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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: 14 Deals, 12 Firms, 158 Lawyers, $5.7B

February 21, 2023 Claire Poole

Mike Blankenship, a Houston corporate partner at Winston & Strawn, is on fire.

The capital markets and M&A lawyer worked on two transactions this past week: He advised ROC Energy on its merger with Drilling Tools International (which was repped by Bracewell’s Will Anderson among others) and electric truck company Atlis Motor Vehicles Inc. on its initial public offering.

As Blankenship said on LinkedIn a week ago, “The market is really starting to open and there [are] more companies going the traditional IPO route. We at Winston & Strawn are working on several and more to come. Exciting to be part of it.”

Blankenship has been something of a rainmaker for Winston since leaving Locke Lord in 2020. Last year, he worked on 10 M&A and capital markets transactions, according to the Texas Lawbook‘s Corporate Deal Tracker. So far this year, he’s worked on five, including last week’s.

What does he see in his crystal ball in terms of M&A, IPOs, SPACs and the like?

Responding via email, Blankenship thinks the second half will experience a considerable amount of M&A and IPOs.

“In the M&A world, there is still a lot of dry powder that the PE funds need to deploy,” he says. “While interest rates have risen, I believe they will start to flatten out and allow for more deals to be planned.”

As for IPOs, there is a lot of pent-up demand to go public, so “we will send a number of them begin the process and work toward a close in the 3Q and early 4Q,” he says. For SPACs, fewer IPOs will happen, “and those that do occur will be much smaller than what we saw over the past few years.”

For the week ending Feb. 18, Texas lawyers were involved in 14 deals valued at $5.7 billion split between M&A transactions of $899 million and CapM deals that topped $4.8 billion. The week prior saw 16 deals for $12.1 billion, while a year ago we reported 17 transactions for $22 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
March 18, 20237$14,048.86695$13,3452$703.8
March 11, 202321$11,5761616516$8,1315$3,445
March 4, 202320$9,6681122816$8,2094$1,459
February 25, 202313$5,3351313012$4,2351$1,200
February 18, 202314$5,743.7131588$898.76$4,845
February 11, 202316$12,0881213712$9,9654$2,123
February 4, 202317$8,0661514013$5,6144$2,452
January 28, 20237$2,1807755$1,692.752$488
January 21, 202317$5,7681617412$1,9185$3,850
January 14, 202311$2, 800101028$4213$2,400
January 7, 202318$8,2961116714$6,4613$1,835
December 31, 202214$2,732119912$2,0922$640
December 1714$7,9191311512$7,4191$500
December 10, 202214$10,093128811$7,0933$3,000
December 3, 202226$12,800.91117220$4,1416$8,659.9
November 26, 20228$2,266.7853$765$2,190.7
November 19, 202221$2,8861521219$2,5502$336
November 12, 202213$15,093.79819$14,2004$893.7
November 5, 20222519,337.21650922$8,267.23$11,070
October 29, 202215$7,805.3911614$7,180.31$625
October 22, 202220$8,193.51325313$5,4427$2,751.5
October 15, 20229$3,046.191397$2,588.32$457.8
October 8, 202219$2,011.81211416$833.83$1,178
October 1, 202223$5,532.91615618$4,952.35$580.6
September 24, 202218$5,1941421615$4,0503$1,144
September 17, 202221$8,352.31232015$4,759.66$3,592.7
September 10, 202215$19,853.51012613$19,403.62$450
September 3, 20229$2,3129629$2,31200
August 27, 202216$30,891.71013515$30,666.41227.7
August 20, 202212$1,977815299253$1,052
August 13, 202218$8,004.71124211$2,844.77$5,160
August 6, 202224$7,948.91224017$3,5777$4,371.9
July 30, 20228$6,9419787$6,8391$102
July 23, 202211$801119210$80110
July 16, 202214$3,6501012214$3,65000
July 9, 202210$3,557.77689$3,557.710
July 2, 202218$8,609.41315215$2,754.43$5,855
June 25, 202215$6,142131469$2,0176$4,125
June 18, 202217$11,890.11422815$11,4102479.7
June 11, 202217$7,6001212310$2,3007$5,300
June 4, 202212$2,937101279$6923$2,245
May 28, 20229$3,197.611869$3,197.600
May 21, 202214$7,284.51218511$6,6093$675.5
May 14, 202211$306.698010$306.61$225
May 7, 202216$10,451.751210812$1,8274$8,624.75
April 30, 202216$2,296.51615712$895.54$1,401
April 23, 202210$2,24111588$16412$600
April 16, 202211$6,64371568$2,3593$4,284
April 9, 202217$4,4291418411$1,6906$2,739
April 2, 202213$1,75588410$1,1453$610
March 26, 202211$3,2058656$2005$3,005
March 19, 202213$2,239.17910613$2,239.1700
March 12, 202218$12,0161123915$11,9652$51.35
March 5, 202217$6,7861313713$5,1614$1,625
February 26, 202212$5,09581499$4,437.53$658
February 19, 202217$22,2291717414$21,3543$875
February 12, 202212$2,344.710738$641.74$1,703
February 5, 202211$2,50389911$2,50300
January 29, 202211$3,8721210112$3,87200
January 22, 202213$5,143.5109912$4,842.51$301
January 15, 202212$7,60591559$6,4803$1,025
January 8, 202213$8,256.21110213$8,256.200
January 1, 20229$1,273.86509$1,273.800
December 25, 202121$4,734.751117616$3,4105$1,324.75
December 18, 202126$7,325.21519318$3,640.28$3,685.2
December 11, 202116$5,0171010913$1,4173$3,600
December 4, 202114$2,3108868$2,3106$1,882.05
November 27, 20219$3.460.1101016$1,7583$1,702.6
November 20, 202120$22,7921515712$18,864.58$3,928
November 13, 202121$26,7291217813$11,8228$14,907
November 6, 202112$8,3031315710$6,6823$1,621
October 30, 202121$10,3681521815$9,24.46$1,103.
October 23, 202121$18.783.11522211$12,31410$6,468.6
October 16, 202115$3,8681111815$2,2932$1,575
October 9, 202120$8,6101617516$7,7954$815
October 2, 202114$6,2501113710$5,2004$1,050
September 25, 202111$11,4609937$10,2004$1,250
September 18, 202111$16,6038998$15,0843$1,519
September 11, 202117$10,6531110313$8,5034$2,150
September 4, 202113$7,222108911$6,7152$507
August 28, 202112$76396311$6631$100
August 21, 202112$29,65977911$29,5791$80
August 14, 202122$17,8451119912$12,80510$5,04
August 7, 202117$13,6701213915$11,7662$1,904
July 31, 202121$8,1601113410$3,57410$4,586
July 24,202121$6,3671113915$3,7126$2,655
July 17, 202114$4,0091112412$2,0152$1,994
July 10, 202116$3,9971314311$1,5974$2,4
July 3, 202124$7,492139416$3,7698$3,722
June 26, 202110$4,9957858$3,8472$1,148
June 19, 202128$16,83082289$1,86119$14,968
June 12, 202126$27,2381520919$25,6027$1,636
June 5, 202115$15,5391310013$14,7092$600
May 29, 202135$20,2791114528$18,647$1,639
May 22, 202124$53,2081417417$51,0477$2,161
May 15, 202118$10,6201322011$5,8707$4,809
May 8, 202117$10,4001115615$8,3862$2,500
May 1, 202121$7,2001611512$3,8089$3,392
April 24, 20218$20,2009318$20,20000
April 17, 202114$6,270810211$4,01803$2,260
April 10, 202115$8,9401312914$7,9901$950
April 3, 202118$19,5131015112$16,9236$2,590
March 27, 202127$13,9421524414$4,30013$9,633.5
March 20, 202111$2,04641023$2708$1,776
March 13, 202115$3,27091096$5389$2,732
March 6, 202124$13,6171019613$10,39511$3,222
February 27, 202119$8,1051213915$4,9704$3,135
February 20, 20219$8,82091538$8,5201$300
February 13, 202112$4,852.678172,7665$2,086.6
February 6, 202118$9,7521315314$5,2224$4,530
January 30, 202118$9,449918215$8753.83$695.3
January 23, 202114$8,15081186$4,0008$4,150
January 16, 202117$6,7831313811$2,4006$4,382.9
January 9, 202122$6,8291413518$3,139.34$3,690
January 2, 20217$1,4667607$1,46600
December 26, 202018$15,9001216316$5,3001$600
December 19, 202018$9,7691411014$8,4264$1,343
December 12, 202010$7,20091009$3,3251$3,830
December 5, 202015$4,26191229$2,7806$1,481
November 28, 202019$7,7581011013$4,0036$3,755
November 14, 202014$864.11415712$289.12$575
November 7, 202013$6,33291299$2,483.54$3,849
October 31, 202010$3,995.881036$3,231.14$754.7
October 24, 20206$18,1006585$17,7091$350
October 17, 20208$351.95558$351.900
October 10, 20207$5,2293504$7353$4,494
October 3, 202014$21,42891739$17,5355$3,893
September 26, 202010$12,7708935$10,3005$2,470
September 19, 202014$8,36591016$1,0208$7,345
September 12, 20206$4,4068593$1,2703$3,136
September 5, 202011$5,19181179$4,0612$1,130
August 29, 202011$2,5319945$1,1306$1,401
August 22, 202018$6,574121407$1,93011$4,644
August 15, 202013$4,99110977$1,2166$3,775
August 8, 202012$32,092111129$30,4573$1,635
August 1, 20207$5,2878765$3,6872$1,600
July 25, 20209$18,7516677$18,4032$348
July 18, 20206$1,982.55504$1,407.52$575
July 11, 202011$565.1127510$65.11$500
July 4, 202010$8,8898989$8,7881$100.3
June 27, 20208$6,87410505$4,972.53$2,081.5
June 20, 202012$4,44491157$2,8295$1,615
June 13, 20206$3,5824372$3504$3,232
June 6, 202011$3,213.78657$4704$2,743.7
May 30, 20208$7,3357486$4,6392$2,697
May 23, 20204$432.44343$432.410
May 16, 20206$3106345$31010
May 9, 202018$5,6301612414$3,1804$2,450
May 2, 20201510,40010908$1,9007$,8,500
April 25, 20208$3,4009365$1,0003$2,450
April 18, 202019$9,50014928$185.711$9,360
April 11, 202012$6,0009405$1907$5,800
April 4, 202014$8,200116810$2,2004$6,000
March 28, 202016$6,500139610$3,7006$2,800
March 21, 202011$11,9107337$2,2504$9,960
March 14, 20207809.86346684.81125
March 7, 202016$2,500157013$6693$1,400
February 29, 202013$15,2601312811$11,7602$3,500
February 22, 202012$3,700109210$2,5602$1,130
February 15, 202016$1,250108412$354$1,222
February 8, 202018$6,0801412314$2,5954$3,485
February 1, 202021$20,9001210114$17,8607$3,060
January 25, 202013$7,430136212$6,4301$1,000
January 18, 202023$9,5801512019$6,5804$3,000
January 11, 202021$14,2001819916$1,0205$13,200
January 4, 202022$6,4001111916$3,2046$3,245
December 28, 201922$7,1501917518$6,8004$327.4
December 14, 201924$36,3002316719$9,5005$26,800
December 7, 201911$10,40011557$1,0824$9,370
November 30. 201914$2,4501212612$1,7602$692.5
November 23, 201916$1,995104111$6155$1,380
November 16, 201915$3,8201313511$2,5004$1,271
November 9, 201925$12,9001718223$12,2002$575
November 2, 201910$2,470126192,4503$22
October 26, 201912$5,560147011$3,8601$1,700
October 19, 20198$6,60081388$6,60000
October 12, 201919$4,300145516$3,8003$500
October 5, 201918$14,5001916615$11,1003$3,400
September 28, 201919$8,1001813218$7,5601$550
September 21, 201914$6,300166611$2,1603$4,170
September 14, 201915$23,800125611$21,2504$2,570
September 7, 201917$3,500159814$1,9003$1,600
August 31, 20195$8,7006505$8,70000
August 24, 201916$10,000148215$4,2501$5,750
August 16, 201910$1,6805527$6503$950
August 9, 201917$17,700156814$3,9003$13,800
August 2, 201913$5,7601210813$5,760NANA
July 27, 201911$7,30013768$6,5703$730
July 20, 201913$11,8001312511$5,3002$6,500
July 13, 201910$7757468$542.52$233
July 6, 20197$2,5009857$2,50000
June 29, 201923$8,2901515417$2,3006$5,970
June 22, 201917$10,7001013914$7,7003$3,000
June 15, 201911$13,5001416011$13,500NANA
June 8, 201913$2,870175511$1,5702$1,300
June 1, 201910$4,46011608$4,1402$315
May 25, 201917$4,360147914$3,7003$612
May 18, 201922$9,0001715016$3,4006$5,600
May 11, 201918$19,8001717715$18,3003$1,500
May 4, 201910$7,0756328$6,9002$175
April 27, 201915$3,2001411714$3,1601$40
April 20, 201913$13,50010909$12,2004$1,300
April 13, 201916$38,900149114$37,8002$1,100
April 6, 201912$6,870119410$6,7302$50
March 30, 201915$6,470128410$7,91.55$5,677
March 23, 201918$6,450149114$5,0424$1,408
March 16, 201914$10,1801211511$8,8003$1,300
March 9, 20199$1,8006498$1,3001$500
March 2, 201920$3,0331610714$1,8176$1,262
February 23, 201912$2,0408699$614.63$1,430
February 16, 201916$9,970187716$9,97000
February 9, 201914$6,4001011014$6,40000
February 2, 201918$6,740159916$5,7202$950
January 26, 201913$2,770116711$918.952$1,850
January 19, 201915$3,819167612$2,5943$1,225
January 12, 201918$7,283149215$1,6833$5,600
January 5, 201910$529125010$52900
December 22, 201817$2,570138714$9413$1,629
December 15, 201810$2,8608268$2642$2,600
December 8, 201815$1,819166512$5523$1,267
December 1, 201812$7,50010909$1,2003$6,200
November 28, 201815$4,5001110714$4,0001$500
November 19, 201818$6,137139813$2,1425$3,995
November 14, 201818$9,2001315215$8,5003$694
November 6, 201816$17,3001618314$16,3612$950
October 29, 201814$14,4001812717$13,8001$600
October 24, 201813$6,1401312611$5,1222$1,018
October 17, 201818$18,3901512514$12,2924$6,098
October 10, 201829$3,1491810420$1,6479$819
October 2, 201818$9,300116714$7,3004$2,000
September 25, 201813$7,000117510$6,0003$995
September 18, 20189$3,5707449$3,57000
September 11, 201813$5,9001013213$5,90000
September 7, 201814$5,000158611$4,0003$1,000
August 29, 201815$20,700147913$4,7002$16,000
August 20, 201810$12,40011538$11,3803$1,057
August 14, 201812$19,900121329$18,8893$1,011
August 7, 201816$68,6001110613$67,2593$1,340
July 31, 201815$15,100159511$13,0604$2,060
July 23, 201813$2,130156010$1,8043$1,100
July 17, 201814$5,37017989$4,3105$1,100
July 9, 201816$11,200157410$11,0806$862
July 3, 201813$7,00078112$6,3301$750
June 25, 201815$8,80013979$4,9706$3,930
June 18, 201813$14,20014807$2216$14,290
June 11, 201812$6,3008968$5,9104$803
June 6, 201813$14,50010888$14,1545$579
May 31, 201811$4,89010638$3,2403$1,790
May 22, 201815$20,40011639$19,8086$885
May 15, 201815$4,7001510610$3,9005$643
May 9, 201811$1,40013889$1,3002$560
May 1, 20188$14,2507887$13,4001$450
April 24, 201812$5,30066111$4,4701$800
April 17, 20189$1,80010447$2,3302$1,434
April 11, 201811$2,5008326$1,6905$809
April 3, 201815$13,400111219$12,0206$1,090
March 28, 201810$4,00010927$3,8703$215
March 19, 201817$5,800135110$5907$5,165
March 12, 201815$3,130114311$2,3604$788
March 6, 201819$5,4001311610$1,5309$4,860
February 27, 201820$6,600136914$5,5306$1,030
February 19, 201815$5,5001411110$3,9906$1,980
February 12, 201823$10,9001715712$7,11011$3,840
February 5, 201816$8,600131007$1,3309$7,800
January 30, 201811$12,60011685$7,3006$4,982
January 24, 201819$9,400151295$2,01014$7,337
January 18, 201810$6,2808492$2,1008$4,188
January 9, 201812$16,50012929$15,8903$475
January 3, 201810$2,5009478$2,3502$150
December 27, 201715$9,000151139$7,5686$1,784
December 18, 201715$13,800161649$13,0107$1,118
December 11, 201714$9,7001012612$2,9404$8,500
December 4, 20176$1,8006315$1,5101$300
November 28, 20177$3,8508764$3,2603$285
November 16, 201710$2,70010486$1,8404$856
November 8, 201715$2,380179110$1,8605$516
November 1, 201712$4,70017949$3,4004$1,300
October 23, 201715$10,500106710$9,7804$1,530
October 18, 20176$2,000373$2253$1,820
October 10, 201712$6,5701009$3,8803$3,360
October 2, 20178$3,10011193$1,6305$1,750
September 25, 20178$4,8808795$2,6605$2,070
September 18, 20179$4,7703$3006$4,470
September 12, 201711$4,4308$2,0303$2,400
September 1, 20174$1,3103$3171$1,000
August 23, 201711$13,64098$11,8403$1,800

M&A/FUNDINGS

Drilling Tools merges with SPAC ROC Energy

Deal Description:  Drilling Tools International Holdings Inc. and ROC Energy Acquisition Corp., a publicly traded special purpose acquisition company, announced Feb. 14 a definitive agreement for a business combination that will result in DTI becoming a U.S. publicly listed company. Upon closing of the transaction, the combined company is expected to be listed under the new ticker symbol “DTI.” The combination implies an enterprise value of $319 million and the transaction is expected to provide net cash proceeds of up to $217 million, including $209 million in cash from ROC’s trust account before potential redemptions and $45 million in cash from a common stock private investment in public equity. The PIPE is expected to include participation by Fifth Partners, an affiliate of ROC’s sponsor. Hicks Equity Partners and other DTI shareholders will reinvest 95 percent of their equity for maximum cash on balance sheet. DTI is an oilfield services company that makes and rents downhole drilling tools. It has operations in 22 locations in North America, Europe and the Middle East with 65,000 different tools. DTI also rents surface control equipment, such as blowout preventers and handling tools, and provides downhole products for producing wells. Its customer base includes SLB, Baker Hughes, Halliburton, OXY, EOG Resources, ExxonMobil, Chevron, ConocoPhillips and Phoenix Technologies. DTI said it has identified acquisition targets, which it expects to pursue with the proceeds raised from the transaction. Since 2012, DTI purchased assets from SLB and acquired Reamco Inc. and Premium Tool Rentals. DTI forecasts $41 million in EBITDA on $130 million in revenue in 2022 and $58 million in EBITDA on $164 million in revenue in 2023.

Expected Closing: Q2 2023

ROC’s Capital Markets Advisor/Private Placement Agent: Jefferies

Jefferies’ Outside Counsel: Kirkland & Ellis

ROC’s Financial Advisor: EarlyBirdCapital Inc.

DTI’s Outside Counsel: Bracewell including, from Texas, partners Will Anderson, Benjamin J. Martin, Troy L. Harder, Heather L. Brown, Andrew Bueso, Matthew Grunert, Jonathon K. Hance and Jeff Andrews (Houston) and Amber K. Dodds (San Antonio); and associates Andrew Mintz, Andy Monk, Ben Meredith and Alan Stewart (Houston)

ROC’s Outside Counsel: Winston & Strawn led by Houston partner Mike Blankenship and including, from Texas, Chris Ferazzi, Dean Hinderliter, Allan Jeanjaquet, John Niedzwiecki, Robbie Oakes, Luisa Patoni, Alexandra Santana, Louis Savage, Tori Sharockman and Ben Smolij

Vital Energy buys Midland Basin properties from Driftwood for $215M

Deal Description: Tulsa-based Vital Energy Inc., formerly Laredo Petroleum, announced Feb. 14 it agreed to acquire the assets of Carnelian Energy Capital-backed Driftwood Energy Operating in exchange for 1.578 million shares of Vital common stock recently worth $88 million and $127.6 million in cash. The deal includes all leasehold interests and hedges.

Expected Closing: April 2023

Vital’s Financial Advisor: Houlihan Lokey

Vital’s Outside Counsel: Latham & Watkins led by Houston partners Stephen Szalkowski and John Greer with associates Cesar Leyva, Robert Cunningham, Jordan Armstrong and Christina Schrantz. Partner Jim Cole with associate Dylan White advised on tax matters. 

Driftwood’s Outside Counsel: Bracewell including, from Texas, partners Molly E. Butkus and Charles H. Still Jr. in Houston and Timothy A. Wilkins in Austin and associates John L. Stavinoha III and Jay Harper in Houston

Denham Sustainable commits $200M to solar company Solops

Deal Description: Denham Capital announced Feb. 10 it closed on a purchase agreement with Solops, a developer, financier and owner and operator of photovoltaic solar projects in the commercial and industrial sector throughout the U.S. Denham initially committed $200 million supporting the growth of the business, including execution of Solops’ 800 megawatt pipeline of project investments. Solops’ distributed generation solutions support customers in achieving decarbonization goals while reducing operating costs. Denhan said its business plan is enhanced by the Inflation Reduction Act, which is providing a longer runway for incentives in the U.S. renewable power space and targeting incentives for usage of domestic products and in low-income communities throughout the U.S. The Solops team has built 3 gigawatts of solar projects in 29 states and closed on $2.1 billion in financings.

Denham’s Outside Counsel: Latham & Watkins led by Houston partner James Garrett and Washington, D.C., and Houston partner Ethan Schultz with associates Catie English, Jameson Miller, Ben Marek, and Zek Zhang. From Texas, advice was also provided on tax matters by Houston partner Jim Cole with associate Dylan White; on environmental matters by Los Angeles/Houston counsel Joshua Marnitz; and on ESG matters by Austin/Washington, D.C., partner Sarah Fortt.

LyondellBasell, KIRKBI, others invest $138.9M in plastics recycler APK

Deal Description: Houston chemical giant LyondellBasell and KIRKBI, the family-owned holding and investment company of the Lego brand, announced Feb. 8 they agreed to make an investment in APK, which specializes in a solvent-based recycling technology for low density polyethylene. LyondellBasell and KIRKBI will become minority shareholders and together with co-investors will invest about 130 million euros ($138.9 million). APK aims to increase the recycling of multi-layer flexible packaging materials, which make up the majority of mixed plastic waste from the consumer sector. APK has developed the Newcycling process, which separates the different polymers of multi-layer packaging materials and produces recycled materials with a purity suitable for new packaging. APK plans on building more Newcyling plants to increase the production capacity.

LyondellBasell’s In-house Counsel: Jeffrey Kaplan is the company’s executive VP and general counsel

LyondellBasell’s Outside Counsel: Jones Day including Martin Schulz and Korel Kaplan in Munich

HomeTrust Bancshares completes $70.8M merger with Quantum

Deal Description: Asheville, N.C.-based HomeTrust Bancshares Inc., the holding company of HomeTrust Bank, announced that its merger with Quantum Capital Corp. was completed as of Feb. 12. The merger was a stock-and-cash transaction valued at about $70.8 million. The combined entity will hold assets of $4.3 billion, including loans of $3.6 billion and deposits of $3.6 billion.

HomeTrust’s Financial Advisor: Raymond James & Associates Inc.

HomeTrust’s Outside Counsel: Silver Freedman, Taff & Tiernan

Quantum’s Financial Advisor: Piper Sandler & Co.

Quantum’s Outside Counsel: Hunton Andrews Kurth led by Heather Eastep in Washington, D.C., Jane Hopwood in New York and Peter Weinstock in Dallas and including, also from Dallas, Margaret Alford, Alan Marcuis, Alexander McGeoch, Alexandra Noetzel, Tyler Richardson, Caitlin Scipioni and Jake Stribling

Diamondback unit Cottonmouth invests $20M in Verde

Deal Description: Akin Gump said Feb. 15 the firm represented Cottonmouth Ventures, a subsidiary of Diamondback Energy, on its $20 million investment in Verde Clean Fuels. Verde will also grant Cottonmouth the right to participate and jointly develop Permian Basin facilities using Verde’s STG+ technology to produce gasoline derived from economically disadvantaged natural gas feedstocks. Gasoline production from natural gas sourced from the Permian is designed to allow Diamondback to mitigate the flaring of natural gas while also producing a high-margin product from natural gas streams, which are price disadvantaged compared to other natural gas basins. Verde announced Feb. 15 it had closed a merger between SPAC CENAQ Energy Corp. and Bluescape Clean Fuels Intermediate Holding, which created Verde.

From Akin: Houston partner John Goodgame and counsel Amanda Thienpont

Riverbend invests in Endurans Solar

Deal Description: Houston-based Riverbend Energy Group announced Feb. 13 that it made an equity investment in Endurans Solar for an undisclosed amount. The capital investment will be used for expansion and strategic initiatives. Nashua, N.H.-based Endurans is a maker of advanced materials for solar photovoltaic modules.

Riverbend’s Outside Counsel: Locke Lord led by partners Mitch Tiras and Eric Larson in Houston and Henry Benton in Dallas. Additional team members included, from Texas, Mark Backofen and Floy Gaidarski in Dallas and Laura L. Ferguson, Sara Longtain, Michelle Gutierrez-Begin, Jordan Rodriguez and Akilah Craig in Houston.

I Squared buys majority interest in Whistler Pipeline

Deal Description: I Squared Capital, through its $15 billion ISQ Global Infrastructure Fund III, announced Feb. 16 it acquired a controlling interest in the Whistler natural gas pipeline from First Infrastructure Capital, Ridgemont Equity Partners, West Texas Gas Inc., Stonepeak Partners and WhiteWater management. Terms weren’t disclosed. The pipeline connects the Permian Basin’s growing natural gas supply to LNG, Mexico and Gulf Coast demand. Whistler will have direct connections into LNG facilities in the Corpus Christi area. Nearly all capacity is contracted under long-term, fixed-fee minimum volume commitments, primarily with investment grade counterparties. I Squared sees increasing long-term demand for natural gas across the U.S. Gulf Coast due to the growth in LNG liquefaction capacity being built in the region and increased demand from Mexico. It said the pipeline offers strong free cash flow, high-quality contracts and operating rights on highly strategic natural gas infrastructure. Management kept a significant portion of equity in the business. I Squared is an independent global infrastructure investment manager with $36 billion in assets under management.

I Squared’s Outside Counsel: Kirkland & Ellis led by corporate partners Kyle Watson and Josh Teahen and associates Colleen Haile and Bridget Hamway and including, from Texas, debt finance partners Lucas Spivey and Jordan Roberts and associates Osaro Aifuwa and Brittany Taylor; tax partners David Wheat and Bill Dong; real asset partner Chad Smith; executive compensation partner Stephen Jacobson; and environmental transactions partner Ty’Meka Reeves-Sobers

I Squared’s Financial Advisor: Led by TPH&Co., the energy business of Perella Weinberg Partners, and including Goldman Sachs

First Infrastructure/Ridgemont/WhiteWater’s Outside Counsel: Simpson Thacher & Bartlett including Houston-based partners Shamus Crosby and Breen Haire and counsel Kyle Kreshover (M&A)

First Infrastructure/Ridgemont/WhiteWater’s Financial Advisor: Barclays

First Infrastructure’s Outside Counsel: Milbank

Ridgemont’s Outside Counsel: Troutman Pepper

Stonepeak’s Outside Counsel: Sidley Austin led by partner Tim Chandler and including Kayleigh McNelis, Chanse Barnes and John Zappia

Stonepeak’s Financial Advisor: RBC Capital Markets

CAPITAL MARKETS/FINANCINGS

HAK counsels underwriters on $4B in NextEra debentures

Deal Description: Hunton Andrews Kurth said Feb. 16 it advised the underwriters on an SEC-registered $4 billion debt offering by NextEra Energy Capital Holdings Inc. It consisted of $1.25 billion in 4.90 percent debentures due Feb. 28, 2028, $600 million in 5 percent debentures due Feb. 28, 2030, $1 billion in 5.05 percent debentures due Feb. 28, 2033, and $1.15 billion in 5.25 percent debentures due Feb. 28, 2053. The debentures are fully and unconditionally guaranteed by NextEra Energy Inc., the parent company of NEE Capital. The transaction closed on Feb. 9. NEE Capital owns and provides funding for all of NEE’s operating subsidiaries other than Florida Power & Light Co. and FPL’s units.

Underwriters: Barclays Capital, Morgan Stanley, SMBC Nikko Securities America Inc., Wells Fargo Securities, Credit Suisse Group and MUFG Securities Americas Inc.

From HAK: The team was led by Steven C. Friend and included Brendan P. Harney, Michelle G. Chan, Thomas C. White and Jingyi “Alice” Yao. Robert McNamara and Tim Strother provided tax advice.

Counsel to the Other Parties: Morgan Lewis Bockius and Squire Patton Boggs (US)

Caerus closes inaugural $565M securitized financing

Deal Description: Latham & Watkins said Feb. 13 it advised Caerus Oil & Gas on its closing of its inaugural offering of fully amortizing, asset-backed securities amounting to $565 million. The issue is backed by certain operated upstream assets held by its special purpose entity affiliate. The Denver-based company has funding from Oaktree Capital Management, Anschutz Investment Co. and Old Ironsides Energy. Reuters reported Caerus was exploring a $2.5 billion sale in March of last year.

From Latham: The team was led by Austin partner David Miller and Houston partner Stephen Szalkowski with assistance from Houston associates Tom Hillebrand, Zainab Hashmi, Corynn Wilson and Dalyn Dessaure and Austin associate Mason Taylor. From Texas, additional advice was provided on finance matters by Houston partner Pamela Kellet with Austin associate Erin Cusenbary; on securities matters by Houston partner Monica White; on tax matters by Houston partners Tim Fenn and Jim Cole with Houston associate Dominick Constantino; and on environmental matters by Los Angeles/Houston partner Josh Marnitz.

Nabors prices $225M notes offering

Deal Description: Nabors Industries Ltd. announced Feb. 10 that its subsidiary Nabors Industries Inc., or NII, priced $225 million of exchangeable senior unsecured notes due 2029 through a private offering to persons reasonably believed to be qualified institutional buyers. The notes will be fully and unconditionally guaranteed by Nabors. The offering was expected to close Feb. 14. NII granted the initial purchasers a 30-day option to purchase up to an additional $25 million in notes on the same terms and conditions. The notes will bear interest at a rate of 1.750 percent per year until maturity payable semi-annually in arrears on June 15 and December 15 of each year beginning on Dec. 15, 2023. Nabors plans to use the net proceeds to redeem all of its outstanding 9 percent senior priority guaranteed notes due February 2025. Any excess proceeds will be used for general corporate purposes, which may include the repayment of other debt.

Initial Purchasers’ Outside Counsel: Vinson & Elkins led by partners Mike Telle and David Stone, counsel Andrew Schulte and senior associate Ximena Kuri with assistance from associates Cole Leveque. Also advising, from Texas, were partner Stancell Haigwood (corporate); partner Wendy Salinas and associate Jeff Slusher (tax); associate Alexa Chally (technology transactions/IP); partner David D’Alessandro and counsel Melissa Spohn (executive compensation/benefits); and partner Matt Dobbins (environmental).

Nabors’ In-House Counsel: Michael Rasmuson and Tyler Smith

Nabors’ Outside Counsel: Milbank

EnCore closes $42M public offering

Deal Description: Corpus Christi-based EnCore Energy Corp. announced Feb. 8 it closed its previously announced public offering of units. EnCore issued 10.6 million units at C$3.25 per unit for gross proceeds of C$34.5 million ($42 million), including the full exercise of the over-allotment option granted to the underwriters. Each unit consists of one common share and half of a common share purchase warrant, which entitles the holder to purchase one common share at C$4.05 per warrant share for 36 months after closing. EnCore plans to use a portion of the net proceeds to fund its completion of its acquisition of the Alta Mesa ISR uranium project, to maintain and advance its material properties, acquire properties, plant upgrades, drilling, maintenance and refurbishment, community outreach and communications, licensing and permitting and for general corporate and working capital purposes. The offering remains subject to final approval of the NYSE American and TSX Venture Exchange.

Underwriters: Canaccord Genuity; Cantor Fitzgerald Canada Corporation and Haywood Securities Inc.

Underwriters‘ Outside Counsel: Cassels, Brock & Blackwell and Skadden, Arps, Slate, Meagher & Flom

EnCore’s Outside Counsel: Hunton Andrews Kurth led by Sam Kardon, Jason Hill and Scott Kimpel and including Courtney Butler, Kathleen Dill, Will Freeman, J.A. Glaccum, Ian Goldberg, Phil Haines, Henry Havre, Jason Hill, Noor Ismail, Sami Khan, Garrett Korbitz, Adam Lyons, Allison Mantor, Alex Miron, Mike O’Leary, Tim Strother, Rob Taylor and Alexa Williams

Atlis Motor Vehicles prices $13M public offering

Deal Description: Atlis Motor Vehicles Inc., a vertically integrated electric vehicle company and the first battery cell manufacturer to be fully owned and operated in the U.S., announced Feb. 16 the pricing of its public offering of 8.3 million units. Each unit consists of one share of Class A common stock (or one pre-funded warrant to purchase one share of Class A common stock), 0.65 Series A warrants to purchase 0.65 shares of Class A common stock and 0.75 Series B warrants to purchase 0.75 Shares of Class A common stock. Each unit is being sold at a public offering price of $1.56. Gross proceeds, before deducting placement agent fees and other offering expenses, are expected to be $13 million. The offering was anticipated to close on Feb. 21.

Placement Agent: Maxim Group

Atlis’ Outside Counsel: Winston & Strawn led by partner Mike Blankenship and James Brown in Houston and including, from Texas, partners Dean Hinderliter and Ryan Hunsaker and associates Emily Barrera, Ashley Dumoff, Anna Gryska, Luisa Patoni and Alexandra Santana

Eolian closes battery energy storage tax equity financing

Deal Description: Eolian, a California-based portfolio company of Global Infrastructure Partners, announced Feb. 13 it closed the first-of-its-kind tax equity investment in two standalone utility-scale battery storage projects in Mission, Texas. Churchill Stateside Group provided the investment, which was for an undisclosed amount. The financing claims to be the first use of the investment tax credit structure by a standalone utility-scale battery energy storage system and is possible due to passage of the Inflation Reduction Act. The Madero and Ignacio projects are interconnected battery storage facilities on a single site with a combined operating capacity of 200 megawatts. They have been engineered with multiple hours of operational duration to provide critical grid resiliency to the growing communities of the Rio Grande Valley through participation and trading in the liquid energy market managed by ERCOT. The projects are set to achieve full commercial operations later this year and at that time they will be the largest fully-merchant battery energy storage project ever built worldwide as measured by total deliverable energy.

Eolian’s Outside Counsel: Norton Rose Fulbright led by partners David Burton in New York and Marissa Leigh Alcala in Washington, D.C., and including, from Texas, Jerry Converse and Jacob Brackmann (Austin), Viki Vozarova (Dallas), Josh Agrons, Kat Gamache, Ryan Graham, Ryan Searfoorce and Harriet Wessel (Houston) and John Jennings (San Antonio)

Churchill Stateside’s Outside Counsel: Husch Blackwell led by partners Jason Walton and Carty Bibee in Milwaukee but including, from Texas, Maddie Thomas (Houston) and Brian Pullin, Jennifer Pier and Alaina Zermeno (Austin)

Claire Poole

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

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