
16-May-206$310 6345$310 10
9-May-2018$5,630 1612414$3,180 4$2,450
2-May-201510,40010908$1,900 7$,8,500
25-Apr-208$3,400 9365$1,000 3$2,450
18-Apr-2019$9,500 14928$185.70 11$9,360
11-Apr-2012$6,000 9405$190 7$5,800
4-Apr-2014$8,200 116810$2,200 4$6,000
28-Mar-2016$6,500 139610$3,700 6$2,800
21-Mar-2011$11,910 7337$2,250 4$9,960
14-Mar-207809.86346684.81125
7-Mar-2016$2,500 157013$669 3$1,400
29-Feb-2013$15,260 1312811$11,760 2$3,500
22-Feb-2012$3,700 109210$2,560 2$1,130
15-Feb-2016$1,250 108412$35 4$1,222
8-Feb-2018$6,080 1412314$2,595 4$3,485
1-Feb-2021$20,900 1210114$17,860 7$3,060
25-Jan-2013$7,430 136212$6,430 1$1,000
18-Jan-2023$9,580 1512019$6,580 4$3,000
11-Jan-2021$14,200 1819916$1,020 5$13,200
4-Jan-2022$6,400 1111916$3,204 6$3,245
28-Dec-1922$7,150 1917518$6,800 4$327.40
14-Dec-1924$36,300 2316719$9,500 5$26,800
7-Dec-1911$10,400 11557$1,082 4$9,370
November 30. 201914$2,450 1212612$1,760 2$692.50
23-Nov-1916$1,995 104111$615 5$1,380
16-Nov-1915$3,820 1313511$2,500 4$1,271
9-Nov-1925$12,900 1718223$12,200 2$575
2-Nov-1910$2,470 126192,4503$22
26-Oct-1912$5,560 147011$3,860 1$1,700
19-Oct-198$6,600 81388$6,600 00
12-Oct-1919$4,300 145516$3,800 3$500
5-Oct-1918$14,500 1916615$11,100 3$3,400
28-Sep-1919$8,100 1813218$7,560 1$550
21-Sep-1914$6,300 166611$2,160 3$4,170
14-Sep-1915$23,800 125611$21,250 4$2,570
7-Sep-1917$3,500 159814$1,900 3$1,600
31-Aug-195$8,700 6505$8,700 00
24-Aug-1916$10,000 148215$4,250 1$5,750
16-Aug-1910$1,680 5527$650 3$950
9-Aug-1917$17,700 156814$3,900 3$13,800
2-Aug-1913$5,760 1210813$5,760 NANA
27-Jul-1911$7,300 13768$6,570 3$730
20-Jul-1913$11,800 1312511$5,300 2$6,500
13-Jul-1910$775 7468$542.50 2$233
6-Jul-197$2,500 9857$2,500 00
29-Jun-1923$8,290 1515417$2,300 6$5,970
22-Jun-1917$10,700 1013914$7,700 3$3,000
15-Jun-1911$13,500 1416011$13,500 NANA
8-Jun-1913$2,870 175511$1,570 2$1,300
1-Jun-1910$4,460 11608$4,140 2$315
25-May-1917$4,360 147914$3,700 3$612
18-May-1922$9,000 1715016$3,400 6$5,600
11-May-1918$19,800 1717715$18,300 3$1,500
4-May-1910$7,075 6328$6,900 2$175
27-Apr-1915$3,200 1411714$3,160 1$40
20-Apr-1913$13,500 10909$12,200 4$1,300
13-Apr-1916$38,900 149114$37,800 2$1,100
6-Apr-1912$6,870 119410$6,730 2$50
30-Mar-1915$6,470 128410$7,91.55$5,677
23-Mar-1918$6,450 149114$5,042 4$1,408
16-Mar-1914$10,180 1211511$8,800 3$1,300
9-Mar-199$1,800 6498$1,300 1$500
2-Mar-1920$3,033 1610714$1,817 6$1,262
23-Feb-1912$2,040 8699$614.60 3$1,430
16-Feb-1916$9,970 187716$9,970 00
9-Feb-1914$6,400 1011014$6,400 00
2-Feb-1918$6,740 159916$5,720 2$950
26-Jan-1913$2,770 116711$918.95 2$1,850
19-Jan-1915$3,819 167612$2,594 3$1,225
12-Jan-1918$7,283 149215$1,683 3$5,600
5-Jan-1910$529 125010$529 00
22-Dec-1817$2,570 138714$941 3$1,629
15-Dec-1810$2,860 8268$264 2$2,600
8-Dec-1815$1,819 166512$552 3$1,267
1-Dec-1812$7,500 10909$1,200 3$6,200
28-Nov-1815$4,500 1110714$4,000 1$500
19-Nov-1818$6,137 139813$2,142 5$3,995
14-Nov-1818$9,200 1315215$8,500 3$694
6-Nov-1816$17,300 1618314$16,361 2$950
29-Oct-1814$14,400 1812717$13,800 1$600
24-Oct-1813$6,140 1312611$5,122 2$1,018
17-Oct-1818$18,390 1512514$12,292 4$6,098
10-Oct-1829$3,149 1810420$1,647 9$819
2-Oct-1818$9,300 116714$7,300 4$2,000
25-Sep-1813$7,000 117510$6,000 3$995
18-Sep-189$3,570 7449$3,570 00
11-Sep-1813$5,900 1013213$5,900 00
7-Sep-1814$5,000 158611$4,000 3$1,000
29-Aug-1815$20,700 147913$4,700 2$16,000
20-Aug-1810$12,400 11538$11,380 3$1,057
14-Aug-1812$19,900 121329$18,889 3$1,011
7-Aug-1816$68,600 1110613$67,259 3$1,340
31-Jul-1815$15,100 159511$13,060 4$2,060
23-Jul-1813$2,130 156010$1,804 3$1,100
17-Jul-1814$5,370 17989$4,310 5$1,100
9-Jul-1816$11,200 157410$11,080 6$862
3-Jul-1813$7,000 78112$6,330 1$750
25-Jun-1815$8,800 13979$4,970 6$3,930
18-Jun-1813$14,200 14807$221 6$14,290
11-Jun-1812$6,300 8968$5,910 4$803
6-Jun-1813$14,500 10888$14,154 5$579
31-May-1811$4,890 10638$3,240 3$1,790
22-May-1815$20,400 11639$19,808 6$885
15-May-1815$4,700 1510610$3,900 5$643
9-May-1811$1,400 13889$1,300 2$560
1-May-188$14,250 7887$13,400 1$450
24-Apr-1812$5,300 66111$4,470 1$800
17-Apr-189$1,800 10447$2,330 2$1,434
11-Apr-1811$2,500 8326$1,690 5$809
3-Apr-1815$13,400 111219$12,020 6$1,090
28-Mar-1810$4,000 10927$3,870 3$215
19-Mar-1817$5,800 135110$590 7$5,165
12-Mar-1815$3,130 114311$2,360 4$788
6-Mar-1819$5,400 1311610$1,530 9$4,860
27-Feb-1820$6,600 136914$5,530 6$1,030
19-Feb-1815$5,500 1411110$3,990 6$1,980
12-Feb-1823$10,900 1715712$7,110 11$3,840
5-Feb-1816$8,600 131007$1,330 9$7,800
30-Jan-1811$12,600 11685$7,300 6$4,982
24-Jan-1819$9,400 151295$2,010 14$7,337
18-Jan-1810$6,280 8492$2,100 8$4,188
9-Jan-1812$16,500 12929$15,890 3$475
3-Jan-1810$2,500 9478$2,350 2$150
27-Dec-1715$9,000 151139$7,568 6$1,784
18-Dec-1715$13,800 161649$13,010 7$1,118
11-Dec-1714$9,700 1012612$2,940 4$8,500
4-Dec-176$1,800 6315$1,510 1$300
28-Nov-177$3,850 8764$3,260 3$285
16-Nov-1710$2,700 10486$1,840 4$856
8-Nov-1715$2,380 179110$1,860 5$516
1-Nov-1712$4,700 17949$3,400 4$1,300
23-Oct-1715$10,500 106710$9,780 4$1,530
18-Oct-176$2,000 373$225 3$1,820
10-Oct-1712$6,570 1009$3,880 3$3,360
2-Oct-178$3,100 11193$1,630 5$1,750
25-Sep-178$4,880 8795$2,660 5$2,070
18-Sep-179$4,770 3$300 6$4,470
12-Sep-1711$4,430 8$2,030 3$2,400
1-Sep-174$1,310 3$317 1$1,000
23-Aug-1711$13,640 98$11,840 3$1,800

Thirteen law firms and 128 Texas lawyers were involved in the activity, which included 11 M&A/private equity/venture capital deals valued at $11.76 billion and two capital markets transactions worth $3.5 billion.

M&A/PRIVATE EQUITY/VENTURE CAPITAL

Latham, Kirkland aid parties on Equitrans’ $10.45B in transformative moves

As The Texas Lawbook previously reported, natural gas transportation and storage provider Equitrans Midstream Corp. announced Feb. 27 that it was undertaking a series of transformative moves valued at $10.45 billion.

The deal-related actions include Equitrans acquiring affiliate EQM Midstream Partners, whose market capitalization was recently $4.3 billion; moving a preferred investment in EQM to Equitrans valued at $1.2 billion; and buying back 25.3 million of its shares from EQT for $250 million.

Equitrans also signed a 15-year gas gathering agreement with natural gas producer EQT in Pennsylvania and West Virginia valued at $4.7 billion.

Latham & Watkins represented Canonsburg, Pa.-based Equitrans with a 25-member team, most of whom are in Houston.

Partners Ryan Maierson and Nick Dhesi led the corporate team along with associates Ryan Lynch, Clayton Heery, Bryan Ryan, Drew Tengler-West, Jessica Sherman and Sarah Dunn. 

Partner Jonathan Castelan advised on the gathering agreement with EQT with help from associates Thomas Hillebrand, Sam Bentley and Luke Strother. 

Houston partners Catherine Ozdogan and Matthew Jones handled finance matters along with associates Max Fin, Matthew Snodgrass, Jack Traylor, Kate Wang and Rosey Jamail while Houston partner Tim Fenn and associate Jared Grimley worked on tax issues.

Kirkland & Ellis represented EQM Midstream’s preferred investors Magnetar and Capital and GSO Capital Partners, including partner John Pitts and David Thompson and associates Will Mabry, Paul Knowlton, Hannah Marshall and Efren Lemus; capital markets partner Julian Seiguer and associate Mark Kam; debt finance partner Will Bos and associate Mitch McClellan; oil and gas partner Chris Heasley; and tax partners David Wheat, Mark Dundon and Bill Dong and associate Victoria Chang.

Kirkland also counseled EQT on the gas gathering agreement and the buyback of 25.3 million of EQT’s shares held in Equitrans, including partner Chad Smith and associates Isaac Bate and Matt Gibson; capital markets partners Matt Pacey and Lanchi Huynh and associate Brooke Milbauer; and tax associate Joe Tobias (along with two tax partners in the firm’s New York office). Richards, Layton & Finger was the legal advisor to EQM’s conflicts committee.

Citi and Guggenheim Securities were Equitrans’ financial advisors while Evercore assisted EQM’s conflicts committee. Gibson Dunn & Crutcher partner Gerry Spedale represented Guggenheim.

Equitrans’ purchase of EQM Midstream is part of a continuing trend of companies and sponsors simplifying or eliminating their master limited partnerships to cut costs and create more stockholder transparency.

EQT is expected to sell $1.5 billion worth of assets by mid-year, despite the recent drop in natural gas prices.

Latham, Baker Botts advise on Shell Midstream’s $4B simplification, asset purchase

As The Texas Lawbook also previously reported, Latham & Watkins counseled the conflicts committee of Houston-based Shell Midstream on its agreement with its general partner to eliminate incentive distribution rights, or IDRs, and general partner economic interests as well as buy assets from sponsor Royal Dutch Shell in a deal valued at $4 billion.

The assets Shell Midstream is acquiring include a 79% interest in Mattox Pipeline Co., which owns the 90-mile Mattox Pipeline that moves produced crude oil in the Gulf of Mexico; and logistics assets at the Shell Norco Manufacturing Complex, including crude, chemicals, intermediate and finished product pipelines, storage tanks, docks, truck and rail racks and supporting infrastructure.

As consideration for the assets and the elimination of the IDRs, Royal Dutch Shell will receive 160 million newly issued common units of Shell Midstream plus $1.2 billion of Series A perpetual convertible preferred units at $23.63 per unit.

On both deals, Maierson was assisted by lead associate Ryan Lynch. Others who worked on the Shell deal were associates Madeleine Neet, Blake Berkey and Adam Midkiff; Houston tax partners Tim Fenn and Jim Cole; Houston environmental partner Joel Mack; and Houston oil and gas partner Jonathan Castelan with associates Thomas Hillebrand and Rebecca Kendall.

Baker Botts partner Mollie Duckworth in Austin led the team counseling Royal Dutch Shell. She was assisted by partner Joshua Davidson, senior associate Sarah Dodson, associates Josh Gonzales and Lauren Richter and tax partners Michael Bresson and Robert Phillpott and senior associate Jared Meier.

Evercore provided financial advice to Shell’s conflicts committee and Barclays did so for Royal Dutch Shell. Evercore tapped Bracewell for legal advice, including partner Will Anderson and associates Benjamin J. Martin and Andrew W. Monk.

The parties expect to close the transaction in the second quarter if it clears regulators, including under the Hart-Scott-Rodino Antitrust Improvements Act. After that, Shell Midstream’s general partner will hold a non-economic general partnership interest and around 270 million common units, or about 69% of Shell Midstream’s outstanding common units.

V&E counsels Ridgewood on $600M infrastructure fund

Vinson & Elkins said Feb. 26 it acted as fund counsel to Ridgewood Infrastructure on its formation of Ridgewood Water & Strategic Infrastructure Fund, which had a final close at its hard cap of $600 million versus its originally targeted $500 million.

The V&E corporate team was led by a partner in New York (Robert Seber) but included tax partners David Peck and Wendy Salinas and associate Lauren Meyers. Eaton Partners was the placement agent.

Ridgewood invests in infrastructure in the U.S. lower middle market. 

So far, the fund has put money into the Vista Ridge Regional Water Supply Project, a 30-year contracted, 142-mile pipeline to supply the city of San Antonio with around 20% of its fresh water; Undine, a consolidator of regulated water and wastewater utilities in several major U.S. markets; and SiEnergy, a regional regulated natural gas utility serving 25,000 customers in Texas.

The fund plans to make a fourth investment before the end of the first quarter, which with the other three will represent around 45% of the fund’s capital commitments, or around $270 million.

Ridgewood managing partner Ross Posner, who joined the firm in 2014 from Allstate’s infrastructure/real assets and private equity divisions, said in the release that limited partners recognized that the firm’s operationally-oriented focus on the lower middle market allows it to access and create investments in infrastructure that generate long-term, high quality cash flows.

The fund received commitments from unnamed North American and European institutional investors, including public and private pension funds, insurance companies, endowments and foundations and specialized infrastructure-focused investment firms. 

Matthew Swanson is a founding partner of New York City-based Ridgewood, which manages $6 billion in capital and commitments focused on investments in infrastructure and energy.

Sidley aids Univision on the sale of a 64% stake for a reported $526M

Sidley Austin said Feb. 25 it represented Univision Communications Inc. on the sale of a 64% stake in the company to ForgeLight – led by former Viacom executive Wade Davis – and private equity firm Searchlight Capital Partners.

The sellers include Madison Dearborn Partners, Providence Equity Partners, TPG, Thomas H. Lee Partners and Saban Capital Group, who have held their stake for 18 months.

Terms weren’t disclosed, but reports put the price tag at $526 million, implying a total equity valuation for Univision of about $821 million, a discount to Univision’s equity valuation. Davis will become CEO of Univision once the deal closes, which is expected later this year after regulatory review.

The Sidley team was led by co-led by a partner in its New York office as well as Dallas global finance partner Kelly Dybala. They were assisted by Houston capital markets associate Kayleigh McNelis.

Other legal advisors for Univision were Cravath, Swaine & Moore and Covington & Burling. Paul Weiss Rifkin Wharton & Garrison represented Searchlight and Willkie Farr & Gallagher and Proskauer Rose counseled ForgeLight. Wachtell, Lipton, Rosen & Katz and Pillsbury Winthrop Shaw Pittman assisted Televisa.

Morgan Stanley, LionTree Advisors and Moelis are Univision’s financial advisors. BofA Securities is advising Searchlight, Guggenheim Securities is assisting ForgeLight and Goldman Sachs is advising Searchlight and ForgeLight. Allen & Co. is Televisa’s financial advisor.

Mexican media company Grupo Televisa is keeping its 36% interest. Its program license agreement with Univision will remain in effect and won’t expire unless Televisa voluntarily sells down a substantial portion of its ownership stake, at which point the agreement would remain in place for another 7.5 years. 

The agreement provides Univision with exclusive access to the largest Spanish-language video library in the world.

The new ownership group intends to build on Univision’s recent content and programming momentum to accelerate growth, expand its advertising products, enhance its digital presence and continue to use Televisa content.

Univision CEO Vince Sadusky said management has transformed the company to be strategically, operationally and financially stronger by improving programming, securing major distribution deals, closing its strongest upfront season in four years, selling non-core assets and enhancing its news, sports, local and digital offerings. 

Searchlight founding partner Eric Zinterhofer said Univision has a proven track record of success in reaching and serving the U.S. Hispanic community, which represents one in five Americans “and growing.”

Davis said the new owners plan to help Univision deliver even more value to its advertisers, distributors and its audience.

Televisa co-CEOs Bernardo Gomez and Alfonso de Angoitia said Televisa’s decision to maintain its partnership and ownership stake in Univision reflects its confidence in Searchlight and Davis’ leadership as well as the continued positive outlook it has for Univision as a long-term strategic investment. 

Univision chairman Haim Saban said the sponsor group’s goal in launching a comprehensive strategic review was to ensure that Univision was best positioned for future growth and success “and we believe this is the ideal outcome.”

Akin advises CenterPoint on unit sale to Energy Capital for $400M

Houston-based CenterPoint Energy Inc. announced Feb. 24 that it agreed to sell natural gas retail business CenterPoint Energy Services Inc. to private equity firm Energy Capital Partners for $400 million.

The sale supports further emphasis on CenterPoint’s core utility operations. Energy Capital Partners is expected to support CenterPoint Energy Services’ continued focus on the highest level of customer services, CenterPoint said.

Akin Gump Strauss Hauer & Feld counseled CenterPoint with a team led by partner Rob Shearer with help from counsel Mary Lovely and associate Lisa Garrett, all of Houston. They were joined by partner Frederick Lee of Dallas and New York for finance aspects of the transaction and Houston partner Gabriel Procaccini and associate Hayden Harms for midstream work.

Other Texas team members included Houston senior counsel Vera Neinast on regulatory matters, Dallas partner Mike Warnecke on antitrust, Dallas senior counsel Richard Frank and practice attorney Stuart Graves on real estate, Houston partner Brian Patterson and counsel Courtney Stahl on labor and employment and Houston partner Jocelyn Tau and Dallas associate Michael Farrell on tax.

CenterPoint’s in-house legal team included deputy general counsel Monica Karuturi and senior counsel Charles Wang in Houston. Jason Ryan is the company’s general counsel.

Latham & Watkins counseled Energy Capital Partners with a team led out of New York.

Goldman Sachs is CenterPoint’s financial advisor. BNP Paribas is providing a committed borrowing base facility to Energy Capital Partners.

As part of the deal, CenterPoint Energy Services will enter into a structured long-term preferred supply agreement in which Shell Energy North America (US) will provide gas supply and collateral support and receive equity warrants. 

The parties expect to complete the deal in the second quarter if it clears Hart-Scott-Rodino. CenterPoint plans to use the net proceeds to repay part of its outstanding debt.

“The sale of our gas retail business further positions CenterPoint Energy to focus on the long-term performance of our core electric and natural gas utility businesses,” interim CEO and president John W. Somerhalder II said in the release. ”At the same time, this sale will strengthen our balance sheet and improve our business risk profile.”

When combined with the company’s recent agreement to sell Miller Pipeline and Minnesota Ltd., two businesses that made up its infrastructure services segment, CenterPoint expects its utility earnings contribution to approach 90% over the next several years, Somerhalder added.

Houston-based CenterPoint Energy Services provides competitive natural gas sales, storage and supply and other energy-related solutions to 30,000 commercial and industrial customers, utilities and municipalities in more than 30 states. It has around 300 employees.

Andrew Gilbert led the deal from Energy Capital Partners, which has consummated more than 60 transactions over the last 10 years representing over $45 billion in enterprise value.

UBS analyst Aga Zmigrodzka estimates the transaction was done at roughly 6 to 8 times enterprise value over EBITDA. She said that the key question on investors’ mind is what are the equity needs with both asset sales, as cash flows from non-utility assets were supposed to fund future utility spending. She added that CenterPoint could likely still issue some equity in an at-the-market offering but doesn’t expect a large equity block this year.

Winston aids WaterBridge on $225M acquisition of Centennial assets

Winston & Strawn said Feb. 25 it represented Five Point Energy-backed WaterBridge Holdings on its agreement to acquire the southern Delaware Basin produced water infrastructure of Centennial Resource Production, a unit of Centennial Resource Development Inc., for $225 million.

The team was led by Houston partner Isaac Griesbaum and included associates Monica Diddell, Chris Cottrell, Alexander Tanner and John Niedzwiecki. Other Texas lawyers in the group were Dallas partner Andrew Betaque and associate Danielle Marr.

Davis Graham & Stubbs counseled Centennial (Sam Niebrugge and Brian Annes in Denver).

The price included $150 million in upfront cash and $75 million payable to Centennial over a three years based on Centennial achieving certain incentive thresholds. 

The transaction has to clear regulators but the parties expect to close it in March.

WaterBridge and Centennial will enter into a 15-year produced water management agreement at market rates for Centennial’s operated acreage within an extensive area of mutual interest.  

Once the deal closes, WaterBridge will have more than 600,000 acres operated by over 23 blue-chip producers under long-term dedication in the Southern Delaware Basin, the company said.

WaterBridge claims to be the largest pure play produced water midstream company in the industry, operating in the southern Delaware Basin in west Texas and the Arkoma Basin in southeast Oklahoma.

Thompson & Knight, Skadden work on Alpine’s $192.5M stalking horse bid for Approach

Thompson & Knight and Skadden worked on Alpine Energy Acquisitions’ $192.5 million stalking horse bid for bankrupt Fort Worth oil and gas explorer Approach Resources Inc.

According to documents filed with the Securities and Exchange Commission, T&K partners Jessica W. Hammons and Demetra Liggins led the deal team. Josh Dazey is Approach’s executive VP of legal.

Skadden partner Eric C. Otness counseled Alpine, whose chief legal counsel is Chrystie Holmstrom in Nashville. Alpine Energy Acquisitions is controlled by a joint venture owned by billionaire businessman Sam Zell and private equity real estate investor Tom Barrack.

Approach filed for Chapter 11 in U.S. Bankruptcy Court for the Southern District of Texas in Houston on Nov. 26 with T&K’s Liggins and associate Anthony F. Pirraglia representing the debtor (Pirraglia was named partner Feb. 27). Perella Weinberg Partners and Alvarez & Marsal North America were its financial advisors.

At that time, the company received a commitment from its pre-petition lenders for $16.5 million in new money debtor-in-possession financing from reserve-based lenders with JP Morgan Chase Bank serving as the offering’s administrative agent.

The sale agreement to Alpine was reached Feb. 3 and its sale hearing is scheduled for March 4.

Approach focuses on developing oil and gas reserves in the Permian’s Midland Basin in West Texas. It lost $13.6 million on sales of $14.7 million in the second quarter and had $407.2 million in debt, according to documents filed in bankruptcy court.

Billionaire Fertitta’s Landry’s buys The Palm for $50M

Billionaire Tilman Fertitta’s restaurant and entertainment behemoth Landry’s Inc. reached a deal to pay $50 million for bankrupt restaurant chain The Palm, making it the stalking horse bidder for a bankruptcy auction set for March 9.

Landry’s general counsel Steve Scheinthal in Houston told The Texas Lawbook that he worked on the deal along with deputy general counsel Dash Kohlhausen and staff attorney Sarah Peters. The company’s outside counsel was Young Conaway in Wilmington.

The Palm purchase includes 21 restaurants in the U.S. plus its intellectual property. Its parent is Naples, Fla.-based Just One More Restaurant Corp., which filed for bankruptcy protection in March of last year.

Landry’s has acquired several restaurant chains operating under bankruptcy protection. They include Leawood, Kan.-based Houlihan’s Restaurants Inc. around the first of the year for $40 million and Seattle-based RUI Holding Corp. – which owns Palomino and Palisade as well as other restaurant concepts in the Pacific Northwest – this past summer for $37.2 million.

The company also bought sister steakhouse chains Del Frisco’s Double Eagle Steakhouse and Del Frisco’s Grille from L Catterton this past fall for a reported $300 million.

Sidley, Kirkland aid on Laredo Petroleum’s $22.5M property acquisition from Cordero

Sidley confirmed last week that it advised Tulsa-based Laredo Petroleum on its $22.5 million acquisition of 1,100 net acres worth of oil and gas properties from Cordero Energy Resources for $22.5 million.

The Sidley team included partners Tim Chandler and Jim Rice and associates Jeremy Pettit, Jack Zeringue and Dane Rupley. Laredo’s in-house team included general counsel Mark Denny and associate general counsel Amanda Thrash.

Counsel to Cordero was Kirkland & Ellis, including partner Rahul Vashi and associates Lindsey Jaquillard and Morgan Moore.

Laredo’s purchase was described as a “sidecar” transaction to an earlier deal with Cordero, which agreed to sell largely undeveloped oil and gas properties in Howard County, Texas, to Laredo for $130 million.

The acquisition increases the buyer’s working interest on its operated acreage to 96% from 83%, bringing its Howard County leasehold to 8,380 net acres, 99% of which is operating.

The transaction also boosts Laredo’s operated inventory in Howard County to 130 gross or 124 net primary locations in the Lower Spraberry, Upper Wolfcamp and Middle Wolfcamp formations.

Cordero is backed by Dallas-based Stronghold Resources Partners, which is led by former American Energy, Caelus and Kosmos executive Ryan Turner and A2 Capital partner Billy Fennebresque. Reid Swanson is Stronghold’s general counsel.

Bracewell represents Phillips 66 on Bluewater Texas Terminal JV

Bracewell said Feb. 28 it represented Phillips 66 on the formation of 50/50 joint venture Bluewater Texas Terminal with commodities trader Trafigura Group Pte. Ltd. The two plan to develop an offshore deepwater port project in the Port of Corpus Christi.

The team included partners G. Alan Rafte and and Rebecca L. Baker and associates Patrick K. Johnson, Shannon M. Rice, Sam Hooper and Sidney Nuñez, all of Houston. 

King & Spalding represented Trafigura, including partner Stuart Zisman, counsel Chris Delphin, partner Jason Peters, senior associate Josh Petersen and partner David Lang.

Paula Johnson is general counsel of Phillips 66. She joined in 2012 after 10 years at ConocoPhillips and in private practice at Fulbright & Jaworski.

The Bluewater Texas Terminal will consist of up to two single point mooring buoys capable of fully loading very large crude carriers to export crude oil to global markets. 

Phillips 66 said the joint venture partners will make a final investment decision later this year pending permit approval and customer volume commitments that support the project meeting the owners’ economic return thresholds. If it goes forward, the facility will be built by Phillips 66.

Trafigura has withdrawn its application to develop the Texas Gulf Terminals deepwater port facility that was submitted to the U.S. Maritime Administration in 2018.

V&E advises Ascentium Capital management on sale to Regions

Vinson & Elkins said Feb. 27 it advised management of Warburg Pincus-backed Ascentium Capital on its sale to Birmingham, Ala.-based Regions Bank for an undisclosed sum.

Partner James Garrett and senior associate Michael Marek led the deal team with assistance from senior associate Kristy Fields and partners Shane Tucker, Sean Becker and Todd Way. 

Cleary Gottlieb Steen & Hamilton advised Ascentium and Sullivan & Cromwell counseled Regions. 

Morgan Stanley provided financial advice to Regions and Piper Sandler did so for Ascentium.

The transaction is expected to close in the second quarter.

Based in Kingwood, Texas, Ascentium claims to be the largest independent equipment finance lender in the U.S. with $2 billion in loans and leases as of year-end and originations of $1.5 billion in 2019. It partners with nearly 4,000 manufacturers, dealers and distributors to finance equipment for small business customers. It has 460 employees.

Ronnie Smith, senior executive VP and head of Regions’ corporate banking group, said in the release that leveraging Ascentium’s technology, speed and convenience with Regions’ banking solutions provides an opportunity to attract new customers and deepen relationships across the two companies’ combined customer base.

Ascentium CEO Tom Depping said the combination will enable it to expand its reach and relevance in serving its vendors and small business customers.

Regions Financial Corp. has $126 billion in assets and serves customers across the South, Midwest and Texas, with Regions Bank operating 1,400 banking offices and 2,000 ATMs.

CAPITAL MARKETS/FINANCINGS

HuntonAK represents underwriters on $2.5B NextEra equity sale

Hunton Andrews Kurth said Feb. 27 it advised the underwriters on the sale of $2.5 billion worth of equity units in NextEra Energy Inc. 

The team was mostly in New York but included partner Robert McNamara and associate Tim Strother in Houston.

Each equity unit consists of a contract to purchase NextEra common stock in the future and a 5% undivided beneficial ownership interest in a NextEra Energy Capital Holdings Inc. debenture due March 1, 2025. The debentures are guaranteed by NextEra Energy.

NextEra claims to be one of the largest electric power and energy infrastructure companies in North America and a leader in the renewable energy industry. 

Its principal subsidiaries are Florida Power & Light Co., which serves 5 million customer accounts in the state and is one of the largest rate-regulated electric utilities in the U.S., and NextEra Energy Resources, which with its affiliates is the largest North American generator of renewable energy from the wind and sun. 

NextEra also generates clean, emissions-free electricity from eight commercial nuclear power units in Florida, New Hampshire, Iowa and Wisconsin.

Bracewell, HuntonAK aid on $1B senior notes issue by Kinder Morgan’s Tennessee Gas Pipeline

Tennessee Gas Pipeline Co., a unit of Kinder Morgan Inc., said in a Securities and Exchange Commission filing Feb. 24 that it offered and sold in a private placement $1 billion in 2.900% senior notes due 2030.

Bracewell represented Tennessee Gas Pipeline and Kinder Morgan, with Houston partner Troy Harder as lead partner. Assisting him were associates Kathy Witty Medford, Jay N. Larry and Caroline E. Ellis, all of Houston.

Kinder Morgan’s In-house counsel on the offering was assistant general counsel Angela S. Teer.

Hunton Andrews Kurth represented the initial purchasers, with Michael O’Leary and Taylor Landry as lead partners. Others on the HuntonAK team were Houston associates Mike Hoffman, Erin Jennings and Casey Shaw, Houston tax partner Robert McNamara and Houston tax associate Tim Strother.

The notes are guaranteed by Kinder Morgan and almost all of its wholly owned U.S. units. If there’s a default, Tennessee Gas Pipeline’s obligations under the notes may be accelerated, in which case the notes’ entire principal amount would be immediately due and payable.

Tennessee Gas Pipeline expects to use the proceeds from the notes offering to repay debt owed to Kinder Morgan that it took on to repay indebtedness maturing in 2016 and 2017. It may also use the proceeds for general corporate purposes.

UPDATE/OTHER:

Williams Cos. Inc. is looking to sell a stake in its pipelines in the western U.S. in a joint venture deal that could bring in $5 billion, Reuters reported citing sources. The pipelines generate $1 billion in EBITDA and Williams would remain operator, the story said. Williams inked a JV with the Canada Pension Plan Investment Board in Appalachia’s Marcellus and Utica shale last year that involved selling a 35% stake for $1.34 billion. Gibson Dunn counseled Tulsa-based Williams on that deal with Morgan Stanley and CIBC Capital Markets providing financial advice.

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