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The Texas Lawbook

Free Speech, Due Process and Trial by Jury

  • Appellate
  • Bankruptcy
  • Commercial Litigation
  • Corp. Deal Tracker/M&A
  • GCs/Corp. Legal Depts.
  • Firm Management
  • White-Collar/Regulatory
  • Pro Bono/Public Service/D&I

CDT Roundup: 17 Deals, 12 Firms, 123 Lawyers, $7.6B

June 14, 2022 Claire Poole

Among the highlights of last week’s dealmaking activity was a pair of Williston Basin oil and gas asset purchases, first by Northern Oil and Gas Inc. and then by Devon Energy Corp. Kirkland was involved in both of them (Vinson & Elkins counseled Devon).

Why the Williston? On the face of it, oil is more attractive now at $120 a barrel and it’s easy to do business in petroleum-friendly North Dakota.

Andrew Dittmar, an analyst at Enverus, goes deeper. “I think the Williston is seeing a renaissance in M&A because buyers are hunting for assets that have strong existing production to capitalize immediately on current high prices and generate cash to return to shareholders,” he says. “As perhaps the most mature of the major oil shale plays, Williston assets tend to meet that need as being well developed.”

The basin also has had a strong roster of willing sellers, primarily from private companies that had previously invested in the play and are willing to sell at prices that are attractive to public buyers, he says. And while the list of acquisition targets is dwindling in the Williston, “I think we will still have more activity there before the year is out,” he predicts.

There were 17 deals for the week that amounted to $7.6 billion. That dollar value was up from the previous week’s total and down from the same period last year. Twelve firms and 123 Texas lawyers were involved in the action, which included 10 M&A/funding deals worth $2.3 billion and 7 capital markets/financing deals worth $5.3 billion.

Weekly Corporate Deal Tracker Roundup Stats

A compilation of weekly stats from The Lawbook's CDT Weekly Roundup
(Deal Values in Millions)

Week EndingDeal CountAmountFirmsLawyersM&A CountM&A Value $MCapM CountCapM Value $M
March 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

RimRock sells Williston Basin properties to Devon for $865M

Deal Description: RimRock Oil & Gas announced June 8 the sale of its leasehold interest and related assets in North Dakota’s Williston Basin to Devon Energy Corp. for $865 million in cash. RimRock is backed by Warburg Pincus, which invested $500 million in 2016. It acquired the bulk of its acreage in a $500 million acquisition from Whiting Petroleum in 2017. RimRock operates nearly 200 wells, including 64 drilled wells and over 130 acquired operating wells. The company has 38,000 net acres of land in the Williston. Devon said the acquisition is highly complementary to its position in the Williston and immediately accretive to its financially driven strategy. TPH called it a “solid deal” for Devon.

Expected closing: Q3 2022

RimRock’s Financial Advisor: Wells Fargo including Art Krasny and a new co-head of A&D that started last week, Carlos Santacruz (formerly of Goldman Sachs)

RimRock’s Outside Counsel: Kirkland & Ellis led by corporate partners Chris Heasley and Danny Nappier and associates Jonathan Strom and Matt Gibson with assistance from corporate partner Adam Larson; and debt finance partner Andy Veit, all from Texas

Devon’s In-House Counsel: Senior counsel Rachel Evans in Oklahoma City

Devon’s Outside Counsel: Vinson & Elkins led by partner John B. Connally, counsel Joclynn Townsend and associates John Larbalestier and Sebastian Devora, all in Houston

Investors commit $650M to largest green hydrogen platform

Deal Description: Haddington Ventures said June 9 it formed Haddington ESP I to provide construction equity for projects developed by the Advanced Clean Energy Storage Joint Venture, which claims to be the largest green hydrogen platform in the world. The investors in Haddington ESP are Alberta Investment Management Corp., GIC, Manulife Financial Corp. and Ontario Teachers’ Pension Plan Board, which initially committed $650 million in equity and may increase their investment to $1.5 billion. With the funding, construction can begin this June and operations are scheduled to begin in 2025. ACES Delta, a joint venture between Mitsubishi Power Americas and Haddington-backed Magnum Development, is developing a storage hub near Delta, Utah, with electrolyzer capacity to produce up to 100 metric tonnes per day of green hydrogen under a long-term contract with the Intermountain Power Agency. The initial funding will finance a project to use renewable energy resources to power 220 megawatts of electrolyzers that will be stored in salt-dome storage caverns and made available on demand to IPA, which plans to use it in its combined-cycle natural gas plant to generate electricity.

Haddington Venture’s Outside Counsel: Willkie Farr & Gallagher led by partner Archie Fallon in Houston

ACES Delta Investors’ Outside Counsel: Sidley Austin including energy partner Tim Chandler, managing associate Cedric Seley III and associates Austin Jacobs and Jack Messer, all of Houston

Japan’s Sekisui House to acquire Chesmar Homes for $514M

Deal Description: Osaka, Japan-based Sekisui House Ltd. announced June 9 that it agreed to acquire all of the equity interest in Houston-based Chesmar Homes and related companies CLM Mortgage Inc., N Title Inc. and Entitled Insurance Agency Inc. from Chesmar Group Inc. for $514 million. Chesmar owns more than 6,000 home lots and closed on 2,082 home sales in 2021 in Dallas-Fort Worth, Houston, San Antonio and Austin, reaching about $810 million in net sales last year. Sekisui House previously acquired other large U.S. homebuilders, including Utah-based Woodside Homes Co. in 2017 and Holt Group Holdings LLC of Vancouver, Wash., in 2021, according to the Dallas Morning News.

Sekisui House’s Financial Advisors: Citi and Hearthstone

Sekisui House’s Outside Counsel: Morrison & Foerster (partner Randy Laxer in Tokyo)

Chesmar’s Outside Counsel: Paul, Weiss, Rifkind, Wharton & Garrison (led by corporate partner Jeffrey Marell in New York) and Krage & Janvey in Dallas

NOG buys Williston Basin bolt-on for $170M

Deal Description: Northern Oil and Gas Inc. announced June 7 that it agreed to acquire non-operated interests in the Williston Basin for $170 million in cash. The seller, who was not disclosed, may earn an additional $5 million in contingent payments in 2023 if WTI oil prices exceed $92.50 on Dec. 30. NOG expects to fund the deal with cash on hand, operating free cash flow and borrowings under its revolver. At closing, production on the assets is expected to be more than 2,300 barrels of oil per day and NOG expects average production of 2,500 barrels per day over the next 12 months post-closing. NOG expects to spend $15 million this year on the assets, which the company said have lower operating costs than its existing properties. The assets are primarily in Dunn, McKenzie and Williams Counties, North Dakota, and include 3,500 acres, 9.2 net producing wells, 2.6 net wells-in-process and 14.9 net engineered economic undeveloped locations. The properties are operated primarily by Marathon Oil, Continental Resources and ConocoPhillips and NOG owns interests in half of the acquired property value.

NOG’s Outside Counsel: Kirkland & Ellis led by partners David Castro and Rahul Vashi in Houston

NOG’s Financial Advisor: Raymond James

Andros Capital launches mineral platform with $122M acquisition

Deal Description: Andros Capital Partners announced June 7 that its affiliate Andros Minerals agreed to acquire a portfolio of mineral and royalty interests in the Midland Basin, Delaware Basin and Eagle Ford Shale for $122 million. The private seller was undisclosed.

Buyer’s Outside Counsel: Gibson Dunn led by partner Michael Piazza in Houston and including counsel Adam Whitehouse and associates Chris Atmar and Samantha Astrich, also of Houston; partner Michael Cannon in Dallas advised on tax

Corsair acquires HungerRush from CapStreet

Deal Description: Private equity firm Corsair announced June 1 it bought a majority stake in HungerRush from CapStreet Group for undisclosed terms. The Houston company is a provider of cloud-based point-of-sale system for restaurants.

Seller’s Outside Counsel: Houston partner Angela Olivarez, first at Willkie and then at O’Melveny, and Willkie partner Bill Gump in New York. The Willkie team also included partners Mark Holdsworth in New York and Robert Jacobson in Houston, counsel Jill Grant in New York and Houston associates Aaron Savella, Brandon Schumacher and Tyler Kuhn.

Buyer’s Outside Counsel: Simpson Thacher partner Sebastian Tiller in New York

Management Equityholders’ Outside Counsel: Hogan Lovells partner Mark Kurtenbach in Denver

Sterling’s Frontline Road Safety buys Ozark Striping’s pavement marking operations

Deal Description: Frontline Road Safety, a portfolio company of Houston-based the Sterling Group, announced June 1 the acquisition of the pavement marking contracting operations of Ozark Striping Co. Terms weren’t disclosed. Frontline’s operating companies provide pavement marking and ancillary services to end markets and customers. The Ozark transaction marks Frontline’s eighth acquisition since the platform was established in July 2020. The target is headquartered in Ozark, Ala. Typical enterprise values of Sterling’s companies range from $100 million to $750 million at their initial formation. 

Buyer’s Outside Counsel: Willkie Farr & Gallagher led by partner Ryan Giggs in Houston 

CCS Fundraising secures investment from Abry Partners

Deal Description: Shearman & Sterling announced June 7 that it counseled CCS Fundraising on its investment from Abry Partners to accelerate the company’s growth. Terms were not disclosed for the investment, which was announced May 24. Headquartered in New York with offices around the globe, CCS claims to be the world’s leading fundraising consulting firm. For 75 years, CCS claims it has empowered nonprofit organizations across all sectors in their efforts to advance causes and plans and implements initiatives that help them strengthen their impact.

Shearman’s team: Led by partners Creighton Condon in New York and Alain Dermarkar in Dallas and including Michael Walraven, Efren Lemus and John Kurtz, also of Dallas

CCS Fundraising’s Financial Advisor: William Blair & Co.

Abry’s Financial Advisor: BrightTower

Abry’s Outside Counsel: Kirkland & Ellis

BHP, Shell finalize an exchange of deepwater Gulf of Mexico acreage

Deal Description: BHP Billiton Petroleum (Deepwater) Inc. and Shell Offshore Inc. finalized an exchange of acreage in the deepwater Gulf of Mexico, which included 46 leases across 265,000 acres. Shortly afterwords, BHP’s oil and gas portfolio was acquired by Woodside Petroleum Ltd. in a separate merger. Post-lease exchange, Woodside will operate 20 leases and Shell will operate the remaining 26 leases, with Woodside keeping a significant non-operated position in each of the Shell-operated leases. As a result of the transaction, Woodside expanded its footprint of exploratory acreage in the offshore Gulf of Mexico.

BHP’s Outside Counsel: Latham & Watkins with a corporate deal team led by partners Mike King and Justin Stolte and associate Ashley Nguyen with assistance from associates Sam Bentley and Joseph Kmetz. Advice was provided on tax matters by partner Bryant Lee with associate Marianne Standley.

Sempra inks deal with TotalEnergies, Mitsui, Mitsubishi for carbon project

Deal Description: Sempra Infrastructure, a unit of Sempra, announced May 23 it signed a participation agreement with TotalEnergies, Mitsui & Co. Ltd. and Mitsubishi Corp. to develop the proposed Hackberry Carbon Sequestration project in Southwest Louisiana. The agreement contemplates that the combined Cameron LNG Phase 1 and proposed Phase 2 export projects would potentially serve as the anchor source for the capture and sequestration of carbon dioxide by the HCS project. It also provides the basis for the parties to enter into a joint venture with Sempra Infrastructure for the project. Last year, the project filed an application for a Class VI Injection well permit from the U.S. Environmental Protection Agency for permanent storage of up to 2 million tonnes per year of CO2.  The project faces risks and uncertainties, including signing additional project-related agreements, securing all necessary permits and reaching a final investment decision.

Mitsubishi/Diamond Gas North America Corp.’s Outside Counsel: Vinson & Elkins led by partners Shay Kuperman and Doug Bland, senior associate Stephanie Coco and associate Darren Fox.

CAPITAL MARKETS/FINANCINGS

Kinetik completes $4.25B refinancing

Deal Description: Kinetik Holdings Inc. announced June 8 that it successfully completed its comprehensive refinancing consisting of a new, five-year $1.25 billion unsecured revolving credit facility, a new three-year $2 billion unsecured term loan A facility and $1 billion 5.875 percent sustainability-linked senior notes due 2030. Kinetik used the net proceeds from the refinancing to repay and retire all existing consolidated debt facilities and will subsequently redeem its Series A Preferred in full by year-end 2022. The senior notes are payable on June 15 and December 15 of each year. The first interest payment will be made on Dec. 15, 2022.

Issuer’s Outside Counsel: Vinson & Elkins led by partners Doug McWilliams, David Stone and Scott Rubinsky, with assistance from senior associates Alex Lewis and Caitlin Snelson and associates David Smith, Dean Dixon and Autumn Simpson. Also advising were partners Wendy Salinas and John Lynch, senior associate Brian Russell and associates Adam Bateman and Jeff Slusher (tax); associate Taylor Daily (finance); partner Damien Lyster and associate Bree Sinclair (energy regulatory); partner Shane Tucker, counsel Dario Mendoza and associate Mary Daniel Morgan (executive compensation/benefits); and partners Margaret Peloso and Matt Dobbins and associate Kelly Rondinelli (environmental)

Initial Purchasers’ Outside Counsel (on the Senior Notes): Latham & Watkins led by Houston partner Trevor Lavelle with Houston associates Om Pandya, Ziyad Barghouthy, Jacob Weiner, Janhavi Das and Brian Bruzzo. Advice was provided on finance matters by Houston partner Pamela Kellet with Houston associates Brian Flynn and Kirby Swartz; on tax matters by Houston partner Tim Fenn with Houston associates Christine Mainguy and Dominick Constantino; and on environmental matters by Los Angeles counsel Josh Marnitz.

CenterPoint offers $500M in senior notes

Deal Description: On June 9 CenterPoint Energy Resources Corp., an indirect, wholly-owned unit of CenterPoint Energy Inc., announced the closing of its offering and sale of $500 million of 4.4 percent senior notes due 2032. The net proceeds will be used for general corporate purposes, including to repay intercompany debt owed to CenterPoint Energy. BofA Securities, Goldman Sachs & Co., PNC Capital Markets, U.S. Bancorp and Comerica Securities were representatives and joint bookrunners. Bancroft Capital and Siebert Williams Shank were co-managers. CenterPoint Energy Resources owns and operates natural gas distribution systems in four states with operating subsidiaries that own and operate permanent pipeline connections through interconnects with interstate and intrastate pipeline companies. It provides temporary delivery of liquefied natural gas and compressed natural gas throughout the contiguous 48 states.

CenterPoint’s Outside Counsel: Baker Botts including corporate partners Tim Taylor and Clint Rancher and associates Josh Gonzales and Rob Cowan, all of Houston. On tax: Mike Bresson (partner, Houston); Josh Mandell (partner, Dallas); Jon Lobb (partner, Houston) and Jared Meier (senior associate, Houston)

Outside Counsel to the Underwriters: Hunton Andrews Kurth including partner Pete O’Brien in New York

EnerVest sells shares in Magnolia for $203.6M

Deal Description: Publicly traded Magnolia Oil & Gas Corp. closed June 6 the previously announced underwritten block trade of 7.5 million shares of its Class A common stock by affiliates of EnerVest Ltd., resulting in gross proceeds of $203.6 million. Magnolia intended to purchase from the selling stockholders 2 million shares of its Class B common stock at a price per share equal to the price the underwriter purchased shares of its Class A Common Stock. EnerVest will own 10.9 million Class A and 28.7 million Class B shares of Magnolia, or roughly 18 percent of its outstanding shares. Magnolia didn’t sell any shares and didn’t receive any proceeds from the sale. Morgan Stanley is acting as the sole book-running manager for the offering. 

Magnolia’s Outside Counsel: Kirkland & Ellis led by Houston capital markets partners Matt Pacey and Michael Rigdon and associates Billy Vranish, Kristin Kluding and Robbie Dillard; and Dallas and Houston tax partner David Wheat and Houston associate Courtney Loyack.

Morgan Stanley’s Outside Counsel: Baker Botts including corporate partners Doug Getten and Clint Rancher, senior associate Garrett Hughey and associates Parker Hinman and Chandler Block, all in Houston; also Houston tax partner Jon Lobb, Dallas employee benefits partner Jason Loden, Houston global projects special counsel Luke Burns and Houston environmental partner Scott Janoe

Broadway issues $150M of preferred stock to U.S. Treasury

Deal Description: Broadway Financial Corp. announced June 7 that the company completed a private placement of $150 million of Senior Non-Cumulative Perpetual Preferred Stock, Series C, to the U.S. Treasury Department under the Emergency Capital Investment Program. The program is meant to invest $8.7 billion into community development financial institutions and minority depository institutions to provide funding for small and minority-owned businesses and consumers in traditionally underserved markets, such as low-to-moderate income communities, that may have been hurt by the economic effects of the COVID-19 pandemic. The initial dividend rate is zero percent for the first two years after issuance, the floor dividend rate after that is 0.50 percent and the ceiling dividend rate is 2 percent. The investment is intended to qualify as Tier 1 capital and Broadway said the issuance won’t impact its book value per common share.

Broadway’s Outside Counsel: Gibson Dunn led by partner Hillary Holmes in Houston and included associate Andria Montoya Iles in Denver

Gran Tierra Energy exchanges $133M of notes for new notes

Deal Description: Calgary, Alberta-based Gran Tierra Energy Inc. announced June 7 the early participation results of its previously announced offers to eligible holders to exchange any and all of the outstanding 6.25 percent Senior Notes due 2025 issued by Gran Tierra Energy International Holdings Ltd. on February 15, 2018 and any and all of the outstanding 7.750 percent senior notes due 2027 issued by the company on May 23, 2019. The total amount tendered came to about $133 million.

Gran Tierra’s Outside Counsel: Gibson Dunn led by Houston partner Hillary Holmes and includes Dallas partner Doug Rayburn and Houston associates Robbie Hopkins, Stephen Berg, Brian Downs, Zain Hassan and Matthew Goldstein; Houston partner Shalla Prichard advised on financing

Prime Number Acquisition I Corp. closes $64.5M IPO

Deal Description: Winston & Strawn said June 7 it represented the underwriter in connection with Prime Number Acquisition I Corp. in the closing of its previously announced initial public offering. The IPO closed May 17. Prime Number Capital and WestPark Capital Inc. were joint book running managers.

Winston & Strawn’s team: Led by partner Mike Blankenship in Houston and including partners James Brown and Douglas Lionberger and associates Robbie Oakes, Alexandra Santana, Kate Schorken, Ben Smolij and Alexander Tanner, also of Houston

Southwest Bancshares places $35M in subordinated notes

Deal Description: Southwest Bancshares Inc. privately placed $35 million of 5 percent fixed-to-floating rate subordinated notes due 2032. Piper Sandler & Co. was the sole placement agent. Southwest Bancshares, the bank holding company for Texas Partners Bank, had more than $2 billion in assets as of March 31. Texas Partners Bank operates in its Central Texas markets under the names the Bank of San Antonio, the Bank of Austin and Texas Hill Country Bank. Texas Partners Bank began in 2007 and operates 11 branches in the greater San Antonio, Austin and Texas Hill Country areas. The institution offers traditional banking products to retail and institutional customers with a focus on business banking.

Piper Sandler’s Outside Counsel: Bracewell including Houston partner Will Anderson and associates Shannon Baldwin and Alexandra Crai

Issuer’s Outside Counsel: Fenimore Kay Harrison led by partners Chet Fenimore and Brent Standefer and associate Will Wilson 

Claire Poole

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

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