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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; 16 Firms; 146 Lawyers; $5.8B

January 24, 2023 Claire Poole

M&A activity among oil and gas producers has seen an uptick recently, with Chesapeake agreeing to sell part of its Eagle Ford assets to WildFire Energy last week for $1.42 billion (see below). What’s fueling it?

Seemingly, it’s in response to the pullback in commodity and valuations this past summer, according to Nick Pope, who follows the industry for Seaport Research Partners in New York.

“The M&A market remains fairly active as an outlet for cash and improving operational scale, as an alternative to seeing any meaningful increase in organic drilling expansion or production growth,” he said in a note Jan. 23.

Pope thinks an acquisition uptick is an interesting theme to follow, as oil and gas companies
are looking at options to deploy strong cash flows, “with limited market appetite for increased organic activity/production growth, strong balance sheets and the bulk of public E&Ps in various stages of pulling all shareholder return levers available.”

In Chesapeake’s case, the divestiture was an opportunity to generate some cash to pay down its revolver and do some share purchases as well as plow more money into its Marcellus and Haynesville positions. And for WildFire, which is backed by Warburg Pincus and Kayne Anderson, it was a chance at expanding its presence in the Eagle Ford.

Haynes and Boone partner Jeremy Kennedy, who counseled Chesapeake, said in an interview that he thinks that there will be more of the same going forward provided there is some stability in oil and gas prices.

“Volatility in commodity prices kills deals. So if you see stability, you will see more M&A,” he said. “This deal also shows there is a lot of dry powder [among private equity-backed companies] for transactions.”

The week ending Jan. 21 saw an uptick with 17 deals valued at a reported $5.8 billion, a good one compared with the prior week (11 deals for $2.8 billion) and with the same week last year (13 deals for $5.1 billion). That meant work for 174 lawyers at 16 different firms.

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
February 4, 202217$8,0661512513$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

Chesapeake sells Eagle Ford assets to WildFire for $1.425B

Deal Description: Chesapeake Energy Corp. announced Jan. 18 that it agreed to sell its Eagle Ford assets in the Brazos Valley region to WildFire Energy I for $1.425 billion. The seller expects the transaction to close this quarter. Haynes and Boone counseled Chesapeake and Locke Lord advised WildFire. For more on the deal, click here.

Spectaire to go public via merger with Perception Capital II

Deal Description: Spectaire Inc., a provider of solutions for customers to monitor, track and meet emissions targets via its micro-mass-spectrometer device, announced Jan. 17 its entry into a definitive agreement to go public via a business combination with Perception Capital Corp. II. The proposed transaction values Spectaire at a pro forma enterprise valuation of around $203 million. The deal has no minimum cash condition and a pre-arranged forward purchase agreement with Meteora Capital for Perception II’s $230 million cash in trust. Spectaire’s direct measurement technology replaces current methods of estimating emissions based on mileage and fuel consumption, which can overstate emissions by up to 60 percent. Invented and patented by Spectaire scientists at the Massachusetts Institute of Technology, Spectaire’s device is battery-powered, cloud-connected and about the size of a small tablet and can be mounted on a commercial vehicle.

Expected Closing: Q2 2023

Spectaire’s Outside Counsel: Latham & Watkins led by Boston partner Stephen Ranere and Houston partner Ryan Maierson with associates Bryan Ryan, Benjamin Marek, Vera Bespalova, Brian Wolgast and Tasbiha Batool. Advice was provided also by Century City, Bay Area, Washington, D.C. and Frankfurt attorneys.

Perception’s Outside Counsel: Skadden, Arps, Slate, Meagher & Flom including corporate partners Michael Mies (Palo Alto) and Gregg Noel (Palo Alto and Los Angeles). Houston associates included Paul Kieffer, Caleb Lowery and Maddy Weber.

Denham-backed Serra Verde attracts $150M from Vision Blue, Energy & Minerals Group

Deal Description: Serra Verde Pesquisa e Mineração Ltda., a Denham Capital portfolio company, announced Jan. 11 a $150 million investment by Vision Blue Resources and the Energy & Minerals Group and the appointment of new leadership team. Serra Verde is developing an integrated rare earth element mining and processing operation in Brazil and is now expected to be fully funded through to production and cash flow generation, with additional capital available for optimization and expansion-related activities. Denham, EMG and VBR’s participation will accelerate and expand the production of REEs, specifically those used in permanent magnets critical to the transition toward a low carbon economy. With production projected to begin in the second half of 2023, Serra Verde is on track to be only the third non-Asian scale producer and the first to produce all four critical magnetic REEs.

Serra Verde’s Outside Counsel: Sidley Austin led by partners Joshua DuClos in Century City and George Vlahakos in Houston and including Chris Folmsbee and John Stribling in Houston

WhiteHawk buys natural gas assets for up to $105M

Deal Description: WhiteHawk Energy announced Jan. 17 an agreement to acquire up to $105 million of natural gas mineral and royalty assets primarily in northwestern Louisiana. The seller wasn’t disclosed, although WhiteHawk said the royalties are being developed by natural gas operators Southwestern Energy, Chesapeake Energy, Aethon Energy Management and Comstock Resources. The royalties are focused in the core of the basin covering 375,000 gross unit acres. WhiteHawk management expects the Haynesville royalties to be a strong complement to its natural gas mineral and royalty assets. In 2022, WhiteHawk acquired natural gas mineral and royalty assets covering 475,000 gross unit acres in the core of the Marcellus Shale focused in Greene and Washington Counties, Pennsylvania. Including the Haynesville acquisition, the company said it will have interests in 2,300 producing horizontal wells across the two preeminent natural gas basins in North America, anchored by some of the best natural gas operators in the country with combined market capitalization of $40 billion. The new position will benefit from sales points in the Northeast and Gulf Coast regions.

WhiteHawk’s Financial Advisor: UBS, including Lawrence Labanowski in Houston

WhiteHawk’s Outside Counsel: Shearman & Sterling led by Houston partner Omar Samji and including Brody Hinds, Todd Lowther and Ira Aghai

ThriveCart secures $35M investment 

Deal Description: ThriveCart, a provider of shopping cart, sales funnels and educational course creation technology used by small and medium businesses worldwide, announced Jan. 18 it secured a $35 million investment from Wilmington, Del.-based based LTV SaaS Growth Fund. ThriveCart also named Austin e-commerce industry veteran Kevin McKeand as CEO. Josh Bartlett, ThriveCart founder in New Zealand, will continue to lead product innovation, championing its focus on providing growth tools for ThriveCart customers. ThriveCart will further invest in its technology and also has plans to expand its team. The investment will accelerate the company’s growth as it offers tools to set up taxes, payments, subscriptions, coupons and marketing solutions as well as build and manage affiliate programs. ThriveCart supports tens of thousands of businesses that collectively processed more than $1 billion in sales in 2022. 

ThriveCart’s Coordinator/Book Runner of Raise: SaaS M&A advisor FE International 

ThriveCart’s Outside Counsel: Karp & Langerman

Vitol’s VTX to acquire Delaware Basin Resources

Deal Description: Vitol’s U.S. upstream company, VTX Energy Partners, announced Jan. 19 it agreed to acquire Delaware Basin Resources and associated surface and water businesses for an undisclosed sum.  It is VTX’s first acquisition since Vitol and VTX established the partnership last year. The assets are made up of 35,000 net leasehold acres and 46,000 surface acres across Reeves and Pecos counties in the Delaware Basin.

VTX’s Financing Advisor: J.P. Morgan Securities

VTX’s Outside Counsel: Vinson & Elkins led by partners Bryan Loocke and Shay Kuperman, with assistance from counsels Elena Sauber, Megan Menniti and Joclynn Marsh, senior associates Caroline Kuehn and Michael Zarcaro and associates Kene Obi, John Larbalestier, Hunter Albritton, Laura Byrd, Sebastian Devora, Vestita Kuntz and Ben Zeter. Other key Texas team members include senior associates Alex Turner and KJ Pedersen and associate Judy Park (corporate); partner Todd Way and associates Jeff Slusher and Adam Bateman (tax); partner Becky Baker (employment/labor); partner Matt Dobbins and associate Ryan Vanderlip (environmental); associate Matt Green (executive compensation/benefits); partner Sarah Mitchell (insurance); and partner Guy Gribov and counsel Noelle Alix and Zach Rider (finance)

Delaware Basin Resources’ Outside Counsel: Kirkland & Ellis led by corporate partners John Pitts and Zach Savrick and associates Mike Bassi, Matt Gibson and Haley Steinman and real assets partners Rahul Vashi, David Castro and Alia Heintz

Bluejay-backed Pacific West invests in Eagle Remediation

Deal Description: Salt Lake City-based Pacific West, a rail and industrial services business serving the western U.S., announced Jan. 17 its investment in Eagle Remediation and Demolition Services, a provider of turnkey environmental services in Texas, Oklahoma, Arkansas and Louisiana. Terms weren’t disclosed. Pacific West is backed by Bluejay Capital Partners. The Eagle partnership enables Pacific West to capitalize on its expansion strategy of growing geographically in the western U.S. and increasing its environmental service capabilities. Founded in 2012 and headquartered outside of Fort Worth in Springtown, Texas, Eagle is focused on serving the needs of railroads, industrial, commercial, real estate and other customers by providing remediation, environmental drilling, abatement, demolition and other services to multiple end markets.

Pacific West’s Outside Counsel: McGuireWoods led by Dallas partner Stuart Rasley and including Austin associate William Matthews and Dallas associate Kyle Dudney.

KV Power completes recap, acquisition of Station Electric

Deal Description: Houston-based Rock Hill Capital announced Jan. 19 that its portfolio company KV Power, led by founder and CEO Bryan Hoffman, completed a recapitalization and partnership with Warren Equity Partners. Following the closing of the recap, KV Power completed the acquisition of Station Electric based in California.

KV Power’s Financial Advisor: Piper Sandler & Co.

KV Power’s Outside Counsel: Winston & Strawn led by Houston partner Chris Ferazzi and including, from Texas, Dallas partner Andrew Betaque, Houston associates Brandon Davidson and Anna Gryska and Dallas associate Danielle Marr

Station Electric’s Financial Advisor: Romanchuk & Co.

Pacolet Milliken completes first renewable natural gas investment

Deal Description: Pacolet Milliken, a sustainability-focused, family-owned investment firm, announced Jan. 18 the consummation of a joint venture investment with Evensol, a developer of renewable biogas assets. Terms weren’t disclosed. In partnership with Duke Energy, Pacolet and Evensol’s JV will own and operate two renewable natural gas projects at landfills in North Carolina, specifically the Upper Piedmont Renewables and Foothills Renewables projects. UP&F will process landfill gas generated at the project sites and convert it into RNG that can then be injected into regional pipelines to supply homes, vehicles and businesses with low carbon, renewable fuel. Evensol, based in Sisters, Ore., was founded in 2013 with a mission of acquiring and developing renewable biogas projects. Evensol initiated development on the UP&F projects several years ago and then broke ground in the fourth quarter of 2021. Demand for RNG continues to grow as the U.S. transitions to using more renewable fuels. The need is being addressed by the Renewable Fuels Standard program and by state-level programs, such as California’s Low Carbon Fuel Standard and Oregon’s Clean Fuels Program.

Pacolet Milliken’s Outside Counsel: Kirkland & Ellis led by corporate partners Kevin Crews and John Furlow and associates Jack Chadderdon and Jessica Stenglein and included, from Texas, tax partners David Wheat and Ryan Phelps; environmental transactions partner James Dolphin; transactional partner Chris Heasley; labor & employment partner Christie Alcala; debt finance partners Lucas Spivey and James Bedotto; and executive compensation partner Rob Fowler.

Savage sells EnviroServe

Deal Description: Savage, a privately held provider of supply chain infrastructure and services, announced Jan. 19 it is focusing its expansion on industrial infrastructure and agriculture projects with the sale of its EnviroServe business to an affiliate of New York-based private equity firm One Rock Capital Partners. Terms were undisclosed. With the sale, Nathan Savage is retiring as sector president, environmental at Savage and will continue to lead EnviroServe as CEO, where he’ll play a key role in ensuring the transition of the business. He will remain on Savage’s board. Savage’s growth opportunities include expanding its geographic footprint with a focus on strengthening the renewable fuels supply chain, helping customers and railroad partners streamline first- and last-mile rail service and adding to its port and terminal operations across North America.

Savage’s Financial Advisor: BMO Capital Markets Corp. 

Savage’s Outside Counsel: Kirkland & Ellis led by partners Bill Benitez and Rob Goodin and including, from Texas, associates Brennon Nelson and Gabrielle Sumich; tax partner Mark Dundon; executive compensation partner Jared Whalen; and environmental partner James Dolphin

LIXIL acquires Basco

Deal Description: LIXIL Corp., maker of water and housing products headquartered in Tokyo, acquired Basco, a U.S.-based shower door manufacturing company. The deal, announced Dec. 14, was for undisclosed terms. The acquisition enables LIXIL to expand its kitchen and bath portfolio in the Americas and provide consumers with full showering and bathroom solutions. Established in 1955, Basco is a family-owned business providing a line of shower doors complete with glass tempering, glass fabrication and installation expertise. Basco is one of largest manufacturers of custom shower enclosures with an operational footprint across the U.S. The company’s strong presence on the East Coast, Midwest and Southeast regions will expand LIXIL’s reach in the bathroom category and bring LIXIL to the no. 4 position in the shower enclosures and doors segment. Basco claims its industry-leading lead times will also expand the speed, capabilities and competitive edge of LIXIL’s supply chain in the U.S. There are also synergy opportunities between Basco’s glass tempering and fabrication expertise and LIXIL’s aluminum products.

LIXIL’s Outside Counsel: Morgan Lewis led by partner Eric Tajcher in New York and associates Tara McElhiney and Lauren Hutton-Work in Houston. Associate Casey Weaver in Houston also worked on the transaction. 

Tecnotree buys CognitiveScale

Deal Description: Gunderson Dettmer said Dec. 13 that it represented CognitiveScale, a developer of machine-augmented intelligence software, on its sale to Tecnotree, a business support system provider. The purchase was announced Dec. 9 for undisclosed terms. CognitiveScale’s AI platform is designed to interpret multi-structured data and user behaviors to increase engagement, improve decision-making and deliver self-learning and self-assuring business processes. The newly combined companies will accelerate 5G monetization, increase their experience capabilities and expand its services in North America.

From Gunderson: Led by partner Wes Watts in Austin and including senior associate Luke Thomas and associate Emma Anderson.

CAPITAL MARKETS/FINANCINGS

Transocean Ltd. prices $1.175B of senior secured notes

Deal Description: Transocean Ltd. announced Jan. 17 that Transocean Inc., its wholly-owned subsidiary, priced its previously announced offering of $1.175 billion of senior secured notes due 2030 to eligible purchasers. The notes will be fully and unconditionally guaranteed on a senior unsecured basis by Transocean Ltd. The notes will also be guaranteed on a senior secured basis by some of Transocean Inc.’s subsidiaries. Transocean Inc.’s subs that guarantee the notes will be subject to a secured limited guarantee cap. The notes will also be secured by a lien on Deepwater Thalassa, Deepwater Proteus, Transocean Enabler, Transocean Encourage and Deepwater Pontus and some other assets up to the applicable cap. The redemptions are expected to be consummated on Feb. 16. The notes will bear interest at 8.75 percent per year. The offering is expected to close by Jan. 31 and all of the net proceeds will be used to fund the redemption of all of the outstanding existing secured notes.

Transocean’s Outside Counsel: Baker Botts including, from Texas: Dallas finance partner Luke Weedon, Houston senior associate Alex Kamel and associates Regan Vicknair (Houston) and Morgan Copher (Dallas) and Houston corporate partner Jim Marshall and senior associate Garrett Hughey and associate Michael Mazidi, also of Houston.

Also White & Case co-led by Houston partner A.J. Ericksen and including associate Chris Carreon (partners Jonathan Michels and Rafael Roberti in New York were co-leads)

Initial Purchasers’ Outside Counsel: Vinson & Elkins led by partners Mike Telle and David Stone and counsel Joanna Enns with assistance from associates Markeya Brown, Taylor Kim, Phil Greenfield and Patience Li. Also advising, from Texas: partner John Michael and associates Ryan Bullard and Hunter Michielson (energy transactions/projects); and partner Wendy Salinas and associate Tyler Underwood (tax).

HAK advises PG&E on $1.5B first mortgage bonds offering

Deal Description: Hunton Andrews Kurth said Jan. 6 it advised Pacific Gas and Electric Co. with its issuance of $1.5 billion worth of $750 million in 6.150 percent first mortgage bonds due 2033 and $750 million in 6.750 percent first mortgage bonds due 2053. The transaction closed on Jan. 6. PG&E, a unit of PG&E Corp., is a public utility operating company in northern and central California. It was incorporated in California in 1905 and provides natural gas and electric service to 16 million people throughout a 70,000-square-mile service area. PG&E generates revenues mainly through the sale and delivery of electricity and natural gas to customers.

From HAK: The team was led by partner Michael F. Fitzpatrick in New York but included partner Robert McNamara and associate Tim Strother in Houston on tax

Underwriters/Initial Purchasers/Placement Agents: MUFG Securities Americas Inc., Wells Fargo Securities, Barclays Capital and Mizuho Securities USA Inc.

The Banks’ Outside Counsel: Davis, Polk & Wardwell

Crestwood Midstream prices $600M in senior notes 

Deal Description: On Jan. 17, Crestwood Midstream Partners announced and priced $600 million of its 7.375 percent unsecured senior notes due 2031 in a private offering. The offering was expected to close on Jan. 19. CMLP intends to use the net proceeds to repay a portion of borrowings under its revolving credit facility. CMLP also intends to repay and terminate Crestwood Permian Basin Holdings’ credit facility with borrowings under the CMLP revolving credit facility within 30 days after the closing of the notes offering, at which time CMLP intends to designate CPJV and certain of its wholly owned subsidiaries as restricted subsidiaries and guarantors of the existing notes and the notes.

Initial Purchasers’ Outside Counsel: Baker Botts including Houston corporate partners Josh Davidson and Doug Getten as well as Garrett Hughey, Marshall B. Heins II and Chelsea Johnson. They were aided by Austin finance partner Clint Culpepper and Houston tax special counsel Chuck Campbell

Kirkland aids Nine Energy on $300M unit offering

Deal Description: Kirkland & Ellis said Jan. 19 that it advised Nine Energy Service Inc. on its registered offering of units consisting of $300 million in senior secured notes and 1.5 million shares of common stock. Nine is a completion services provider that targets unconventional oil and gas resource development within North America and abroad.

From Kirkland: The team was led by capital markets partners Matt Pacey and Lanchi Huynh and associates Logan Weissler, Nick Wetzeler, Robbie Dillard and Gabe Lozano with support from debt finance partners Mary Kogut and Shan Khan and associates Whitney Greer and Michael Brunetti; and tax partners David Wheat, Mark Dundon and Rebecca Fine

W&T Offshore prices $275M in second lien notes

Deal Description: W&T Offshore Inc. announced Jan. 12 the pricing of its previously announced offering of $275 million in 11.750 percent senior second lien notes due 2026 at par in a private offering exempt from registration under the Securities Act of 1933. The closing was expected to occur on Jan. 27. The company intends to use the net proceeds of the offering, along with cash on hand, to redeem all of its 9.75 percent senior second lien notes due 2023. On Jan. 9, the company delivered a conditional redemption notice with respect to $552.5 million in principal amount of the existing second lien notes.

Book-Runner/Initial Purchaser: Morgan Stanley & Co.

W&T Offshore’s Outside Counsel: Kirkland & Ellis led by capital markets partners Michael Rigdon and Billy Vranish and associates Sara Lampert, Nick Wetzeler and Bernadette Hayden and debt finance partner Jordan Roberts and associates Steven Keithley and Tommy Kagerer. They had assistance from tax partner Mark Dundon and associates Courtney Loyack and Julia Ye.

Morgan Stanley’s Outside Counsel: White & Case led by partners Gary Kashar in New York and A.J. Ericksen and Mark Holmes, both in Houston, and including Houston associates Bryson Manning, Chris Carreon, Luke Allen and Alexander Bischoff

OTHER TRANSACTIONS

Emerson announced Jan. 17 that it submitted a proposal to the board of Austin-based National Instruments to acquire NI for $53 per share in cash at an implied enterprise value of $7.6 billion. The deal represents a 32 percent premium to NI’s closing share price as of Jan. 12, the day before NI’s public announcement of a strategic review. Emerson said the proposal, which is not subject to any financing conditions, was submitted to NI on Nov. 3 and represents an improvement over an initial $48 per share proposal submitted on May 25. Emerson said last week that it has made numerous attempts to engage constructively with NI in private since May 16. Emerson further announced Jan. 23 that the two management teams had engaged in talks and it would not move to nominate any directors to NI’s board. Honeywell, Fortive and Keysight also are reportedly interested in NI. Goldman Sachs & Co. and Centerview Partners are financial advisors to Emerson and Davis Polk & Wardwell and Sidley Austin are handing legal (none of the Sidley lawyers are from Texas). NI’s general counsel is Eddie Dixon Jr., a former Dell and Winstead attorney in Austin.

Claire Poole

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

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