The Texas Lawbook

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CDT Roundup: 17 Deals, 139 Lawyers, 12 Firms, $13.67B

The middle market continues to be the most prime target for capital deployment for general partners.

That’s according to new research from PitchBook that analyzed where GPs are placing their stakes. 

The note highlighted a handful of additional trends Texas sources are seeing among their clients or within their own portfolios:

  • As legal and financial sources have indicated in recent days, some Dallas and Houston GPs have also started to shift away from roots as traditional buyout firms towards providing growth equity – with several firms utilizing the post-Covid deal and funding frenzy to dip their toes into the space for the first time. PitchBook’s analysts saw the same trend nationally.
  • Deal activity and its accompanying opportunities for the GP space is only expected to tick up through the rest of the year as sell-side stakeholders work to curb and get ahead of proposed changes in tax policy.
  • Along with the move towards growth equity, activity with secondaries will likely also pick up if fees and carry aren’t competitive.

In last week’s deal flow, 139 Texas lawyers from 12 firms took part in 15 M&A or funding transactions valued at $11.7 billion and two capital markets transactions valued at $1.9 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
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

Compared to the previous week, there were more M&A and funding deals and fewer capital markets transactions involving fewer Texas lawyers. And during the same period last year, seven transactions accounted for more than $5.2 billion in reported value involving eight firms and 76 lawyers.

Note: Texas Lawbook corporate transactions editor Claire Poole contributed to this article

M&A/FUNDING

Vici Bets on MGM

MGM International Inc. entered into a definitive agreement on Aug. 4 by which Vici Properties would redeem MGM Growth Properties operating partnership units held by MGM Resorts. Vici would also acquire all outstanding class A shares of MGM Growth Properties. 

The redemption of the partnership units is valued at about $4.4 billion while the purchase of MGM Growth Properties shares would be handled as a stock-for-stock transaction. Vici also would assume about $5.7 billion in pro rata debt.

MGM Resorts will take on a 1% ownership stake in Vici as part of the deal valued at $370 million.

Weil, Gotshal & Manges advised MGM Resorts International on legal matters while JP Morgan acted as exclusive financial advisor. 

New York partner Michael Aiello led the Weil team with Texas-based tax advice from counsel Adam Arikat of Dallas. 

HollyFrontier to Acquire, Combine With Sinclair Oil

Dallas-based HollyFrontier Corp. and Holly Energy Partners plan to acquire the iconic brand Sinclair Oil from Sinclair Corp. in a deal valued at $1.8 billion.

The newly formed company will be called the HF Sinclair Corp. and will be headquartered in Dallas. The combined entity is expected to replace HollyFrontier in public trading on the NYSE. 

For more details on the transaction, click here.

Wachtell, Lipton, Rosen & Katz served as legal counsel to both HollyFrontier and Holly Energy Partners with a team based in New York led by partners David A. Katz, Nelson O. Fitts and Elina Tetelbaum. 

Morgan Lewis & Bockius also counseled HollyFrontier while Bracewell represented Holly Energy Partners. Morris, Nichols Arsht & Tunnell advised the Holly Energy Partners conflicts committee.

Bracewell’s representation of Holly Energy Partners was led by Houston partners Jason Jean and Will Anderson along with Jared Berg, Shannon Baldwin and Caroline E. Ellis. The team also included partner Timothy Wilkins and associate Daniel Pope from Austin.

The Morgan Lewis team was led from Philadelphia by partner Benjamin Wills along with lawyers from San Francisco, New Jersey and Washington, D.C. Texas lawyers included partner Stephen Fitzgerald of Dallas and associate Melissa Brown of Houston.

Vinson & Elkins advised Sinclair with a Houston-based corporate team led by corporate partners Scott Wulfe and Alan Beck and senior associate Mike Marek with assistance from associates Farah Chranya, Helen Xiang and Matt Fiorillo. 

Also advising from Texas were Houston partners Lina Dimachkieh, Thomas Wilson and Larry Nettles; Houston and Dallas partner David D’Alessandro; Houston and New York partner Devika Kornbacher; Houston counsel Regina Ibarra and Scot Dixon; Dallas counsel Sarah Mitchell; and Houston and Washington counsel Damien Lyste.

Also on the V&E team were Houston senior associate Jing Tong, Alex Bluebond, Sean Hill and Caitlin Snelson; Dallas senior associate Brian Russell; Houston associates Mariam Boxwala, Chandler Spinks, Libby Gerstner, Mary Daniel Morgan, Kevin Moscon, Joe Higdon and Ryan Hoeffner; and Dallas associates Sang Lee and Olivia Sher.

Citi was financial advisor to HollyFrontier (Mark Hobbs and Claudio Sauer) with Bank of America advising the HEP conflicts committee. Tudor, Pickering, Holt & Co. represented Sinclair on financial matters, including Bobby Tudor and Lance Gilliland.

Involved in-house at Holly Energy were Vaishali Bhatia, senior vice president and general counsel, and Stacey Foland, assistant general counsel.

CM Life Sciences III Selects Pharma Target

As part of a special purpose acquisition company merger, CM Life Sciences III announced that it has selected pharmaceutical company EQRx as its target.

The transaction is expected to provide up to $1.8 billion in cash proceeds, including $552 million of cash held in-trust and a $1.2 billion in private investment in public equity funding.

The combination is expected to close in the fourth quarter.

JPMorgan Securities acted as lead financial advisor with Goldman Sachs & Co. and PJT Partners also acting as financial advisors.

To advise on legal matters, EQRx selected Goodwin Procter led by partners William Collins of Boston and Marianne Sarazin of San Francisco.

White & Case counseled CM Life Sciences III on legal matters with a team co-led by Houston partner A.J. Ericksen and New York partners Matthew Kautz and Joel Rubinstein.

Acting as joint capital markets advisors were Jefferies and Cowen and Co.

Jefferies, Cowen and JPMorgan also acted as joint placement agents.

This is the third such SPAC backed by New York’s Corvex Management and affiliates of Casdin Capital.

Real Capital Analytics to Join MSCI

Investment tool provider MSCI agreed to purchase a commercial real estate data provider, the company announced August 2. 

MSCI will pay $950 million in cash for Real Capital Analytics as it looks to create more robust real estate solutions offerings.

Weil, Gotshal & Manges advised Real Capital Analytics in the transaction.

Leading the Weil team was Boston partner Kevin J. Sullivan with Texas-based counsel from Dallas partner Richard Frye and Dallas associates Drew Mosier, Seth Jaskoviak and Patrick Hosch.

Callon to Buy Assets From Blackstone-backed Firm

Houston’s Callon Petroleum Co. announced plans to acquire the leasehold interests and related oil, gas and infrastructure assets of Primexx Energy Partners, a private oil and gas operator backed by Blackstone Group. 

The transaction is valued at about $788 million consisting of $440 million in cash and 9.19 million in Callon stock. The deal will boost Callon’s Delaware Basin position to more than 110,000 net acres.

In terms of in-house representation, Michol Ecklund, formerly of Marathon Oil and Baker Botts’ Houston office, serves as senior vice president, general counsel and corporate secretary for Callon.

Megan Davis is Primexx’s general counsel and secretary, joining the company from Summit Midstream after working as an associate at Vinson & Elkins and Hunton & Williams.

Callon selected Citi as exclusive financial advisor (Steve Trauber, Serge Tismen and Fritz Schlopy) and Gibson Dunn & Crutcher as legal advisor.

Houston partner Michael Darden led the Gibson Dunn team with additional assistance from partners Hillary Holmes of Houston and Dallas and Gerry Spedale of Houston and Houston associates Graham Valenta, Nathan Zhang and Stefan Koller.

Other Texas lawyers providing counsel were Houston partner James Chenoweth and associate Collin Metcalf.

Kirkland & Ellis represented Dallas-based Primexx and Blackstone on legal matters with RBC Capital Markets serving as exclusive financial advisor.

Corporate partners Rhett Van Syoc of Houston and New York and Thomas Laughlin of Dallas led the Kirkland team along with Austin associate Jordan Silverman.

Additional assistance came from Houston partners David Thompson, Matt Pacey, Julia Danforth and Mark Dundon; Dallas partner Jonathan Kidwell; San Francisco and Houston partner Paul Tanaka; and Houston associates Jarrod Gamble, Mark Kunzman, Zach Scott, Joe Tobias and Alex Noll.

As part of the transaction, investor Kimmeridge agreed to convert its remaining portion of the Callon second lien senior notes after the close of the Primexx transaction. 

Foot Locker to Acquire Retailer Backed by Dallas PE Firm

Foot Locker Inc. entered into an agreement to acquire Eurostar Inc., a retailer of athletic footwear and apparel, for $750 million using cash on-hand. 

Eurostar, colloquially known as WSS, was most recently held by Dallas private equity investment firm Riata Capital Group, which recapitalized the company in 2016 as it sought to expand its reach and offerings.

Skadden, Arps, Slate, Meagher & Flom advised Foot Locker on legal matters while Evercore advised on financial. 

The Skadden team included M&A partners Michael Chitwood of New York and Marc Gerber of Washington, D.C., and Houston associate Christopher Baeza.

Manatt, Phelps & Phillips with Vinson & Elkins as co-advisor represented WSS and Riata Capital as legal counsel and RW Baird acted as financial advisor.

A Dallas-based corporate team led the efforts for V&E with partners Mark Early and Peter Marshall and senior associate Abby Branigan.

Also from Texas, partner Jim Meyer of Dallas provided counsel on tax matters.

Morgan Stanley, Jefferies, and Credit Suisse also advised WSS on capital markets alternatives.

NexTier to Expand Pressure Pumping Business

NexTier Oilfield Solutions Inc. will acquire Alamo Pressure Pumping’s Permian Basin pressure pumping business.

The consideration for the purchase, valued at about $268 million, includes 26 million NexTier common shares, reflecting a 10.7% equity stake, $100 million in cash, $38 million of assumed equipment obligations and $30 million of post-closing services to be provided to Alamo’s retained exploration and production business.

Kirkland & Ellis counseled Alamo in the agreement with a team led by corporate partners Kevin Crews of Dallas and David Thompson of Houston along with Houston associate Patrick Moneypenny.

Additional Texas-based counsel came from Houston partners Matt Pacey and Stephen Jacobson; Houston and Dallas partner David Wheat; and Houston associates Billy Vranish and Ryan Phelps. 

King & Spalding served as NexTier’s legal advisor while Piper Sandler & Co. advised the Houston-based company on financial matters.

Additionally, the deal consists of a potential earn-out payable in the event Alamo achieves certain annual EBITDA levels in excess of about $80 million.  

As part of the carve-out, Alamo’s retained exploration and production business will be entitled to receive oilfield services from the Alamo division of NexTier with its CEO and management team continuing to lead the unit.

The deal is expected to close in the third quarter.

Sunoco LP Grabs 8 Storage Terminals

Energy Transfer’s Sunoco LP plans to snap up eight storage terminal locations from NuStar Energy for $250 million as the latter looks to divest from the space due to a lack of synergies.

Sidley Austin represented San Antonio-based NuStar on legal matters while Barclays served as exclusive financial advisor.

The Sidley deal team included Houston partners George Vlahakos, Angela Richards, Heather Palmer and Daniel Allison; Dallas partners Eric Winwood and Robert Velevis; Houston counsel Atman Shukla; Houston associates Kayleigh McNelis, Femi Aborisade, Allen Braddock and Quan Lu; and Dallas associate Marian Fielding.

The Barclays team included Nelson Mabry, Stu McIntyre, Peter Fazio and Mattie Thompson.

Arnold Dodderer, formerly of K&L Gates and Sunoco Inc., serves as general counsel to Sunoco LP.

Amy Perry is NuStar’s general counsel, in addition to serving as vice president of strategic development.

The sale is expected to close in the fourth quarter.

CenterOak Exits Window Company

Dallas private equity firm CenterOak Partners sold its portfolio company, Cascade Windows.

Cornerstone Building Brands, which recently sold its DCBI unit to Janus International Group Inc., will pick up the company for $245 million in cash.

Gibson, Dunn & Crutcher represented CenterOak, which acquired the window and door manufacturer in 2016, with a Dallas-based corporate team led by partner Rob Little along with associates Steve Wright, Cody Wilson and Kiel Sauerman.  

Additional Texas-based counsel came from Dallas partners Krista Hanvey and Dallas associates Michael Cannon and Tyler Richardson. 

Little recently led Gibson Dunn’s efforts in CenterOak’s recapitalization of HK Solutions Group.

The Cascade transaction marks CenterOak’s third exit in the last year.

Arcosa Makes Bolt-on Play

Arcosa Inc., a Dallas infrastructure product and solutions company, announced plans to buy Southwest Rock Products and its affiliated entities as it looks to expand its natural aggregates footprint in the Sunbelt and more fully shift its portfolio toward construction products.

The transaction, valued at $150 million, includes Southwest Rock’s five active sand and gravel locations and one hard-rock quarry. 

It will be funded in cash along with $100 million in revolver borrowings.

Kirkland & Ellis advised Arcosa in the transaction with a Dallas-based corporate team led by partner Kevin Crews along with associates Paige Lager, John Phelan and Abbey Zuech.

Additional Texas-based counsel came from Dallas and Houston partner David Wheat; Dallas partners Lane Morgan and Jon Kidwell; Houston partner Rob Fowler; and Dallas associate Courtney Tibbetts. 

NGP Backs New Renewables Firm

NGP Energy Technology Partners III, an affiliate of Dallas’ NGP Energy Capital Management, pledged more than $100 million in equity commitments to Segue, a new firm planning to provide capital to renewable energy and energy storage projects.

The Segue management team also contributed to the initial round of backing. 

Locke Lord represented NGP by way of NGP Energy Technology Partners III. 

Partners Mitch Tiras and Freddy Feldman led the Houston-based team with assistance from senior counsel Mechelle Smith and partner Jeff McPhaul.

For NGP, Jeffrey Zlotky, who was a partner at Thompson & Knight, serves as general counsel and partner alongside assistant general counsel Christina Sanders, also formerly of Thompson & Knight.

Houston’s Anvil Channel Makes Cross-border Direct Loan

Houston’s Anvil Channel Energy Solutions closed on a direct loan of $65 million to Certus Oil & Gas Inc.

The cross-border loan will aid Certus, which is based in Canada, fund its acquisition of Sitka Exploration.

Latham & Watkins represented Anvil Channel with a Houston-based deal team led by partner Catherine Ozdogan, associate Benjamin Gelfand and partner Justin Stolte along with associates Matthew Snodgrass and Michael Basist. 

Partner Jim Cole and associates Tom Hillebrand, Om Pandya and Dominick Constantino, all of Houston, also advised.

Anvil Channel is focused on the direct loan space – or capital raised from investors and offered without banks or mezzanine or preferred equity providers – tied to opportunities in the upstream E&P space.

Clovis Point Exits Texas Software Company

Houston-based Clovis Point Capital exited its position in a Spring, Texas-based company.

Clovis Point acquired CPaT Global, a software-based distance training solutions provider to airlines, training organizations, aircraft maintenance companies and aviation professionals, in 2015. 

Financial terms of the transaction were not disclosed, though Clovis Point noted an enterprise value increase of 16.2 times and revenue growth of more than 400% since its initial investment.

Latham & Watkins advised Clovis Point with a corporate deal team led by Houston partner James Garrett along with Houston associate John Daywalt.

SG Energy Backs Utah Company 

Supergas U.S. subsidiary SG Energy made an equity commitment, along with offering a letter of credit, to Utah’s Balanced Rock Power as it looks to back renewables projects and developments.

Terms of the transaction were not disclosed.

Willkie Farr & Gallagher advised SG Energy on legal matters while Macquarie Capital represented the company on financial matters. Houston partners Archie Fallon and Jay Hughes led the Willkie deal team and Ankit Vanjara and Rob Valentine advised from Macquarie.

BRP selected Lazard Freres as financial advisor, including Sam Scroggins.

Family-owned Investment Firm Goes to the Dogs

A Belgium family office has picked up one of Frontenac’s portfolio companies.

NXMH acquired Whitebridge Pet Brands in a transaction as it looks to expand its global footprint in the pet brand space. Financial terms were not disclosed.

Whitebridge Pet Brands selected Houlihan Lokey as financial advisor and Winston & Strawn legal counsel.

Chicago partners Jeffrey Dobosh and Brian Kozlowski led the Winston team with Texas-based assistance from Dallas partner Andrew Betaque and Dallas associate Lauren Lieberman.

Under Frontenac, Whitebridge completed five acquisitions as the Chicago private equity firm scaled the Missouri-based organization.

CAPITAL MARKETS

Westlake Chemical Prices $1.7B of Senior Notes

Westlake Chemical Corp., based in Houston, announced the pricing of $1.7 billion in senior notes.

The offering included $300 million of 0.875% senior notes due 2024; $350 million of 2.875% senior notes due 2041; $600 million of 3.125% senior notes due 2051; and $450 million of 3.375% senior notes due 2061.

Baker Botts counseled Westlake with a Houston-based corporate team led by partners Timothy Taylor and Carina Antweil, along with senior associate Lakshmi Ramanathan and associate Bryson Manning.

Additional Texas-based counsel came from Houston partners Jon Lobb and Scott Janoe;  Houston special counsel Chuck Campbell; Dallas associate Snow Rui; and Houston associate Cole Killion.

Benjamin Ederington and Julia Feng led Westlake’s internal legal team.

Deutsche Bank Securities, BofA Securities, Citigroup Global Markets, JPMorgan Securities and Wells Fargo Securities acted as joint book-running managers.

Davis Polk & Wardwell advised the underwriters, led by New York partner Byron Rooney.

Connecticut SPAC Raises $200M in IPO

The latest SPAC initial public offering with Texas lawyer ties comes from Williams Rowland Acquisition Co., which raised $200 million on the New York Stock Exchange. 

The Connecticut-based blank check company did not specify what type of target it is seeking for a potential business combination. 

Loeb & Loeb advised Williams Rowland on legal matters.

Oppenheimer & Co. served as the sole underwriter for the offering.

Winston & Strawn represented Oppenheimer, led by Houston partner Michael Blankenship. 
Additional counsel out of Texas came from Houston associates Ben Griffith, Luisa Patoni, Ben Smolij and Alexander Tanner.

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