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The Texas Lawbook

Free Speech, Due Process and Trial by Jury

  • Appellate
  • Bankruptcy
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  • Corp. Deal Tracker/M&A
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CDT Roundup: 15 Deals, 10 Firms, 126 Lawyers, $20B

September 13, 2022 Claire Poole

Four sizable energy deals last week in which Texas lawyers were involved? What’s going on?

After Labor Day, there are typically a lot of deal announcements across all sectors (note the bank and consumer products transactions below), making the third quarter a solid one in terms of M&A volume.

But according to PwC, energy, utilities and resources could see robust M&A activity in the near to medium term due to capital availability, energy transition, supply chain security and value.

“Uncertainty has given [energy] dealmakers good reason to draw breath, but this won’t be for long as climate and supply chain imperatives—plus the desire to pursue value opportunities—will quickly have them back at the table,” said Wim Blom, PwC’s global energy, utilities and resources deal leader.

Williams Cos. Inc., for one, seems to be chasing value, buying NorTex Midstream from Tailwater Capital for $423 million. As per TPH’s Colton Bean, the transaction screens attractive on both an EBITDA multiple as well as an implied unit price when compared with Plains All American’s last divestiture, with the potential for multiple compression down the road should capacity get re-contracted at higher rates.  

“Overall, we don’t expect this announcement to be a major needle-mover for the equity, but rather another tangible example of WMB [Williams] opportunistically re-deploying cash flow to expand its natural gas value chain at an attractive price,” Bean said in a note.

EQT was also thought to be acquiring on favorable terms the Appalachian upstream and midstream assets held by Quantum-backed Tug Hill and XcL Midstream for $5.2 billion. According to EQT, the purchase price represented a 20 percent discount to PDP reserves, midstream assets and wells in progress.

The deal’s price tag was half in cash and half in stock, so Quantum can take part in any upside in EQT’s shares. There’s no lockup on the stock, however, although Quantum’s Wil VanLoh will be joining EQT’s board, TPH’s Jeoffrey Lambujon notes in a report. “We like the deal at first blush given EQT’s position as the most fitting buyer (ops next door),” Lambujon wrote.

Then there was Sitio Royalties Corp.’s merger of equals with Brigham Minerals, which provided size and scale that should allow the company to continue to consolidate in the mineral space, according to Piper Jaffray senior research analyst Mark Lear.

“STR [Sitio] continues to aggressively consolidate, announcing four deals since its announced combination with Falcon Minerals in 1Q22, and is expected to remain aggressive given little competition to consolidate what remains a fragmented segment in energy,” Lear wrote in a note.

Finally, there was EIG acquiring a quarter of Repsol Upstream for $4.8 billion, which will help the Spanish oil giant meet its energy transition goals.

“This pioneering agreement allows us to maintain the strategic direction of the upstream unit and, at the same time, to boost the transformation of the company and its multi-energy profile to achieve zero net emissions by 2050,” Repsol CEO Josu Jon Imaz said in the release.

For the week ending Sept. 10, there were 15 deals reported to the CDT Roundup worth $19.4 billion, a far cry above last week’s nine for $2.3 billion, but in sync with the same week last year with 17 deals worth nearly $11 billion.

Not bad for a week shortened by the Labor Day holiday.

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 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

EQT buys assets held by Quantum-backed Tug Hill, XcL Midstream for $5.2B

Deal Description: Pittsburgh-based EQT Corp. announced Sept. 6 the $5.2 billion acquisition of Appalachian upstream and midstream assets held by Tug Hill and XcL Midstream, both backed by Houston’s Quantum Energy Partners. A Texas team from Kirkland & Ellis advised EQT while Vinson & Elkins assisted the Quantum entities. For more on the story, click here.

Brigham Minerals in $4.8B stock merger with Sitio

Deal Description: Sitio Royalties Corp. and Brigham Minerals Inc. announced Sept. 6 that they would combine in an all-stock merger valued at $4.8 billion. Texas lawyers from Vinson & Elkins advised their longtime client Brigham. For additional information on this merger, click here.

EIG acquires quarter of Repsol Upstream for $4.8B

Deal Description: Energy and infrastructure investor EIG announced Sept. 7 that it entered into a definitive agreement with Repsol SA to acquire a 25 percent stake in Repsol Upstream, a newly-formed global exploration and production company made up of Repsol’s entire global upstream oil and gas business. The partnership delivers upfront capital to Repsol to increase its investment in the energy transition. A newly formed unit of EIG, Breakwater Energy, will acquire the stake in Repsol Upstream for $4.8 billion including debt, with Repsol holding the remaining 75 percent, indicating an enterprise value of $19 billion. Repsol Upstream is a gas-weighted global E&P company that will own and operate Repsol’s globally diversified portfolio of upstream assets delivering cash flow around operations around key regional hubs with a focus on the U.S. Repsol Upstream is forecast to produce 590,000 barrels of oil equivalent per day for the second half of 2022 and has proved and probable reserves of 2.3 billion barrels equivalent as at Dec. 31, 2021, about 70 percent of which is gas. Repsol Upstream also holds contingent resources of 3.8 billion barrels equivalent.

Expected closing: In six months

EIG’s Financial Advisors: Goldman Sachs (Skaaren Cosse and Evan Green) and J.P. Morgan

EIG’s Financing Advisors: Goldman Sachs, J.P. Morgan and Lazard

Repsol’s Financial Advisor: PJT Partners

EIG’s Outside Counsel: Latham & Watkins led by London corporate partners Sam Newhouse and Simon Tysoe and London associate George Venables

Goldman’s Outside Counsel: Gibson Dunn was led by partner Hillary Holmes and including partners Selina Sagayam, Hugo Hernández-Mancha and A.J. Frey, of counsel Marie Kwon and associates Malakeh Hijazi and Iris Hill Crabtree.

Texas Capital Bank sheds insurance premium finance unit to Truist for $3.4B

Deal Description: Dallas-based Texas Capital Bancshares Inc. announced Sept. 6 that it agreed to sell BankDirect Capital Finance, its insurance premium finance subsidiary, to AFCO Credit Corp., an indirect wholly-owned unit of Truist Financial Corp., for $3.4 billion in cash. For details about the divestiture, including the in-house lawyer at Texas Capital who handled the deal, click here.

Church & Dwight to acquire Hero Mighty Patch brand for $630M

Deal Description: Church & Dwight Co. Inc. announced Sept. 6 it signed a definitive agreement to acquire the Hero Mighty Patch brand and other acne treatment products for $630 million. The price consists of cash and Church & Dwight restricted stock. Mighty Patch is the number-two brand in the acne category in the U.S. and the number-one patch brand in acne. Hero’s net sales for the trailing 12 months through June 30 approximated $115 million and EBITDA for the same period was $45 million, a 40 percent margin. Church & Dwight expects to expand Mighty Patch’s limited distribution by leveraging its U.S. retailer relationships and international footprint. The acne patch is the fastest growing treatment form in acne and the products are only marketed in the U.S., Church & Dwight said. Mighty Patch adds to Church & Dwight’s hair and skin portfolio, which includes Nair, Batiste, Viviscal, Flawless and Toppik.

Expected Closing: Q4 2022

Hero’s Outside Counsel: Sidley co-led by partners David Grinberg in Century City and Katy Lukaszewski in Houston. Other Texas lawyers on the 33-member deal team included Ashley Moulder, Kevin Hess, Mark Metts and Heather Palmer. 

Tailwater sells NorTex to Williams for $423M

Deal Description: Tailwater Capital announced Sept. 8 that it agreed to sell NorTex Midstream to Williams Field Services Group, a unit of the Williams Cos. Inc., for $423 million. Tailwater acquired NorTex in February 2021, shortly after Winter Storm Uri hit Texas. As one of the only operational natural gas storage facilities supplying the North Texas region during the storm, NorTex delivered more than 5 billion cubic feet of natural gas to its customers and provided enough natural gas to heat and power 380,000 homes, saving customers $800 million or the equivalent of $2,100 per household. The company operates the largest portfolio of non-utility gas storage facilities in North Texas and has expanded its natural gas deliverability capabilities over the last 18 months. Since partnering with Tailwater, NorTex has also improved the reliability of the North Texas power grid by executing agreements to directly connect and supply natural gas to some of the area’s largest power plants. NorTex’s asset base includes 83 miles of natural gas transportation pipelines and the Tolar Hub, the largest natural gas hub in North Texas.

Tailwater/NorTex’s Outside Counsel: Kirkland & Ellis led by Houston corporate partners Kevin Crews and John Furlow and associates Jacqueline Scioli and Hunter Richey; debt finance partner Lucas Spivey and associates Purun Cheong and Chris Gambini; tax partner David Wheat and associate David Gilbert; energy regulatory partners Brooksany Barrowes and Drew Stuyvenberg; technology & IP transactions partner Jeff Norman; employee benefits partner Maureen O’Brien and associate Nathan Linger; labor & employment partner R.D. Kohut and associates Alexander Flynn-Tabloff and Paul Vasiloff; executive compensation partner Stephen Jacobson and associate Katherine Nemeth; environmental transactions partner Jon Kidwell; and antitrust partner Carla Hine.   

Williams’ Outside Counsel: Davis Polk & Wardwell, including Oliver Smith and Shanu Bajaj in New York

Tailwater/NorTex’s Financial Advisor: Wells Fargo Securities (Nick Horodinca in Houston)

Williams’ Financial Advisor: BofA Securities (Michael Cannon in Houston)

Notes: Kirkland’s Crews and Furlow helped Tailwater acquire NorTex in March of last year from Castleton Commodities.

Brigham Minerals buys Midland Basin assets from Avant for $132.5M

Deal Description: Alston & Bird said Sept. 8 it represented Brigham Minerals Inc. on its Aug. 22 agreement to acquire mineral and royalty interests in the Midland Basin from royalty funds managed by Avant Natural Resources and its affiliates for about $132.5 million in cash.

From Alston: Led by Fort Worth counsel Gaye Lentz and including senior associate Danny Reach in Charlotte and associate Maddie Wolf in Dallas

Fulcrum invests $13M in Olio Health

Deal Description: Fulcrum Equity Partners, an Atlanta-based growth equity firm, invests $13 million in Olio Health, a workflow and collaboration platform for the post-acute care and population health industry.

Fulcrum’s Outside Counsel: McGuireWoods led by Dallas partner Jeff Brooker with support by Dallas associates Brian Robertson and Josh Powers

LoudCloud attracts $5M from investors

Deal Description: LoudCrowd Inc., led by co-founder and CEO Gary Garofalo and co-founder Justin Papermaster, has raised a $5 million series A to expand its engineering team and advance its products, according to the Austin Business Journal. The funding was led by Santa Monica, Calif.-based Mucker Capital as well as Austin-based LiveOak Venture Partners and San Antonio-based Active Capital. Mucker Capital partner Omar Hamouii will join LoudCrowd’s board. Started in 2019, the company has a platform that automates relationships between brand ambassadors and advocates. It previously raised a $3.7 million seed round.

LoudCloud’s Outside Counsel: Kastner Gravelle partner Ryan Gravelle

Mucker’s Outside Counsel: Cooley out of San Francisco

DCG acquired Corporate Communications Group

Deal Description: Seattle-based marketing services company DCG ONE announced Sept. 1 that it acquired Corporate Communications Group of Upper Marlboro, Md. Terms weren’t disclosed. The deal increases DCG’s presence in the marketing industry and improves its high-volume direct mail, data and fulfillment capabilities. DCG is backed by Dallas-based private equity firm Clavis Capital. With roots in print production, DCG has expanded in recent years in retail packaging and POS signage, branded merchandise, embedded technology solutions, customer experience, loyalty and acquisition marketing. Its digital and brand agency division has provided its clients with a solution to marketing challenges, from concept to final execution.

DCG’s Outside Counsel: Foley led by partner Chris Converse in Dallas

Notes: Foley’s Converse represented Clavis on its acquisition of DCG in 2020.

Delfin Midstream, Devon Energy enter into LNG export partnership

Deal Description: Delfin Midstream Inc. and Devon Energy Corp. announced Sept. 5 that they have entered into a liquefied natural gas export partnership that includes a long-term liquefaction capacity and a pre-financial investment decision strategic investment by Devon in Delfin. Terms weren’t disclosed. The agreement provides the framework for finalizing a definitive long-term tolling agreement representing 1 million tons per annum of liquefaction capacity in Delfin’s first floating LNG vessel, with the ability to add an additional 1 MTPA in Delfin’s first or a future floating LNG vessel. In addition to providing Devon up to 2 MTPA of total liquefaction capacity on a long-term basis, the deal also provides opportunity for additional equity investments in Delfin by Devon. Following its announcement of a binding agreements with Vitol and Centrica, the deal represents Delfin’s third major agreement in the past two months. Delfin is also in advanced discussions on additional binding agreements. Delfin is set to make a final investment decision on its first floating LNG vessel by year-end.

Delfin’s Outside Counsel: Latham & Watkins including Chris Peponis

Devon’s Outside Legal: Kirkland & Ellis led by corporate partners Kevin Crews and Tony Johnston, project finance partner Kelann Stirling and energy regulatory partner Marcia Hook; with assistance from tax partner David Wheat; environmental partner Jonathan Kidwell; corporate associates Jessica Berkowitz and Tori Newton; energy regulatory associate Cassidy Hall; and environmental associate Courtney Tibbetts.

Notes: Latham’s Peponis represented Vitol on a liquefied natural gas sale and purchase agreement with Delfin.

Tecum announces investment in Keystone Foam

Deal Description: Tecum Capital announced Sept. 7 its investment in Keystone Foam PA, formerly known as Keystone Foam Corp., a fabricator of custom foam products for various end markets. Terms weren’t disclosed. The investment represents Tecum’s seventh platform investment out of its new $305 million fund, Tecum Capital Partners III. Tecum and Valley Ridge Investment Partners led the acquisition of Keystone in partnership with Centerfield Capital Partners and Petra Capital Partners, acquiring a stake in the company to augment the Quinn Family in pursuing strategic growth opportunities. Keystone’s CEO Brian Quinn and COO Gerald “Jeep” Quinn Jr. will continue to run the company, which was founded in 1983 and headquartered in Derry, PA.

Valley Ridge’s Outside Counsel: McGuireWoods led by partners Stu Rasley in Dallas and Tom Zahn in Pittsburgh with support from associates Caroline Kraich in Charlotte, Ben Dauber in Pittsburgh and Erin Zorn in Charlotte

Trivest, LP First Capital form OpenRoad

Deal Description: Miami-based Trivest Partners and Austin-based LP First Capital announced Sept. 6 the formation of OpenRoad, a family of brands within the collision repair industry. Terms weren’t disclosed. The announcement comes in combination with the acquisitions of four collision repair centers including Car Crafters in Albuquerque, NM, Drury and Moss Body Shop in Amarillo, 1st Choice Collision in Houston and Helotes Collision in Helotes, Texas. Combined, OpenRoad now operates 12 collision repair centers located across the Southwest. OpenRoad’s initial investment was Car Crafters, the largest independent collision repair center in New Mexico with five locations. It is led by industry veterans Jim and Sean Guthrie, who will remain with the shop. Since its founding in 1981, Trivest has completed 400 investments totaling $7 billion in value. The firm has roughly $4 billion in assets under management.

OpenRoad/LP First Capital’s Outside Counsel: McGuireWoods led by partners Jeff Brooker in Dallas and Berkeley Horne in Richmond with support by Dallas associate David Krieghbaum

CAPITAL MARKETS/FINANCINGS

PureWest closes a $365M asset-backed securitization

Deal Description: PureWest Energy, the leading natural gas producer in Wyoming, closed Aug. 16 a $365 million asset-backed securitization. The offering was made up of $210 million of 144A Class A1 Notes and $155 million of Class A2 Notes offered and sold as a 4(a)(2) private placement. PureWest is a private energy company focused on developing its long-life gas reserves in Wyoming’s Green River Basin, where the company controls more than 114,000 net acres in and around the Pinedale and Jonah Fields.  

PureWest’s Outside Counsel: Porter Hedges led by Jeremy Mouton and David Mann with support from James Cowen and Nick Moore.

Notes: This is the second upstream energy securitization PureWest has completed in the last year with Porter Hedges as oil and gas counsel. The securitization follows PureWest’s initial $600 million securitization in November 2021, with the assets collateralized representing the company’s retained interest in the same 1,800 wells included in the initial securitized financing.

HighPeak closes $85M private placement

Deal Description: HighPeak Energy Inc. announced Sept. 6 that it closed an $85 million private placement of 3.9 million newly issued shares of the company’s common stock at a price per share of $21.61. The price was determined by the 5-day volume weighted average closing price for the five days immediately prior to Aug. 22. The initial private placement closing occurred on Aug. 22 with multiple subsequent closings through Sept. 2. The company intends to use the proceeds for general corporate purposes. Purchasers, among others, included CEO Jack Hightower (462,749 shares), additional members of the company’s management (220,969 shares) and the John Paul DeJoria Family Trust (2.3 million shares). Hightower said the private placement capital raise improves the company’s balance sheet, lowers leverage and enhances its liquidity.

HighPeak’s Outside Counsel: Vinson & Elkins led by partner Sarah Morgan, senior associate Jackson O’Maley and associate Ximena Kuri with assistance from associates Taylor Kim and Brandon Brunet. Also advising were partner Shane Tucker and associate Maddison Riddick (executive compensation/benefits); and partners John Lynch and Wendy Salinas, senior associate Megan James and associate Jeff Slusher (tax).

OTHER MATTERS

OCI builds $450M hydrogen-based blue ammonia facility in Texas

Deal Description: OCI NV announced Sept. 8 it will start construction of a 1.1 million ton per annum blue ammonia project in Beaumont, Texas, based on KBR technology. The passage of the U.S. Inflation Reduction Act and the enhanced 45Q credits in the act strengthened the attractiveness of the project, OCI said. The U.S. Gulf allows the facility to serve both the U.S. market and export clean ammonia as a hydrogen carrier to deficit markets around the world, such as Europe and Asia, and provides for expected demand from new applications including power and shipping fuels, OCI continued. The blue ammonia will be delivered to customers using zero carbon ammonia-fueled engine ships, leveraging OCI’s global infrastructure, OCI said. Production is targeted for Q1 2025 and capital expenditure is expected to be up to $450 million.

OCI Clean Ammonia’s Outside Counsel: Vinson & Elkins led by partners Andrew Nealon, Alan Alexander and Kaam Sahely and associate Louise Fischel-Bock. Other key team members include senior associate Stephanie Coco, associates Zach Parker and Alistair Wishart and trainee solicitor Alex Lee (energy transactions/projects); partners Natan Levya, Todd Way, Peita Menon and senior associates Curt Wimberly and Paul Harrington (tax); partner Dave Johnson (litigation), and counsel Rajesh Patel (technology transactions/IP).

Claire Poole

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

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