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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: 18 Deals; 11 Firms; 239 Lawyers; $12B

March 16, 2022 Claire Poole & Allen Pusey

On the surface, 2021 looked like a return to normal for M&A in the energy industry in Texas.

In 2021, there were 328 M&A deals in the energy/mining sector, according to data from the Corporate Deal Tracker. That represented about 35% of all Texas-related M&A. In fact, the sheer number of energy deals represented a dramatic rise from 155 deals in 2020, the pandemic year.

Still, none of those numbers are what they seem. Even before 2020, energy deals had been dwindling, both in number and in their percentage of the Texas market. In 2018, there were 233 energy transactions representing 20% of the market; in 2019, the numbers dropped to 191 and 18%.

But with the general decline in energy demand during the pandemic — alongside the disastrous oil price plunge of April 2020 and the February 2021 grid disruptions of Winter Storm Uri — something paradoxical happened: energy deals reasserted themselves. The 155 deals in 2020 represented nearly half of the transactions that year, followed by an equally florid 2021.

Part of the change was the result of a shift in energy investment philosophies: the go-go years of fracking were replaced by bankruptcy or a new budget consciousness or, in some cases, both. Many of the deals represented the offloading of debt or its collateralization.

But there was something else going on. Of last year’s 308 energy-specific transactions, 52 were directly related to alternative energy, either renewable energy sourcing (wind, solar, biofuels) or energy storage.

However, that figure only begins to reflect the impact of energy transition investment across the M&A market. When counting deals tagged to some form of energy transition or focus on renewable sourcing — regardless of business sector classification — the number reached 102 transactions, a near-doubling.

Even beyond wind farms and solar panels, there is a conservative, even conservationist, mindset fueling technologies, manufacturing processes and product production in ways that are gaining investment respect — and work for Texas lawyers.

There are deals outside the energy sector that have obvious energy consequences: the manufacturing of EV motorcycles and cars and airplanes; the production of solar panels; and the engineering and construction of more efficient networks for utility grids. But there are others, less obvious:

  • In a business services deal, Blackstone Credit invested $150 million in Verdant Microgrid to finance on-site, independent, multi-source “microgrid” energy networks for college dorms, greenhouse agriculture, specialty manufacturing and even hospitals. The deal was advised from Houston by Vinson & Elkins.
  • In manufacturing, Array Technologies, which manufactures devices that help solar panels track sunlight, spent $649 million on a Spanish-owned company that does the same. Kirkland & Ellis advised Array.
  • In finance, a $562 million SPAC merger deal saw Sunlight Financial, a company that lends for solar panels on residential rooftops, going public. Vinson & Elkins and Hunton AK advised the two sides of that deal and Gibson Dunn advised on conflicts — all in Houston.
  • In the professional services sector, Therma Holdings acquired two engineering companies that specialize in energy efficiencies in offices and multi-family real estate properties. The deal was advised by Kirkland.

Among this week’s transactions, highlighted below, there is a $600 million investment in a climate technology platform, the deSPAC merger of a carbon capture firm, an investment in a biofuels-focused joint venture, the acquisition of a pharmaceutical company that produces renewable ingredients for vitamin supplements and even a $43 million blockchain mining deal that focuses on its organizational control of energy costs.

The point here is not so much that alternative energy investments are gaining ground. That’s increasingly obvious. It’s that the alternative/renewable investment philosophy is gaining in almost every sector of investment in Texas, energy or not.

The week ending March 12 can best be characterized as “lawyer-intensive,” with 18 deals valued at more than $12 billion spawning billable hours for a staggering 239 mostly-Texas lawyers at 11 different firms. There were 15 M&A and funding transactions worth nearly $12 billion and two capital markets transactions worth at least $51.35 million. We also took note of a Bight offshore wind auction involving Invenergy, an alt-energy firm that has been highly active of late.

But as deals go, it compares very well with the 17 deals worth $6 billion a week earlier and the 15 deals worth $3 billion just a year ago.

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

Oasis merges with Whiting Petroleum in $6B Deal

Following reports, Whiting Petroleum Corp. and Oasis Petroleum Inc. announced March 7 they have agreed to combine in a merger of equals transaction worth $6 billion. For more on the deal, click here.

Crestline Group completes three funds for $3.6B total

Deal Description: Crestline Investors, an asset manager based in Fort Worth, announced March 10 that it had closed three separate funds across a swath of strategies for a total of $3.6 billion. The three funds included: Crestline Opportunity Fund IV — which funds capital-strained middle-market companies, including real estate — closed with $1.6 billion; Crestline Specialty Lending Fund III — centered on $20 million to $100 million loans to lower-middle and middle-market businesses, with a focus on senior secured, unitranche and second-lien transactions — closed at $1 billion; and Crestline Portfolio Financing Fund II — a fund targeting supplemental capital for tradition PE investments — closed at $1 billion.

Outside Legal Advisors: Akin Gump advised Crestline with a team led by Dallas investment partner James Deeken with Dallas-based assistance from counsel Graham McCall, associates Chris Smith, Anna Grey and Tristan Baker. Counsel Ryan Dahan weighed in on tax issues from New York.

Energy Transfer sells 51% of Energy Transfer Canada to Pembina, KKR for $1.3B

Deal Description: Energy Transfer announced March 1 the signing of a deal to sell its 51% interest in Energy Transfer Canada to a joint venture formed by Pembina Pipeline Corp. and infrastructure funds managed by KKR at a valuation of C$1.6 billion ($1.3 billion), including debt and preferred equity. The sale is expected to result in cash proceeds to Energy Transfer of about C$340 million ($270 million). The transaction is expected to close by the third quarter. Energy Transfer Canada, based in Calgary, is one of Alberta’s largest licensed gas processors. Energy Transfer said the agreement allows it to sell its Canadian assets at an attractive valuation to further deleverage its balance sheet and redeploy capital within its U.S. footprint.

Energy Transfer’s Outside Counsel: Vinson & Elkins led by corporate partner Lande Spottswood and associates Carli Gish and Warner Scott. Other team members include partners Gary Huffman, Ryan Carney and Natan Leyva, senior associate Peter Rogers and associate Keleigh Carver (tax); partner David D’Alessandro, counsel Heather Johnson, senior associate Missy Spohn and associate Keira Kuntz (executive compensation/benefits); partner Tom Wilson (labor/employment); partner Craig Zieminski (litigation); partner Darren Tucker and counsel David Smith (antitrust); and counsel Rajesh Patel (technology transactions/IP).

Energy Transfer’s General Counsel: Tom Mason

Notes: Mason used to be a partner in the Houston office of Vinson & Elkins.

SoftBank’s SB Energy attracts $600M investment From Ares Management

Deal Description: SB Energy Global announced March 7 that funds managed by the infrastructure and power strategy of Ares Management Corp. are leading a strategic equity investment of up to $600 million, including capital from potential co-investors, in SB Energy, SoftBank Group Corp.’s U.S. climate infrastructure technology platform. The Ares-managed funds have committed the majority of the financing with the rest expected to come from co-investors. This investment brings together two technology and climate infrastructure investors to deploy clean energy at scale.

Ares’ Outside Counsel: Kirkland & Ellis led by corporate partner Rob Goodin and debt finance partner Rohit Chaudhry with help from corporate partner Jason Krause and associates Charlie Inclan and Olivia George and tax partners Bill Dong and Michael Masri.

SB Energy’s Outside Counsel: Milbank

SoftBank’s Outside Counsel: Morrison & Foerster

AMCI Acquisition II inks merger with LanzaTech NZ for $275M

Deal Description: AMCI Acquisition Corp. II, a publicly traded special purpose acquisition company, announced March 8 its merger with LanzaTech NZ Inc., an innovator in carbon capture and transformation. The transaction involves a net transaction price of $275 million, which includes $150 million AMCI II’s IPO trust proceeds and another $125 million in PIPE placements with AMCI, ArcelorMittal, BASF, K1W1, Khosla Ventures, Mitsui & Co., LTD., New Zealand Superannuation Fund, Oxy Low Carbon Ventures LLC, Primetals Technologies, SHV Energy and Trafigura. The company claims an implied pro forma equity value of around $2.2 billion. As a result of the deal, LanzaTech will become a publicly listed company on the Nasdaq under the new ticker symbol, “LNZA.”

AMCI’s Outside Counsel: White & Case team was led by partners Emery Choi in Houston and Elliott Smith and Oliver Wright in New York. Others on the deal: Stephen Perry and Rachel Collier in Houston (capital markets), as well as lawyers from New York and Boston.

Other Outside Counsel: Covington & Burling is legal advisor to LanzaTech and Ropes & Gray is legal advisor to the placement agents.

Investment Banks: Evercore Group is exclusive financial advisor to AMCI and Barclays Capital Inc. is financial advisor and capital markets advisor to LanzaTech. Goldman Sachs & Co., Barclays Capital Inc. and Evercore Group are placement agents for the PIPE transaction for AMCI and Evercore Group and Goldman Sachs are capital markets advisors to AMCI. 

Tidewater acquires Swire Pacific Offshore Holdings for $190M

Deal Description: Tidewater Inc. announced March 9 its $190 million acquisition of Swire Pacific Offshore Holdings. With the acquisition, Tidewater acquires 50 offshore support vessels, which transport supplies and equipment to, from and between offshore and subsea drilling platforms. The acquisition gives Houston-based Tidewater a total of 204 OSVs and the potential for $45 million in annual run-rate cost synergies. Swire is headquartered in Singapore, and to comply with foreign investment restrictions, the acquisition is being made via the issuance of 8.1 million Jones Act warrants which, upon redemption, would represent about 15.6% of Tidewater’s outstanding shares of common stock.

Tidewater Financial Advisor: Evercore

Tidewater Outside Counsel: Vinson & Elkins advised Tidewater with a team led from Houston by partners Steve Gill, Mike Telle and John Michael, with assistance from senior associate Jing Tong and associates Bobbi Ingram, Kathy Phan, Chandler Spinks and Jake Lubenow. Also advising were partner David Peck, counsel Allyson Seger and associate Tyler Underwood (tax); partner David D’Alessandro and associates Mary Daniel Morgan and Keira Kuntz (executive compensation/benefits); partner Sean Becker and associate Annie Blanc (labor/employment); partner Matt Dobbins and associate Ryan Vanderlip (environmental); partner Brett Santoli and senior associate Maya Bobbitt (finance); partners Jeremy Marwell and Darren Ducker and counsel David Smith (regulatory); partner Devika Kornbacher, counsel Rajesh Patel and associate Marcus Martinez (tech transactions/IP); and senior associate Nadine Amr (energy transactions/projects).

Note: Amelia Xu, former corporate counsel at Tidewater, has been a senior associate at Norton Rose Fulbright since July 2019. She was named “Rookie of the Year” for 2019 by the Association of Corporate Counsel Houston (and The Texas Lawbook) for her work at Tidewater.

TPG Rise Climate invests in Monarch Bioenergy JV

Deal Description: TPG Rise Climate, the climate investing strategy of TPG’s global impact investing platform TPG Rise, announced March 10 an investment in Monarch Bioenergy, a joint venture between Roeslein Alternative Energy and a unit of Smithfield Foods Inc. Launched in 2018, Monarch uses RAE’s technology and Smithfield’s sustainable farming practices to capture methane emissions and convert them into carbon-negative renewable natural gas to power homes, vehicles and businesses. RAE president Chris Roach will be Monarch’s CEO. As an equal partner in the JV, TPG Rise Climate will work with RAE and Smithfield to advance agricultural innovation, enhance existing projects in Missouri and develop new ones in select states across the U.S.

TPG’s Outside Counsel: Kirkland & Ellis led by corporate partners Kevin Crews and John Furlow with support from associates Jack Chadderdon, Blake Longoria, Tess Dennis and Sam Roberts. The team included corporate partners Chris Heasley and Danny Nappier and associate Jarrod Gamble; debt finance partners Lucas Spivey and Arthur Lotz and associates Marco Chan and Steven Keithley; tax partners David Wheat, Michael Masri and Lane Morgan; energy regulatory partners Brooksany Barrowes and Drew Stuyvenberg; ESG & Insight partners Alex Farmer and Kaela Colwell; environmental transactions partner Jim Dolphin and associate Courtney Tibbetts; executive compensation Rob Fowler and associate Karsten Busby; technology and IP transactions partners Jeff Norman and Gianni Cutri; and real estate partner John Goldman.

TPG Rise’s General Counsel: Nadia Karkar, a former Kirkland partner in San Francisco

Notes: Crews has led three deals for TPG Rise, including its acquisition of Element last year and Elements’ merger with Bluesource this year. He has done other TPG deals, like the investment in Summit Midstream two years ago.

Blockmetrix Series B funding nets $43M

Deal Description: Blockmetrix, a bitcoin mining operation headquartered in Dallas, announced March 8 that its Series B round of funding raised $43 million. The new funds bring to $50 million the company has raised since June 2021. The company said it plans to use the money for a program of rapid expansion, including the purchase of as many as 5,000 new mining rigs, basically powerful computers linked peer-to-peer to validate bitcoin network transactions. The company says energy costs, for what has been characterized as an energy-intensive computing process, will be offset through various joint ventures.

Notes: Blockmetrix was founded in 2021 by Nevin Bannister, David Kiger and Keith Spickelmier, a 1986 graduate of University of Houston Law Center. The company’s C-Suite is heavy with SMU grads: Bannister, the company’s CEO is a 1993 grad. The company’s VP of Operations is Owen McCrory, a 2020 graduate of SMU’s Dedman School of Law. And VP of Finance is Axel Nussbaumer, also a graduate of SMU.

Greylock acquires Utah, Wyoming assets

Deal Description: ArcLight Capital Partners-backed Greylock Energy, based in Charleston, West Virginia, announced March 8 that the company acquired assets in the Uinta and Green River basins of Utah and Wyoming. Neither the terms nor the seller were disclosed.

Greylock’s Outside Counsel: Latham & Watkins with a corporate deal team led by Houston partner Jeff Muñoz with associates Greg Sorensen, Morgan Moore and Corynn Wilson. Advice was provided on tax matters by Houston partner Jim Cole with associate Emily Fawcett; on finance matters by Houston partner Catherine Ozdogan with associate Brian Flynn; and on environmental matters by Los Angeles counsel Josh Marnitz.

Greylock’s General Counsel: Drew McCallister

Notes: LW’s Muñoz has advised ArcLight before, including its portfolio company, Bruin E&P Partners, on buying acreage in North Dakota’s Williston Basin owned by Houston-based Halcón Resources in 2017 for $1.4 billion (with his fellow firm partner and partner-in-life Robin Fredrickson). 

Aceto firms up pharmaceutical presence with acquisition of Biotron

Deal Description: Aceto, a New York-based provider of specialty ingredients for life sciences manufacturing, announced March 4 that it had acquired Biotron, a partnership of two affiliated companies, Biotron Laboratories and Taulus Minerals. Headquartered in Salt Lake City, Biotron provides specialized ingredients mainly used in the manufacture of supplements. The acquisition, the terms of which were undisclosed, expands Aceto’s presence in the pharmaceutical sector.

Biotron/Taulus Financial Advisors: G2 Capital Advisors

Biotron/Taulus Outside Counsel: Foley & Lardner counseled Biotron with a team led from Dallas by partner Alan Perkins with Boston partner Julie-Anne Lufti, senior counsel Emma Blumer in New York and associates Anna Choi in Chicago and Graham MacEwan in Boston. The deal team was assisted Foley specialists: Dallas tax partner Steve Good, Dallas partner Steve Gilles (benefits), Houston partner Michael Abbott (benefits), Dallas partner Kenny Broodo (labor and employment), Milwaukee senior counsel Nick Johnson (regulatory), Orlando partner Pam Brown (real estate), Houston partner Dottie Watson (environmental) and partner Andy Rawlins (intellectual property) in Washington D.C.

Aceto Outside Counsel: Ulmer & Berne

L Catterton, RX3 acquire Houston RV trailer manufacturer

Deal Description: RX3 Partners, a growth equity fund whose investors include Green Bay quarterback Aaron Rodgers, announced March 8 that it has acquired — in tandem with L Catterton — Houston’s TAXA Outdoors, manufacturers of lightweight camping trailers. Terms of the acquisition were undisclosed. L Catterton is a consumer-oriented private equity firm with investments that include such outdoor brands as West Marine, Airxcel and Heartland RV.

TAXA Outdoors Financial Advisors: Bell Lap Advisors, Hogan Taylor

TAXA Outdoors Legal Counsel: Baker Botts

L Catterton Outside Counsel: Barack Ferrazzano Kirschbaum & Nagelberg (Chicago)

WildFire Energy buys Eagle Ford assets from MD America Energy

Deal Description: WildFire Energy announced March 7 the acquisition of about 45,000 net acres and 200 operated wells in the East Texas Eagle Ford from Fort Worth-based MD America Energy. Terms weren’t disclosed. MD America emerged from Chapter 11 bankruptcy in 2020 with counsel from Porter Hedges. WildFire funded the acquisition of MDAE with equity contributions from sponsors, Warburg Pincus and Kayne Anderson as well as its upsized revolving credit facility. With the deal, WildFire ­­will operate 556 gross wells on 210,000 net acres in the area and expects to produce around 16,000 net barrels of oil per day, 91% of which are liquids, in 2022. The deal follows WildFire’s acquisition of Hawkwood Energy last year.

WildFire’s Outside Counsel: Locke Lord led by Mitch Tiras, Kevin Peter, Hunter Summerford, Jennie Simmons and Terry Radney (all of Houston). Additional assistance was provided by Lauren Richter, Pat Beaton, Steve Boyd, Derrick Carson, Laura Ferguson, Jerry Higdon, Sara Longtain, Ed Razim, Buddy Sanders, Elizabeth Guffy, Lani Durio, Case Towslee, Emily Travis and Kenton Wilson (all of Houston), Peter Wynacht (Chicago), Van Jolas (Dallas) and Andrew Capalbo (Providence).

Notes: LL also counseled WildFire on the Hawkwood deal, including Tiras, Peter and Simmons.

ION Solar attracts an investment from Greenbelt Capital

Deal Description: ION Solar, a provider of rooftop solar sales and installations, announced March 8 an investment led by Greenbelt Capital Partners. Investors included Trilantic Energy Partners II North America, Blackstone Credit and Energy Impact Partners. Greenbelt, Blackstone Credit and EIP have worked together in the energy transition sector before. Matthew Rasmussen, David Rasmussen and Jeremy Call, founders of ION, will continue to own a majority equity stake and will lead it through its next phase of growth. Since its founding in 2013, ION has built a residential solar company with operations in eight states across the U.S. Based in Provo, Utah, ION has installed 200 megawatts across 30,000 households, expanding to be a top 10 residential rooftop solar contractor in the U.S. The U.S. residential market remains untapped with solar installed in only 5% of viable homes.

Greenbelt’s Outside Counsel: Kirkland & Ellis led by corporate partners Shubi Arora, Jhett Nelson and Leon Johnson and associates Adam Ott, Emma Balls and Niki Namazi; tax partners Vincent Thorn and Liam Murphy; regulatory partner Olivia Adendorff; labor and employment partner R.D. Kohut and associate Anusheh Khoshsima; executive compensation partners Jabir Yusoff and Stephen Jacobson; employee benefits partner Maureen O’Brien and associate Iris Grossman; technology and IP transactions partner Shellie Freedman and associate Josefin Sjöström; and rep and warranty insurance partner Hayley Hollender.

ION’s General Counsel: Matt Powers, who was previously in Houston offices of Sidley Austin and Mayer Brown

Petro-Hunt completes Delaware Basin acquisition from Admiral

Deal Description: Petro-Hunt Permian, a unit of Petro-Hunt, announced March 9 it completed the acquisition from APR Operating (doing business as Admiral Permian Resources) of predominantly operated oil and gas production and leasehold in northwest Reeves and northeast Culberson Counties, Texas, in the Delaware Basin. Terms were not disclosed. The leasehold covers 21,430 net acres. Petro-Hunt plans to begin an active development drilling program on the assets later this year. Petro-Hunt is a privately owned exploration and production company headquartered in Dallas.

Admiral’s Outside Counsel: Kirkland & Ellis led by corporate partners Chris Heasley, Kyle Watson, R.J. Malenfant and Brice Lipman and associates Alia Heintz, Alexiz Magro-Malo and Nick McTyre and including tax partners Mark Dundon and Lane Morgan and environmental transactions partner Jonathan Kidwell and associate Tyler Burgess. Also advising were Houston partners Lucas Spivey and Jordan Roberts along with associates Daniel Kirksey and Brett Mele.


 

UK alt energy firm invests in ERCOT sites

Deal Description: Gore Street, an energy transition firm based in London, announced March 10 that it is acquiring eight energy storage assets in Texas from Perfect Power Solutions Texas. The eight sites included in the portfolio total 9.9 megawatts. The assets are network participants in the Electric Reliability Council of Texas (ERCOT) and represent Gore Street’s first investment in the U.S. energy markets.

PPST Outside Legal Counsel: Jones Day provided legal advice led by David Stringer in its Dallas office.

Note: PPST is a portfolio company of SER Capital Partners, based in Belmont, California, and an affiliate of Perfect Power Solutions, an energy conglomerate based in India.


 

CAPITAL MARKETS/FINANCINGS

Anvil Channel Energy Solutions completes $51.35M acquisition financing

Deal Description: Anvil Channel Energy Solutions announced March 10 the final close of a $51.35 million senior secured term loan facility to ROK Resources Inc., supporting the acquisition of producing oil and gas assets primarily in Saskatchewan and Alberta, Canada, from Federated Co-operatives Ltd. Total consideration paid for the deal was about C$72 million. Anvil’s loan facility was sized at U.S dollar equivalent to C$65 million. Anvil Channel provides debt capital to lower middle market companies active across the North American upstream energy market seeking to boost their expansion through acquisition and development.

Anvil Channel’s Outside Counsel: Latham & Watkins with a finance team led by Houston partner Catherine Ozdogan with Houston associate Benjamin Gelfand, Austin associate Erin Cusenbary and Houston associate Kirby Swartz. Advice was provided on corporate matters by Houston associate Alice Parker and on tax by Houston partner Jim Cole with Houston associate Dominick Constantino.

Anvil Channel’s Canadian Counsel: Borden Ladner Gervais 

Magnolia proposes block trade of its Class A shares by EnerVest affiliates

Deal Description: Magnolia Oil & Gas Corp. announced March 10 the proposed underwritten block trade of 7.5 million shares of its Class A common stock by affiliates of EnerVest Ltd. The shares will be offered from time to time for sale through negotiated transactions or otherwise at market prices prevailing at the time of sale by Citigroup. Magnolia won’t sell any shares of its class A common in the offering and won’t receive any proceeds from the sale. Magnolia intends to acquire from the selling stockholders 2.5 million shares of its Class B common stock at a price per share equal to the price at which the underwriter purchases shares of its Class A common. The offering isn’t conditioned upon the completion of the class B purchase, but the class B purchase is conditioned upon the completion of the offering.

Citigroup’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; tax partner Jon Lobb in Houston; employee benefits partner Jason Loden in Dallas; global projects special counsel Brian Finch in Austin; and environmental partner Scott Janoe in Houston.

EnerVest’s Outside Counsel: Gibson Dunn including partner Gerry Spedale as well as Harrison Tucker, Patrick Cowherd and Stefan Koller

Magnolia’s Outside Counsel: Kirkland & Ellis led by capital markets partners Matt Pacey and Michael Rigdon and associates Billy Vranish and Jake Haskins and tax partner David Wheat and associate Ryan Phelps.

ADDENDA

Bracewell announced March 3 it represented Invenergy and energyRe as project sponsors in forming a consortium of investors that secured one of six leases in the New York Bight offshore wind auction, which closed on Feb. 25. The deal was led out Washington, D.C., but included partners Matthew B. Grunert, Lytch T. Gutmann and Rebecca L. Baker and associate Shannon M. Rice in Houston. Invenergy Wind Offshore’s $645 million bid was selected as the provisional winner for lease OCS-A-542, one of largest awarded by the U.S. Bureau of Ocean Energy Management in the auction. The consortium that will fund the project also includes Blackstone Infrastructure Partners, CDPQ, FirstLight Power and Ullico Infrastructure Fund. (Kirkland & Ellis said March 30 the firm advised Blackstone led by corporate partners Rhett Van Syoc and Rob Goodin with help from associates David Jean-Baptiste, Austin Johnson and Brett Mele and tax partner Mark Dundon, among others). Invenergy and its affiliates have developed more than 30,000 megawatts of projects, including wind, solar, natural gas power generation and energy storage.

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