The Texas Lawbook

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CDT Roundup: 15 Deals, 13 Firms, 146 Lawyers, $6.1B

They’re back….

The team that brought you Double Eagle — John Sellers and Cody Campbell — are at it again, this time launching Double Eagle IV with $1.7 billion in funding from EnCap, Apollo and Magnetar.

The high school and Texas Tech football buddies have created and divested various iterations of Double Eagle, the last one being the sale of Double Eagle III to Pioneer Natural Resources Co. for $6.4 billion.

The deal netted the pair $800 million, according to Forbes estimates. They were only 39 at the time.

Wes Williams, a partner at Akin Gump Strauss Hauer & Field, represented Double Eagle this time around. He did once before: While at Thompson & Knight, he papered the creation of Double Eagle III, which raised $1 billion from Apollo in 2018.

Vinson & Elkins is back in as well, this time representing EnCap (the firm previously advised Apollo on its investment in Double Eagle III and Double Eagle III on its sale to Pioneer as well as Alston & Bird). Kirkland is involved, too, with partner Bill Benitez assisting Magnetar on its investment in Double Eagle through the years.

For the week ending June 25, Texas lawyers reported a total of 15 deals worth $6.1 billion. That included nine M&A transactions worth $2 billion and six capital markets deals valued at $4.1 billion. That’s less than the 17 deals worth $11.4 billion the week prior, but a bit better than the 10 deals worth $5 billion during the same week in 2021.

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
June 3 202312$6,104.42121388$4,256.924$1,847.5
May 27, 202317$12,200106711$6,1656$6,035
May 20, 202311$22,458.181034$19,4557$3,003
May 13, 202312$7,034101018$5,4604$1,574
May 6, 202320$3,297.61819617$2,985.63$312
April 29, 202323$3,691.21813517$1,969.76$1,721.5
April 22, 202316$5,5701410414$4,7502$1,000
April 15, 202312$23,818.195910$21,618.12$2,200
April 8, 202316$7,94991739$5,4727$3,477
April 1, 202321$18,676.71217511$10,926.710$7,750
March 25, 202315$8,779.5101415$2,36210$6,416.5
March 18, 20237$14,048.86695$13,3452$703.8
March 11, 202321$11,5761616516$8,1315$3,445
March 4, 202320$9,6681122816$8,2094$1,459
February 25, 202313$5,3351313012$4,2351$1,200
February 18, 202314$5,743.7131588$898.76$4,845
February 11, 202316$12,0881213712$9,9654$2,123
February 4, 202317$8,0661514013$5,6144$2,452
January 28, 20237$2,1807755$1,692.752$488
January 21, 202317$5,7681617412$1,9185$3,850
January 14, 202311$2, 800101028$4213$2,400
January 7, 202318$8,2961116714$6,4613$1,835
December 31, 202214$2,732119912$2,0922$640
December 1714$7,9191311512$7,4191$500
December 10, 202214$10,093128811$7,0933$3,000
December 3, 202226$12,800.91117220$4,1416$8,659.9
November 26, 20228$2,266.7853$765$2,190.7
November 19, 202221$2,8861521219$2,5502$336
November 12, 202213$15,093.79819$14,2004$893.7
November 5, 20222519,337.21650922$8,267.23$11,070
October 29, 202215$7,805.3911614$7,180.31$625
October 22, 202220$8,193.51325313$5,4427$2,751.5
October 15, 20229$3,046.191397$2,588.32$457.8
October 8, 202219$2,011.81211416$833.83$1,178
October 1, 202223$5,532.91615618$4,952.35$580.6
September 24, 202218$5,1941421615$4,0503$1,144
September 17, 202221$8,352.31232015$4,759.66$3,592.7
September 10, 202215$19,853.51012613$19,403.62$450
September 3, 20229$2,3129629$2,31200
August 27, 202216$30,891.71013515$30,666.41227.7
August 20, 202212$1,977815299253$1,052
August 13, 202218$8,004.71124211$2,844.77$5,160
August 6, 202224$7,948.91224017$3,5777$4,371.9
July 30, 20228$6,9419787$6,8391$102
July 23, 202211$801119210$80110
July 16, 202214$3,6501012214$3,65000
July 9, 202210$3,557.77689$3,557.710
July 2, 202218$8,609.41315215$2,754.43$5,855
June 25, 202215$6,142131469$2,0176$4,125
June 18, 202217$11,890.11422815$11,4102479.7
June 11, 202217$7,6001212310$2,3007$5,300
June 4, 202212$2,937101279$6923$2,245
May 28, 20229$3,197.611869$3,197.600
May 21, 202214$7,284.51218511$6,6093$675.5
May 14, 202211$306.698010$306.61$225
May 7, 202216$10,451.751210812$1,8274$8,624.75
April 30, 202216$2,296.51615712$895.54$1,401
April 23, 202210$2,24111588$16412$600
April 16, 202211$6,64371568$2,3593$4,284
April 9, 202217$4,4291418411$1,6906$2,739
April 2, 202213$1,75588410$1,1453$610
March 26, 202211$3,2058656$2005$3,005
March 19, 202213$2,239.17910613$2,239.1700
March 12, 202218$12,0161123915$11,9652$51.35
March 5, 202217$6,7861313713$5,1614$1,625
February 26, 202212$5,09581499$4,437.53$658
February 19, 202217$22,2291717414$21,3543$875
February 12, 202212$2,344.710738$641.74$1,703
February 5, 202211$2,50389911$2,50300
January 29, 202211$3,8721210112$3,87200
January 22, 202213$5,143.5109912$4,842.51$301
January 15, 202212$7,60591559$6,4803$1,025
January 8, 202213$8,256.21110213$8,256.200
January 1, 20229$1,273.86509$1,273.800
December 25, 202121$4,734.751117616$3,4105$1,324.75
December 18, 202126$7,325.21519318$3,640.28$3,685.2
December 11, 202116$5,0171010913$1,4173$3,600
December 4, 202114$2,3108868$2,3106$1,882.05
November 27, 20219$3.460.1101016$1,7583$1,702.6
November 20, 202120$22,7921515712$18,864.58$3,928
November 13, 202121$26,7291217813$11,8228$14,907
November 6, 202112$8,3031315710$6,6823$1,621
October 30, 202121$10,3681521815$9,24.46$1,103.
October 23, 202121$18.783.11522211$12,31410$6,468.6
October 16, 202115$3,8681111815$2,2932$1,575
October 9, 202120$8,6101617516$7,7954$815
October 2, 202114$6,2501113710$5,2004$1,050
September 25, 202111$11,4609937$10,2004$1,250
September 18, 202111$16,6038998$15,0843$1,519
September 11, 202117$10,6531110313$8,5034$2,150
September 4, 202113$7,222108911$6,7152$507
August 28, 202112$76396311$6631$100
August 21, 202112$29,65977911$29,5791$80
August 14, 202122$17,8451119912$12,80510$5,04
August 7, 202117$13,6701213915$11,7662$1,904
July 31, 202121$8,1601113410$3,57410$4,586
July 24,202121$6,3671113915$3,7126$2,655
July 17, 202114$4,0091112412$2,0152$1,994
July 10, 202116$3,9971314311$1,5974$2,4
July 3, 202124$7,492139416$3,7698$3,722
June 26, 202110$4,9957858$3,8472$1,148
June 19, 202128$16,83082289$1,86119$14,968
June 12, 202126$27,2381520919$25,6027$1,636
June 5, 202115$15,5391310013$14,7092$600
May 29, 202135$20,2791114528$18,647$1,639
May 22, 202124$53,2081417417$51,0477$2,161
May 15, 202118$10,6201322011$5,8707$4,809
May 8, 202117$10,4001115615$8,3862$2,500
May 1, 202121$7,2001611512$3,8089$3,392
April 24, 20218$20,2009318$20,20000
April 17, 202114$6,270810211$4,01803$2,260
April 10, 202115$8,9401312914$7,9901$950
April 3, 202118$19,5131015112$16,9236$2,590
March 27, 202127$13,9421524414$4,30013$9,633.5
March 20, 202111$2,04641023$2708$1,776
March 13, 202115$3,27091096$5389$2,732
March 6, 202124$13,6171019613$10,39511$3,222
February 27, 202119$8,1051213915$4,9704$3,135
February 20, 20219$8,82091538$8,5201$300
February 13, 202112$4,852.678172,7665$2,086.6
February 6, 202118$9,7521315314$5,2224$4,530
January 30, 202118$9,449918215$8753.83$695.3
January 23, 202114$8,15081186$4,0008$4,150
January 16, 202117$6,7831313811$2,4006$4,382.9
January 9, 202122$6,8291413518$3,139.34$3,690
January 2, 20217$1,4667607$1,46600
December 26, 202018$15,9001216316$5,3001$600
December 19, 202018$9,7691411014$8,4264$1,343
December 12, 202010$7,20091009$3,3251$3,830
December 5, 202015$4,26191229$2,7806$1,481
November 28, 202019$7,7581011013$4,0036$3,755
November 14, 202014$864.11415712$289.12$575
November 7, 202013$6,33291299$2,483.54$3,849
October 31, 202010$3,995.881036$3,231.14$754.7
October 24, 20206$18,1006585$17,7091$350
October 17, 20208$351.95558$351.900
October 10, 20207$5,2293504$7353$4,494
October 3, 202014$21,42891739$17,5355$3,893
September 26, 202010$12,7708935$10,3005$2,470
September 19, 202014$8,36591016$1,0208$7,345
September 12, 20206$4,4068593$1,2703$3,136
September 5, 202011$5,19181179$4,0612$1,130
August 29, 202011$2,5319945$1,1306$1,401
August 22, 202018$6,574121407$1,93011$4,644
August 15, 202013$4,99110977$1,2166$3,775
August 8, 202012$32,092111129$30,4573$1,635
August 1, 20207$5,2878765$3,6872$1,600
July 25, 20209$18,7516677$18,4032$348
July 18, 20206$1,982.55504$1,407.52$575
July 11, 202011$565.1127510$65.11$500
July 4, 202010$8,8898989$8,7881$100.3
June 27, 20208$6,87410505$4,972.53$2,081.5
June 20, 202012$4,44491157$2,8295$1,615
June 13, 20206$3,5824372$3504$3,232
June 6, 202011$3,213.78657$4704$2,743.7
May 30, 20208$7,3357486$4,6392$2,697
May 23, 20204$432.44343$432.410
May 16, 20206$3106345$31010
May 9, 202018$5,6301612414$3,1804$2,450
May 2, 20201510,40010908$1,9007$,8,500
April 25, 20208$3,4009365$1,0003$2,450
April 18, 202019$9,50014928$185.711$9,360
April 11, 202012$6,0009405$1907$5,800
April 4, 202014$8,200116810$2,2004$6,000
March 28, 202016$6,500139610$3,7006$2,800
March 21, 202011$11,9107337$2,2504$9,960
March 14, 20207809.86346684.81125
March 7, 202016$2,500157013$6693$1,400
February 29, 202013$15,2601312811$11,7602$3,500
February 22, 202012$3,700109210$2,5602$1,130
February 15, 202016$1,250108412$354$1,222
February 8, 202018$6,0801412314$2,5954$3,485
February 1, 202021$20,9001210114$17,8607$3,060
January 25, 202013$7,430136212$6,4301$1,000
January 18, 202023$9,5801512019$6,5804$3,000
January 11, 202021$14,2001819916$1,0205$13,200
January 4, 202022$6,4001111916$3,2046$3,245
December 28, 201922$7,1501917518$6,8004$327.4
December 14, 201924$36,3002316719$9,5005$26,800
December 7, 201911$10,40011557$1,0824$9,370
November 30. 201914$2,4501212612$1,7602$692.5
November 23, 201916$1,995104111$6155$1,380
November 16, 201915$3,8201313511$2,5004$1,271
November 9, 201925$12,9001718223$12,2002$575
November 2, 201910$2,470126192,4503$22
October 26, 201912$5,560147011$3,8601$1,700
October 19, 20198$6,60081388$6,60000
October 12, 201919$4,300145516$3,8003$500
October 5, 201918$14,5001916615$11,1003$3,400
September 28, 201919$8,1001813218$7,5601$550
September 21, 201914$6,300166611$2,1603$4,170
September 14, 201915$23,800125611$21,2504$2,570
September 7, 201917$3,500159814$1,9003$1,600
August 31, 20195$8,7006505$8,70000
August 24, 201916$10,000148215$4,2501$5,750
August 16, 201910$1,6805527$6503$950
August 9, 201917$17,700156814$3,9003$13,800
August 2, 201913$5,7601210813$5,760NANA
July 27, 201911$7,30013768$6,5703$730
July 20, 201913$11,8001312511$5,3002$6,500
July 13, 201910$7757468$542.52$233
July 6, 20197$2,5009857$2,50000
June 29, 201923$8,2901515417$2,3006$5,970
June 22, 201917$10,7001013914$7,7003$3,000
June 15, 201911$13,5001416011$13,500NANA
June 8, 201913$2,870175511$1,5702$1,300
June 1, 201910$4,46011608$4,1402$315
May 25, 201917$4,360147914$3,7003$612
May 18, 201922$9,0001715016$3,4006$5,600
May 11, 201918$19,8001717715$18,3003$1,500
May 4, 201910$7,0756328$6,9002$175
April 27, 201915$3,2001411714$3,1601$40
April 20, 201913$13,50010909$12,2004$1,300
April 13, 201916$38,900149114$37,8002$1,100
April 6, 201912$6,870119410$6,7302$50
March 30, 201915$6,470128410$7,91.55$5,677
March 23, 201918$6,450149114$5,0424$1,408
March 16, 201914$10,1801211511$8,8003$1,300
March 9, 20199$1,8006498$1,3001$500
March 2, 201920$3,0331610714$1,8176$1,262
February 23, 201912$2,0408699$614.63$1,430
February 16, 201916$9,970187716$9,97000
February 9, 201914$6,4001011014$6,40000
February 2, 201918$6,740159916$5,7202$950
January 26, 201913$2,770116711$918.952$1,850
January 19, 201915$3,819167612$2,5943$1,225
January 12, 201918$7,283149215$1,6833$5,600
January 5, 201910$529125010$52900
December 22, 201817$2,570138714$9413$1,629
December 15, 201810$2,8608268$2642$2,600
December 8, 201815$1,819166512$5523$1,267
December 1, 201812$7,50010909$1,2003$6,200
November 28, 201815$4,5001110714$4,0001$500
November 19, 201818$6,137139813$2,1425$3,995
November 14, 201818$9,2001315215$8,5003$694
November 6, 201816$17,3001618314$16,3612$950
October 29, 201814$14,4001812717$13,8001$600
October 24, 201813$6,1401312611$5,1222$1,018
October 17, 201818$18,3901512514$12,2924$6,098
October 10, 201829$3,1491810420$1,6479$819
October 2, 201818$9,300116714$7,3004$2,000
September 25, 201813$7,000117510$6,0003$995
September 18, 20189$3,5707449$3,57000
September 11, 201813$5,9001013213$5,90000
September 7, 201814$5,000158611$4,0003$1,000
August 29, 201815$20,700147913$4,7002$16,000
August 20, 201810$12,40011538$11,3803$1,057
August 14, 201812$19,900121329$18,8893$1,011
August 7, 201816$68,6001110613$67,2593$1,340
July 31, 201815$15,100159511$13,0604$2,060
July 23, 201813$2,130156010$1,8043$1,100
July 17, 201814$5,37017989$4,3105$1,100
July 9, 201816$11,200157410$11,0806$862
July 3, 201813$7,00078112$6,3301$750
June 25, 201815$8,80013979$4,9706$3,930
June 18, 201813$14,20014807$2216$14,290
June 11, 201812$6,3008968$5,9104$803
June 6, 201813$14,50010888$14,1545$579
May 31, 201811$4,89010638$3,2403$1,790
May 22, 201815$20,40011639$19,8086$885
May 15, 201815$4,7001510610$3,9005$643
May 9, 201811$1,40013889$1,3002$560
May 1, 20188$14,2507887$13,4001$450
April 24, 201812$5,30066111$4,4701$800
April 17, 20189$1,80010447$2,3302$1,434
April 11, 201811$2,5008326$1,6905$809
April 3, 201815$13,400111219$12,0206$1,090
March 28, 201810$4,00010927$3,8703$215
March 19, 201817$5,800135110$5907$5,165
March 12, 201815$3,130114311$2,3604$788
March 6, 201819$5,4001311610$1,5309$4,860
February 27, 201820$6,600136914$5,5306$1,030
February 19, 201815$5,5001411110$3,9906$1,980
February 12, 201823$10,9001715712$7,11011$3,840
February 5, 201816$8,600131007$1,3309$7,800
January 30, 201811$12,60011685$7,3006$4,982
January 24, 201819$9,400151295$2,01014$7,337
January 18, 201810$6,2808492$2,1008$4,188
January 9, 201812$16,50012929$15,8903$475
January 3, 201810$2,5009478$2,3502$150
December 27, 201715$9,000151139$7,5686$1,784
December 18, 201715$13,800161649$13,0107$1,118
December 11, 201714$9,7001012612$2,9404$8,500
December 4, 20176$1,8006315$1,5101$300
November 28, 20177$3,8508764$3,2603$285
November 16, 201710$2,70010486$1,8404$856
November 8, 201715$2,380179110$1,8605$516
November 1, 201712$4,70017949$3,4004$1,300
October 23, 201715$10,500106710$9,7804$1,530
October 18, 20176$2,000373$2253$1,820
October 10, 201712$6,5701009$3,8803$3,360
October 2, 20178$3,10011193$1,6305$1,750
September 25, 20178$4,8808795$2,6605$2,070
September 18, 20179$4,7703$3006$4,470
September 12, 201711$4,4308$2,0303$2,400
September 1, 20174$1,3103$3171$1,000
August 23, 201711$13,64098$11,8403$1,800

M&A/FUNDINGS

EnCap, Double Eagle form Double Eagle IV with $1.7B of equity committed

Deal Description: EnCap Investments and the Double Eagle family of companies announced June 19 that they entered into a strategic partnership to form Double Eagle Energy Holdings IV and Tumbleweed Royalty IV. The new entities also received minority investments from Apollo Natural Resource funds, Magnetar Capital and other institutional partners. Based in Fort Worth, Double Eagle IV will primarily focus on investing in oil and gas properties in the Permian Basin and Tumbleweed IV will focus on royalty and mineral investments across the Permian Basin. Double Eagle IV was formed by the same management team that successfully led its predecessor companies, with John Sellers and Cody Campbell continuing to serve as co-CEOs. Double Eagle claims it has been one of the largest independent acquirers of oil and gas leasehold interests across Texas, the Rockies and the Mid-Continent.

EnCap’s Outside Counsel: Vinson & Elkins with an all-Texas team led by partner Matt Strock and senior associate Michael Marek, with assistance from associates David Lassetter, Houston Morgan and Drew Clements. Also advising were partner John Lynch (tax); partner Bryan Loocke and senior associate Cesar Leyva (energy transactions/projects); and partner David D’Alessandro and associate Mary Daniel Morgan (executive compensation/benefits).

Double Eagle’s Outside Counsel: Akin Gump Strauss Hauer & Field led by partner Wes Williams with support from counsel Mary Lovely and associate Michael Daus in Houston; and tax support from Dallas partner Julia Pashin. Cole Bredthauer, energy transactions partner in Fort Worth, also provided assistance.

Magnetar’s Outside Counsel: Kirkland & Ellis led by corporate partner Bill Benitez and associate Jack Chadderdon, tax partner Mark Dundon and capital markets partner Matt Pacey, all of Houston

ProFrac acquires U.S. Well Services, two sand mines from Signal Peak for $183M

Deal Description: ProFrac Holding Corp. announced June 22 that it reached an agreement to acquire U.S. Well Services Inc. in a stock-for-stock transaction valued at $93 million. ProFrac also announced June 21 it paid $90 million for two units of Signal Peak Silica that own sand mines in West Texas. ProFrac will exchange 0.0561 shares of ProFrac Class A common stock for each share of USWS Class A common stock.  The acquisition is expected to be completed in the fourth quarter if the deal clears USWS stockholders. The parties claim that the combination creates a market leader in next generation frac solutions and a combined company with an expected 44 active fleets by the end of 2022. Crestview Advisors is the largest stockholder of U.S. Well Services.

U.S. Well Services Special Committee’s Financial Advisor: Piper Sandler & Co. led by Sanjiv Shah in Houston

U.S. Well Services Special Committee’s Outside Counsel: Paul Hastings led by a partner Steve Camahort in San Francisco

U.S. Well Services’ Outside Counsel: Porter Hedges led by Houston partner Corey Brown with assistance from corporate partners Adam Nalley, James Cowen and Nick Nicholas, corporate associate Megan Luh, benefits counsel Beverly Young, tax partners Craig Bergez, James Reardon and Mandy Diaz, finance partners Joyce Soliman and Janine Lundin and finance associate Samuel Schauer.

ProFrac Special Committee’s Financial Advisor: Jefferies led by Dan Anderson in Houston

ProFrac Special Committee’s Outside Counsel: Kirkland & Ellis led by Texas corporate partners Doug Bacon, Debbie Yee and Emily Lichtenheld; debt finance partner Andy Veit; tax partners Mark Dundon and Bill Dong; and executive compensation partners Stephen Jacobson and Jared Whalen.

ProFrac’s Outside Counsel: Brown Rudnick (legal advisor) and Lowenstein Sandler (merger clearance counsel)

Crestview’s Outside Counsel: Vinson & Elkins led by Texas partners Crosby Scofield and Steve Gill and senior associates Todd Hartis and David Bumgardner with assistance from associate Phil Greenfield. Also advising were partners Lina Dimachkieh and Wendy Salinas (tax); and partner Guy Gribov, senior associate Alex Cross and associate Jyra Bickham (finance)

ProFrac’s Financial Advisor on Sand Mines: Piper Sandler & Co. led by Sanjiv Shah in Houston

ProFrac’s Outside Counsel on Sand Mines: Winston & Strawn led by Charlie Haag, David Lange and Andrew Betaque in Dallas

Signal Peak Silica’s Financial Advisor: Evercore led by Rob Pacha in Houston

Signal Peak Silica’s Outside Counsel: Houston partners Duston McFaul and Atman Shukla of Sidley Austin advised the owners of Signal Peak, London’s Orchard Global Asset Management.

OneWater Marine agrees to buy Ocean Bio-Chem for $125M

Deal Description: OneWater Marine Inc. announced June 22 it agreed to buy Ocean Bio-Chem Inc. for $13.08 per share in an all-cash transaction valued at about $125 million. As part of the transaction, OneWater will also acquire OBCI’s affiliate, Star Brite Europe Inc. Upon closing, OBCI and Star Brite Europe will be integrated into T-H Marine Supplies, OneWater’s subsidiary and platform for parts and accessories businesses. OBCI makes, markets and distributes products under Star brite, Star Tron, Odor Star, Performacide and other brand names. OBCI also provides private label production, blending and packaging for many of its products. Ocean Bio-Chem’s headquarters are in Ft. Lauderdale, Fla., with a manufacturing plant in Montgomery, Ala., shipping products globally. OneWater will finance the transaction with an extension of its term loan facility led by Truist Bank and has received a commitment letter to be executed following the transaction closing.

Expected Closing: OneWater’s fiscal fourth quarter, which ends Sept. 30, if it clears regulators

OneWater’s Outside Counsel: Butler Snow, including Bo Harwell in Jackson, Miss., and Vinson & Elkins led by partners Steve Gill and Katherine Frank and senior associate David Bumgardner with assistance from senior associate Lucy Liu and associates Anne Jensen and Judy Park

OBCI Special Committee’s Financial Advisor: Houlihan Lokey led by Youmna Salameh in New York

OBCI’s Outside Counsel: Morgan, Lewis & Bockius led by Philadelphia partner Justin Chairman 

Avfuel invests in Alder Fuels

Deal Description: Avfuel Corp. announced June 16 a multimillion-dollar investment in Alder Fuels, a clean tech company which claims to have developed first-of-its-kind technologies for producing sustainable aviation fuel at scale. Avfuel is making the investment through unit Avfuel Technology Initiatives Corp. Alder Fuels converts biomass, such as regenerative grasses and forest and agricultural residues, into low-carbon crude oil that replaces fossil crude in refineries producing aviation fuel. As part of the agreement, Avfuel will purchase 1 billion gallons of sustainable aviation fuel, or SAF, over a 20-year period and use it to supply business and commercial aviation globally. Before founding Alder, CEO Bryan Sherbacow built the world’s first SAF refinery in collaboration with Honeywell and United Airlines in Paramount, Calif.  

Alder’s Outside Counsel: Latham & Watkins with a corporate deal team led by partners Jim Morrone in San Francisco and Justin Stolte and Jonathan Castelan in Houston with assistance from associates Ajay Sundar, Billy Wu and Sam Bentley

Ironspring Ventures Leads $9M Series Seed Financing of ProKeep

Deal Description: Ironspring Ventures on June 2 led the $9 million seed financing round of ProKeep, an end-to-end communication and commerce platform for the distributor market based in New Orleans. ProKeep, which claims to streamline ordering, deliveries and pickups in its all-in-one platform, will use its new capital to accelerate its marketing and sales efforts, expand its partnership channels and enter into additional industries. ProKeep has more than 1,000 distributors.

Ironspring‘s Outside Counsel: Gunderson led by partner Wesley Watts in Austin and including senior corporate associate Luke Thomas and senior tech/IP associate Ben Cukerbaum

Ara Partners buys Genera Energy

Deal Description: Ara Partners, a private equity firm that specializes in industrial decarbonization investments, announced June 22 it acquired Genera Energy Inc., a manufacturer of non-wood agricultural pulp and molded fiber products. Terms were not disclosed. Genera’s previous owners – WindSail Capital Group, Coppermine Capital and Stairway Capital – will keep a minority interest in the company. Genera claims its Vonore, Tenn., production facility is the largest vertically integrated non-wood agricultural pulp and molded fiber manufacturing facility operating in North America. Ara and Genera will expand the company’s production footprint across the U.S. to address the growing demand for domestically sourced sustainable packaging. Ara’s investment proceeds will be used to develop more facilities as well as to expand molded fiber production capacity in Vonore, enabling production of 5 million sustainable take-out containers, plates, bowls and other food and consumer packaging products.

Ara’s Financial Advisors: England & Co. and FocalPoint Partners, a B. Riley Financial company

Ara’s Outside Counsel: White & Case’s M&A team in Houston led by partner Steven Tredennick and including partner Morgan Hollins and associates Alexandra Lippert, Kabir Phaguda, Anıl Tanyıldız, Yasin Khan, Sadi Moradi and Philip Reyneke. The other Houston team members included partner Chad McCormick and associate Neil Clausen (both tax); partner Charles Koster (financial restructuring and insolvency); and partner Taylor Pullins (environment and climate change).

Genera’s Investment Banker: Jefferies

Genera’s Outside Counsel: Paul Hastings led by partners Matt Murphy, Brian Richards and Kelly Padgett in Chicago and Jeffrey Goldfarb in New York

Flash acquires Ballparc

Deal Description: Flash announced June 22 the acquisition of Ballparc, a developer of event parking revenue control and enforcement systems. Terms were not disclosed. Flash said the deal reinforces its commitment to bringing parking asset owners and operators the tools to transform isolated parking assets into connected mobility hubs. Flash powers more than 10,000 customer locations across all major U.S. cities and Canada, processing 15 million parkers per month and $1.5 billion in annual transactions. Ballparc is in 38 states and two Canadian provinces, including the KFC Yum! Center in Louisville and Highmark Stadium in Buffalo.

Flash’s Outside Counsel: Vinson & Elkins with an all-Texas team led by partner Michael Gibson with assistance from senior associate Austin White and associate Christina Wu. Also advising were counsel Allyson Seger and associate Dan Henderson (tax); partner Shane Tucker and associate Keira Kuntz (executive compensation/benefits); and counsel Rajesh Patel and associate Marcus Martinez (technology transactions/IP).

UPS acquires Plano-based Delivery Solutions

Deal Description: Plano-based same-day parcel service Delivery Solutions was picked up by United Parcel Service for undisclosed terms. UPS said May 31 that the target’s technology helps merchants offer their customers more flexibility and online purchasing. Founded by Arshaad Mirza and Manil Uppal five years ago, Delivery Solutions continues to operate with its current leadership and will be run independently and under the same name.

Delivery Solutions’ Outside Counsel: Gunderson led by corporate partner Wes Watts and senior corporate associate Luke Thomas in Austin. The team included corporate associates Monica Dion and Emma Anderson and senior tech/IP associate Ben Cukerbaum.

CAPITAL MARKETS/FINANCINGS

Healthcare Trust begins $1.15B exchange offer for Healthcare Realty notes

Deal Description: Healthcare Trust of America announced June 14 an exchange offer of debt and senior notes of Healthcare Realty Trust Inc. worth $1.15 billion in anticipation of their pending merger. The combination is expected to be completed by July 20.

Dealer Manager: Wells Fargo Securities

Exchange and Information Agent: D.F. King & Co.

Healthcare Realty’s Outside Counsel: Hunton Andrews Kurth led in part by partner James V. Davidson in Houston

Wells Fargo’s Outside Counsel: Alston & Bird led by partner Mike Kessler in New York

Targa Resources prices $1.25B offering of senior notes

Deal Description: Targa Resources Corp. announced June 22 the pricing of an underwritten public offering of $750 million of its 5.2 percent senior notes due 2027 and $500 million of its 6.250 percent senior notes due 2052 at a price to the public of 99.849% and 99.773% of their face value, respectively. The company expects to use the net proceeds to fund a portion of its previously announced acquisition of all of the outstanding interests in Lucid Energy Delaware for $3.55 billion in cash. Targa expects the acquisition to close in the third quarter if it clears regulators. The closing of the offering isn’t contingent on the closing of the acquisition. If the company doesn’t complete the acquisition, it expects to use the net proceeds for general corporate purposes, which may include, among other things, repayment of indebtedness, capital expenditures, additions to working capital, investments in its subsidiaries and other acquisitions.

Expected Closing of the Offering: July 7

Targa’s Outside Counsel: Vinson & Elkins led by partners Thomas Zentner in Austin/Houston, David Stone in Houston and senior associate Stancell Haigwood in New York with assistance from partner Benji Barron and associates Nate Richards, John Frey and Charlie Fitzpatrick. Also advising were senior associate Caitlin Snelson and associate Taylor Daily (finance); partners Jim Meyer and Ryan Carney and associates Brian Russell and Adam Bateman (tax); and counsel Larry Pechacek (environmental).

Callon Petroleum prices $600M offering of unsecured notes

Deal Description: Callon Petroleum Co. announced June 6 that it priced $600 million aggregate principal amount of its 7.500 percent senior unsecured notes due 2030 in a private offering that is exempt from registration under the Securities Act of 1933, as amended. On June 9, Callon delivered a redemption notice with respect to all $460.2 million of its outstanding 6.125 percent senior notes due 2024 and all $319.7 million of its outstanding 9 percent second lien senior secured notes due 2025. The net proceeds from the offering, along with borrowings under the senior secured revolving credit facility, are expected to be used to redeem all of the 2024 notes and all of the second lien notes. Both notes will be redeemable on July 9 and redemptions will settle on July 11.

Expected Closing: June 24

Callon’s Outside Counsel: Kirkland & Ellis led by Texas capital markets partners Sean Wheeler, Michael Rigdon and Atma Kabad and associates Erin Eberle, Hunter Richey and Rizwan Popatia with assistance from debt finance partners Mary Kogut and Jordan Roberts, tax partners David Wheat, Bill Dong and associate Nicole Martin and environmental partner James Dolphin

Cleco Power closes $425M in utility securitization bonds

Deal Description: On June 22, Cleco Securitization I, a wholly owned unit of Cleco Power, closed its offering and sale of $425 million of its Series 2022-A Senior Secured Storm Recovery Bonds. The bonds were issued due to a financing order issued by the Louisiana Public Service Commission under the Louisiana Electric Utility Storm Recovery Securitization Act. They are secured by storm recovery property, which includes the right to a special, irrevocable non-bypassable charge, known as the “storm recovery charge,” paid by all existing and future LPSC jurisdictional customers of Cleco Power. The net proceeds will be paid to Cleco Power by the Issuer, who will use the net proceeds to fund a restricted storm recovery reserve and to reimburse Cleco Power for the storm recovery costs previously expended by Cleco Power in connection with Hurricanes Laura, Delta, Zeta and Ida and Winter Storms Uri and Viola.

Representatives of the Underwriters: J.P. Morgan Securities and Credit Agricole Securities (USA) Inc.

Cleco Power’s Outside Counsel: Baker Botts including Tim Taylor (partner, Houston); Clint Rancher (partner, Houston); William Stutts (senior counsel, Austin); Jamie Yarbrough (senior associate, Houston); Michael Mazidi (associate, Houston); and Austin Lee (associate, Houston)

Ormat closes upsized $375M green convertible senior notes offering

Deal Description: Ormat Technologies Inc., which claims to be the only vertically integrated company engaged in geothermal and recovered energy generation, announced it priced its upsized $375 million offering of 2.50 percent green convertible senior notes due 2027. Ormat intends to allocate an amount equivalent to the net proceeds from the offering to finance and/or refinance, in whole or in part, one or more eligible green projects in accordance with its green finance framework. Ormat concurrently issued capped call transactions designed to reduce the potential dilution to its common stock upon any conversion of the notes and/or offset any cash payments it’s required to make in excess of the principal amount of converted notes.

Expected Closing: June 27

Ormat’s Outside Counsel: White & Case led out of Houston by partners Colin Diamond, A.J. Ericksen and Laura Katherine Mann with Edward So in New York. They were supported in part by partner Taylor Pullins (environment and climate change), associates Rachel Collier, Bryson Manning and Steven Amrein (capital markets) and RJ Colwell (energy regulatory), all of Houston.

U.S. Physical Therapy closes a new $325M credit facility

Deal Description: Publicly traded U.S. Physical Therapy Inc., a national operator of outpatient physical therapy clinics and provider of industrial injury prevention services, announced June 20 it closed a $325 million, five-year credit facility that includes a $150 million term loan and a $175 million revolver. The credit facility was upsized from its $300 million launch amount. This is an increase and extension of its previous $150 million credit facility. USPH also announced that it entered into an interest rate swap agreement with respect to $150 million of the debt under the new credit facility. Founded in 1990, U.S. Physical Therapy operates 608 outpatient physical therapy clinics in 38 states.

Arranger: BofA Securities Inc. and Regions Capital Markets, a division of Regions Bank

Bookrunner: BofA Securities Inc.

Administrative Agent: Bank of America

U.S. Physical Therapy’s Outside Counsel: Porter Hedges led by Jason Lloyd and Kevin Poli with assistance from Geoff Schultz, Cortnee Sabio and Sam Schauer

ADDENDUM

Cheniere Energy Inc. announced last week that it made a positive financial investment decision with respect to the 10 million ton-per-year LNG Corpus Christi Stage 3 Liquefaction Project and issued full notice to proceed to Bechtel Energy Inc. to continue construction. CCL Stage 3 began earlier this year under limited notice to proceed. The project is only the second FID of a liquefaction facility in the U.S. since August 2019.  In addition to the EPC work, King & Spalding represented Cheniere in connection with LNG sale and purchase agreements and other commercial arrangements underpinning the financing of the Stage 3 project. The Houston team member included Scott Greer, Rob Garner, Jill McWhirter, David Lang, Kim Cagle, Silvia Martin, Fernando Langa, Sean Sheehy and Erin Mendez.

Claire Poole

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

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