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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

CDT Roundup: 14 Deals, 12 Firms, 185 Lawyers, $7.3B

May 24, 2022 Claire Poole

ProFrac completed its initial public offering last week, raising about $290 million from public investors.  It was the first oilfield service company to go public in years. 

Granted, the issue priced at $18 per share, below its hoped-for target of $21 to $24, and fell on its first day of trading May 13. But it signals that investors are willing to step up and play in oilfield services after being generally absent for the last few years, according to Jim Wicklund, a longtime industry analyst and a former investment banker at Stephens.

Sector participants are certainly more upbeat. On a conference call last month, Olivier Le Peuch, the CEO of oilfield services giant Schlumberger, said that the industry is entering a period that is proving to be greater and longer “than previously anticipated” with higher prices for products and services across both North America and internationally.

But Le Peuch emphasized the defining characteristic of this upcycle would be the industry’s “newfound capital discipline” and “commitment to margin expansion.”

After some high profile bankruptcies in the sector, we will believe it when we see it.

Energy continues to dominate in deals reported to The Lawbook. Fully 10 of the 14 transactions worth $7.3 billion reported for the week ending May 21 were energy-related, including a $414 million deSPAC merger that will take public O&G portfolio assets owned by Grey Rock Investment Partners.

The 14 deals included 11 M&A transactions worth $6.6 billion and three CapM deals worth $675.5 million. The deals were worked by 185 mostly-Texas lawyers at 12 different firms.

That was far more favorable on the value side than the 11 deals for $307 million reported last week, but far less than the same week last year which saw 24 deals for $53.2 billion. Of course that week included the $43 billion AT&T spin-off of WarnerMedia to Discovery — a genuine blockbuster.

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
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

Centennial Resource acquires Colgate Energy for $3.9B

Deal Description: Publicly traded Centennial Resource Development Inc. and private equity-backed Colgate Energy Partners III announced plans May 19 to combine in a merger-of-equals that values Colgate at $3.9 billion. The move would create a $7 billion pure-play in the Delaware Basin within the Permian Basin of West Texas and southern New Mexico. For more on the deal, click here.

ArcLight buys quarter of Gulf Coast Express Pipeline from Targa for $857M

Deal Description: ArcLight Capital Partners announced May 17 it completed the acquisition and financing of a Targa Resources Corp. unit that owns a 25 percent equity interest in Gulf Coast Express Pipeline for $857 million. GCX is a natural gas pipeline with 2.02 billion cubic feet per day of capacity that is underpinned by shippers under long-term, committed contracts. GCX is operated by Kinder Morgan Inc. and provides residue gas takeaway service from the Permian Basin to U.S. Gulf Coast end-markets, including emerging demand regions such as the liquefied natural gas export market in South Texas.

ArcLight’s Outside Counsel: Latham & Watkins led by partners Chris Cross and Justin Stolte with associates Julian Azran, Denny Lee, Omar Shariff and Haley Sandoval. The finance team was led by partner Warren Lilien with associates Cameron Lyons, Dominika Kovacicova and Jessica Lietz. Advice was provided on tax matters by partner Katharine Moir with associate Alexander Farris; on regulatory matters by partner Patrick Nevins; on environmental matters by partner James Barrett and counsel Josh Marnitz; on benefits and compensation matters by partner Brad Williamson, with associate Alisa Hand; on real estate matters by partner Robert Frances; and on antitrust matters by partner Jason Cruise.

ArcLight’s Financial Advisor: Macquarie Capital (USA) Inc.

BKV acquires Barnett Shale assets from XTO/ExxonMobil for $750M

Deal Description: BKV Corp. announced May 20 that its unit have signed definitive purchase and sale agreements to acquire natural gas upstream and associated midstream infrastructure in the Barnett Shale region of North Texas from XTO Energy Inc., a unit of ExxonMobil Corp., for $750 million. The assets include around 160,000 gross acres and 2,100 wells with operator positions.

Expected Closing: Q2 of 2022

BKV’s Outside Counsel: Baker Botts including, from global projects/corporate, Julie Mayo (partner, Houston), Erica Youngstrom (senior associate, Houston), Ryan Chastain (associate, Houston), Andrew Crayden (associate, Houston), Samantha Crispin (partner, Dallas) and Elaine Walsh (partner, Washington, D.C.). On antitrust: Jeffrey Oliver (partner, Washington, D.C.), Michael Bodosky (special counsel, Washington, D.C.) and on international trade: Matt West (partner, Washington, D.C.).

BKV’s Other Outside Counsel: Fox Rothschild

BKV’s In-House Counsel: Lindsay Larrick, VP and general counsel in Denver

ExxonMobil’s In-House Counsel: Its GC is Craig Morford

Diamondback to buy rest of Rattler Midstream for $575M

Deal Description: Diamondback Energy Inc. and Rattler Midstream announced May 16 that they agreed for Diamondback to acquire all of the publicly held common units representing the limited partner interests in Rattler that it doesn’t already own. Enverus estimated the deal’s value at $575 million. The agreement is an all-stock transaction in which each public unit holder of Rattler would receive 0.113 of a share of common stock in Diamondback in exchange for each Rattler common unit owned, which implies a 17.3 percent premium for Rattler common units based on the closing prices of Rattler’s common units and Diamondback’s common stock as of May 13. The deal values all of Rattler at $2.2 billion. CEO Travis Stice said in the release that the energy landscape has transformed dramatically since Rattler was taken public in 2019 and management believes the agreement to merge companies is in the best interests of Diamondback and Rattler stakeholders and will allow both to benefit from simplicity and scale. The agreement was announced almost three years to the day of the midstream partnership’s $765 million IPO, Enverus said.

Expected Closing: Q3 of 2022

Diamondback’s Financial Advisor: J.P. Morgan Securities including Andrew Costaldo in New York and Jonathan Cox in Houston

Diamondback’s Outside Counsel: Akin Gump Strauss Hauer & Feld including partners John Goodgame, Lisa Hearn and Alison Chen, counsel Leana Garipova, senior counsel Irina Maistrenko and associate Anthony Hilbert

Rattler’s Conflicts Committee’s Financial Advisor: Evercore including Ray Strong, Will Hiltz, John McGraw, Ricky Kuruvilla, Peter Sitterle and Dan Hotez

Rattler’s Conflicts Committee’s Outside Counsel: Gibson, Dunn & Crutcher including partners Hillary Holmes and Tull Florey and associates Stella Tang, Abby Joens-Witherow and Caitlyn Fiebrich with partner Brian Lutz on securities aspects

SPAC PropTech combines with Renters Warehouse

Deal Description: PropTech Investment Corp. II, a publicly traded special purpose acquisition company targeting businesses in the real estate technology industry, announced May 17 it agreed to merge with RW National Holdings, the parent holding company of Renters Warehouse. The combined company will have an estimated post-transaction enterprise value of $416 million consisting of an estimated equity value of $575 million, $159 million in cash and no debt, assuming no redemptions by PropTech II public stockholders. Cash proceeds of $330 million raised will consist of PropTech II’s $230 million of cash in trust and a committed equity facility of $100 million from CF Principal Investments, an affiliate of Cantor Fitzgerald & Co. Doing business as Appreciate, the target claims to be a leading end-to-end single family rental marketplace and management platform. Upon closing, PropTech II will be renamed Appreciate and will remain listed on the Nasdaq Capital Market under the new ticker symbol “SFR.”

Expected Closing: Q3 of 2022

PropTech’s Outside Counsel: Kirkland & Ellis led by corporate partners Patrick Salvo in Austin and Doug Ryder in New York and associates Gabrielle Sumich in Houston and Lauren Stelck in Austin and capital markets partners Christian Nagler in New York, Julian Seiguer in Houston and Wayne Williams in Chicago and associate Anthony Sanderson in Houston.

PropTech’s M&A Advisor: Northland

PropTech’s Capital Markets Advisor: Cantor Fitzgerald & Co.

CF Principal’s Outside Counsel: King & Spalding

PropTech II/Appreciate’s Investor Relations/PR advisor: Gateway Group

Appreciate’s Financial Advisor: Moelis & Co.

Appreciate’s Outside Counsel: Winthrop & Weinstine and Faegre Drinker Biddle & Reath

SPAC Executive Network to buy Grey Rock’s O&G assets with gross proceeds of $414M

Deal Description: Special purpose acquisition company Executive Network Partnering Corp. announced May 16 it agreed with Dallas-based Grey Rock Investment Partners to complete a $1.3 billion business combination resulting in the formation of publicly traded Granite Ridge Resources Inc. Once it clears ENPC stockholders, Granite Ridge intends to be listed on the NYSE under the ticker symbol “GRNT” upon closing, which is expected to occur later this year. Grey Rock will contribute oil and gas assets held in its Fund I, Fund II and Fund III to Granite Ridge in exchange for equity. Grey Rock won’t receive any cash proceeds and will roll all of its equity into the company. Gross proceeds of $414 million held in the trust account will be transferred to Granite Ridge for growth capital purposes, including future acquisitions. Granite Ridge will be led by CEO Luke Brandenberg and CFO Tyler Farquharson. Grey Rock will continue to help manage the assets post-transaction and may take 25 percent of any acquisitions.

ENPC’s Outside Counsel: Kirkland & Ellis led by corporate partners Thomas Laughlin in Dallas, Will Boothby and Peter Martelli in New York and Randy Santa Ana in Houston and associates Parker Collins in Dallas, Josh Rocha in Austin and T.J. Collins in Dallas. The rest of the Texas-based team included capital markets partners Julian Seiguer and Anne Peetz and associate Tony Flor; and real assets partner Danny Nappier and associates Jonathan Strom and Sean Valentine.

Grey Rock’s Outside Counsel: Holland & Knight led by corporate partners Jeremiah Mayfield and Amy Curtis with Roger Aksamit leading the tax structuring. They were assisted by partners Hunter White, Nathan Stone, Mark Melton, Brandon Bloom, Tony Campiti, Kerry Halpern, Ashley Phillips and John Dierking, of counsel James McKellar and associates Heath DeJean, Ricky Alvarado, Cameron Haltom, Richard Jaramillo, Mark Jones, Aaron Powell, Anna Boyer, Ross Tuminello and Leslie Reynolds.

Grey Rock’s Financial Advisor: Evercore, including Santiago Garavito and Curtis Flood in Houston

ENPC’s Financial Advisor: Stephens Inc.

Stephens’ Outside Counsel: Baker Botts including Houston corporate partner Doug Getten and special counsel Lakshmi Ramanathan, Dallas associate Derek Gabriel and Houston associate Chelsea Johnson

Notes: ENPC chairman Paul Ryan is the former speaker of the U.S. House of Representatives. One of Grey Rock’s founders is Griffin Perry, the son of former Texas governor and onetime U.S. presidential candidate Rick Perry.

Infinitum Electric raises $80M in Series D funding led by Riverstone Holdings

Deal Description: Infinitum Electric, creator of the sustainable air-core motor, announced May 17 that it raised $80 million in Series D funding to scale production to meet increasing demand. Riverstone Holdings led with Alliance Resource Partners, Applied Ventures, the venture capital arm of Applied Materials Inc., and existing investors Cottonwood Technology Fund, Chevron Technology Ventures, Aventurine Partners, Energy Innovation Capital and Ajax Strategies participating. The company’s funding to date to $135 million. Other current shareholders include industry leaders Rockwell Automation and Caterpillar Venture Capital. Infinitum will use the investment to vertically integrate and automate production of its motors for the commercial and industrial market segments and complete development and commercialization of a traction motor for the electric vehicle market, where its power density can extend the range of electric vehicles. Infinitum plans to expand production out of its facility in Tijuana, Mexico, and double its U.S. workforce in 2022 with an additional 50 employees across its Round Rock, Texas, and Spokane, Washington, offices. Infinitum moved its headquarters to a larger facility in Round Rock to support the company’s growth and expanding operations.

Riverstone’s Outside Counsel: Vinson & Elkins led by Dan Komarek, Abby Branigan, Ted Belden and Elisie Lee. Other team members included Devika Kornbacher and Alexa Chally.

Infinitum’s Placement Agent: Evercore including David Andrews and Zac Marsalis in Houston

Bansk to buy haircare brands Amika and Eva NYC

Deal Description: Bansk Group, a consumer-focused private investment firm, announced May 12 that it agreed to acquire a majority stake in Amika and Eva NYC. Terms of the transaction weren’t disclosed. Founded in 2009, Amika is one of the largest independent haircare brands in the U.S. Eva NYC, founded in 2012, has become one of the fastest growing “masstige” (mass produced yet prestigious) haircare brands in the U.S. Both brands are climate neutral certified and sustainably-minded with cruelty-free products and recycled plastic or aluminum packaging. Amika and Eva NYC will continue to operate as individual brands under their respective brand presidents, Chelsea Riggs and Jane Moran. In partnership with Bansk, the brands will seek to expand their reach across customers, channels and geographies. The brands are expected to reach a combined $150 million in sales this year, Women’s Wear Daily reported citing industry sources. Amika and Eva NYC will be Bansk’s second and third acquisitions in the beauty category, following the firm’s 2020 acquisition of Ethique.

Amika and Eva NYC’s Outside Counsel: Sidley Austin including M&A partners Katy Lukaszewski in Houston and David Grinberg in Century City

Bansk’s Outside Counsel: Davis Polk & Wardwell

Amika and Eva NYC’s Financial Advisor: Financo | Raymond James 

Bansk’s Financial Advisor: Jefferies

JERA buys thermal power generation projects from Stonepeak

Deal Description: Japan’s JERA Co. Inc., through its unit JERA Americas Inc., bought thermal power generation projects in New England from Stonepeak for undisclosed terms. The acquisition is expected to be finalized upon completion of all necessary approval and authorization procedures. The two projects, with a capacity of 1.63 gigawatts, are the Canal Thermal Power Station in Massachusetts and the Bucksport Thermal Power Station in Maine.

Stonepeak’s Outside Counsel: Sidley including a Houston team made up of Tim Chandler, energy partner, and Zack Pullin, tax partner; Alexander Tanton, senior managing associate; Chanse Barnes, managing associate; and Sarah O’Brien and Konnor Rodriguez, associates

Skylark backs USA Automotive

Deal Description: Skylark Private Equity Partners, an entrepreneur-centric lower middle-market private equity firm, announced May 12 it formed USA Automotive Partners together with management and USA Automotive acquired Caldwell Automotive Partners, an “upfitter,” or modifier, and dealer of law enforcement and other vehicles for local, state and federal government entities. Skylark claims CAP is the number one dealer in the U.S. for government vehicles. Skylark’s investment will accelerate CAP’s growth through investments in facilities, talent and product extensions.

Skylark’s Outside Counsel: Foley & Lardner led by Glenn Singleton and including Emma Blumer, Justin Cajero, Cynthia Harkness, Clifton Dugas and Carrie Hoffman

MPLX forms JV with Whitewater, EnLink, Devon to build pipeline

Deal Description: WhiteWater, EnLink Midstream, Devon Energy Corp. and MPLX announced May 19 they reached a final investment decision to move forward with the construction of the Matterhorn Express Pipeline after having secured sufficient firm transportation agreements with shippers. The Matterhorn has been designed to transport up to 2.5 billion cubic feet per day of natural gas from Waha, Texas, to the Katy area near Houston. Supply for the Matterhorn will be sourced from multiple upstream connections in the Permian Basin, including direct connections to processing facilities in the Midland Basin and a direct connection to the Agua Blanca Pipeline, a joint venture between WhiteWater and MPLX. The Matterhorn is expected to be in service in the third quarter of 2024 pending regulatory and other approvals.

MPLX’s Outside Counsel: Morgan Lewis including partners Sameer Mohan and Conor Larkin and associates Randall Bentley and Kelsey Warren

WhiteWater’s Outside Counsel: Simpson Thacher & Bartlett including partners Shamus Crosby and Breen Haire and associates Kyle Kreshover, Matthew Callison and Emiley Dillon (Houston – corporate); and partner Nancy Mehlman and associate Tyler S. Robbins (New York – tax)  

CAPITAL MARKETS/FINANCINGS

ProFrac prices $288M IPO

Deal Description: ProFrac Holding Corp. announced May 12 the pricing of its initial public offering of 16 million shares of its Class A common stock at $18 per share. The shares are traded on the Nasdaq Global Select Market under the ticker symbol “PFHC.” ProFrac granted the underwriters a 30-day option to purchase up to an additional 2.4 million shares of its Class A common stock. ProFrac intends to use $273.4 million of net proceeds, or $313.8 million if the underwriters exercise their option in full, to repay certain outstanding indebtedness and for general corporate purposes. Founded in 2016 by the billionaire Dan and Farris Wilks brothers, ProFrac is a service provider for exploration and production companies’ most demanding hydraulic fracturing needs.

Expected Closing: May 17

Underwriters: J.P. Morgan, Piper Sandler and Morgan Stanley

Underwriters’ Outside Counsel: Latham & Watkins with a corporate team led by Austin partner David Miller, New York partner Jason Ewart and Houston partner Monica White, with Houston associates Jessica Sherman, Sarah Dunn and Nathaniel Bass and New York associate Jacob Weiner. Advice was provided on tax matters by Houston partner Bryant Lee and Houston associate Emily Fawcett; and on environmental matters by Los Angeles counsel Joshua Marnitz.

ProFrac’s Outside Counsel: Vinson & Elkins including partners Michael Telle and Scott Rubinsky in Houston as well as senior associates Amy Deroo and Jing Tong and associates Walt Baker, Phil Greenfield, Chloe Schmergel, Elisie Lee and Emily Kercheville; partner Lina Dimachkieh, senior associate Brian Russell and associate Lauren Neiman (tax); partner Guy Gribov, counsel Caitlin Lawrence, senior associate Alex Kamel and associate Joe Higdon (finance); partner David D’Alessandro, counsel Dario Mendoza and associate Madison Riddick (executive compensation/benefits); and partner Matt Dobbins and associate Simon Willis (environmental).

Service Compression attracts $215M in financing from Crestline

Deal Description: On May 17, Service Compression announced the closing of a committed financing of up to $215 million of first lien senior secured credit facilities with affiliates of Crestline Investors Inc. The company plans to direct the net proceeds to acquire additional wellhead compression in the Permian Basin and the kickoff of a newbuild electric-driven wellhead compression program.

Service Compression’s Outside Counsel on Finance: Baker Botts including, from corporate, Jon Platt (partner, Dallas) and Rusty Shellhorn (associate, Dallas); from finance, Shad Sumrow (partner, Dallas), James Bedotto (senior associate, Dallas) and Regan Vicknair (associate, Houston); on tax Josh Mandell (partner, Dallas) and Jordan Hahn (senior associate, Dallas); and on benefits Jason Loden (partner, Dallas) and Gabriela Alvarez (associate, Houston)

Service Compression’s Outside Counsel on Acquisition: Bigbee & Curtis Law including Ryan Bigbee and Cassy McGinnis

Service Compression’s Financial Advisor: Imperial Capital

Crestline’s Outside Counsel: Haynes and Boone including, from finance, Austin Elam (partner, Houston), Kim Mai (partner, Houston), Elizabeth Felicidario (associate, Houston) and Grant Armentor (associate, Houston); from corporate, Matt Fry (partner, Dallas) and Valisa Berber-Thayer (associate, Houston); and, on employment, Raquel Alvarenga (partner, Dallas) and Christina Gad (associate, Houston)

Global Blockchain Acquisition SPAC raises $172.5M

Deal Description: Global Blockchain Acquisition Corp., a special purpose acquisition company, launched its initial public offering May 9, issuing 17.25 million units at an offering price of $10 per unit. Each unit consisted one share, one redeemable warrant and one right. The IPO was expected to close May 12. Global Blockchain is a blank check company organized for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or other similar business combination with one or more businesses or entities. While the company may pursue an initial business combination target in any business, industry or geographical location, it intends to focus its search on businesses that are focused on blockchain related technology, economy, industries and solutions. The company is led by CEO Max Hooper and CFO Jonathan Morris.

I-Bankers Securities’ Outside Counsel: Shearman & Sterling including partners Bill Nelson In Houston, Alain Dermarkar in Dallas, Taylor Landry In Houston and Jennifer Morton in New York and Dallas associates Sara Prendergast, Emily Kelly and Taylor Pugliese

Global Blockchain’s Outside Counsel: ArentFox Schiff with the lead lawyers in Washington, D.C. (Ralph De Martino and Cavas Pavri)

Claire Poole

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

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