The Texas Lawbook

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CDT Roundup: 18 Deals, 13 Firms, 152 Lawyers, $8.6B

Vinson & Elkins has been on a transactions tear for the past few weeks, announcing roughly a deal-a-day, sometimes two in a day. And partner Steve Gill has led three of them in the past two weeks, including Aviat Networks’ proposal to buy Ceragon for $235 million (see below).

How does Gill manage it all? He chalks it up to the large team at V&E.  “For major public deals, we always have two partners,” he said.

What does it say about dealmaking right now? For transactions generally, Gill said there are a lot of discussions occurring but the volatility of the market is making executing agreements challenging. “So the deals that get done are those that are ready to go based on timing,” he said.

To assure your firm’s deals are published in the CDT Roundup please email deal information to CDTRoundup@texaslawbook.net. For further information or for league table submissions, please contact Allen Pusey (allen.pusey@texaslawbook.net) or see our FAQ and online portals on the Corporate Deal Tracker page HERE.

For the week ending July 2, there were 18 deals reported for a total value of $8.6 billion. Of those, 15 were M&A transactions worth $2.75 billion and three were CapM deals worth $5.85 billion. Those numbers track well against the previous week’s 15 deals for $6.1 billion but below the 24 transactions valued at $7.5 billion this time last year.

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

Intersect Power nets $750M investment from TPG Rise Climate, CAI, Trilantic

Deal Description: Intersect Power announced June 28 a $750 million growth equity investment led by TPG Rise Climate, the climate investing arm of TPG’s global impact investing platform TPG Rise, with participation from existing investors Climate Adaptive Infrastructure and Trilantic Energy Partners North America. The investment will provide capital to scale Intersect’s business, including the company’s renewable energy portfolio and new product pipeline in the clean energy sector. The company has 2.2 GWp of solar PV and 1.4 GWh of co-located storage under construction that will be in operation by 2023. As part of the investment, TPG’s Ed Beckley, TPG Rise’s Steven Mandel and Maryanne Hancock, CEO of TPG’s Y Analytics, will join Intersect’s board alongside Bill Green of CAI and Glenn Jacobson of Greenbelt Capital Partners.

Intersect’s Financial Advisor: BofA Securities

Intersect’s Outside Counsel: Orrick, Herrington & Sutcliffe led by partner Kristin Seeger in San Francisco

TPG’s Financial Advisor: PJT Partners

TPG’s Outside Counsel: Kirkland & Ellis led by corporate partners Kristin Mendoza in New York and Ahmed Sidik in Houston and including, from Texas, capital markets partner Jennifer Wu, environmental transactions partner Jim Dolphin and tax partner Bill Dong

Titus Oil & Gas Production sells assets to Earthstone for $627M

Deal Description: Bracewell advised NPG-backed Titus Oil & Gas Production, Titus Oil & Gas Production II and their affiliates in their sale of New Mexico assets in the northern Delaware Basin to Earthstone Energy Inc. for $627 million. The purchase price consists of $575 million in cash and 3.9 million shares of Earthstone’s Class A common stock valued at $52 million based on a closing share price of $13.51 on June 24. Earthstone intends to fund the cash portion of the consideration and fees and expenses with cash on hand and incremental bank borrowings. The company has received $400 million in increased commitments from existing lenders.

Expected Closing: Q3

Bracewell’s lawyers involved: Partners Molly E. Butkus, Charles Still, Daniel Hemli, Timothy Wilkins and Don J. Lonczak and associates John L. Stavinoha, Kate Barrington McGregor, Shannon Baldwin, Jay Harper and Michael A. Recchia

Earthstone’s Outside Counsel: Haynes and Boone, including Austin Elam, partner and co-chair of the oil and gas practice group, partner Kim Mai, associates Reem Abdelrazik, Camie Carlock McKee and Briana Hopes and partners Michael Threet and Brandon McCoy; and Jones & Keller

Titus’ Financial Advisor: Jefferies 

Notes: Haynes and Boone’s Elam also advised Earthstone on its acquisition of assets of JPMorgan Chase-backed Bighorn Permian Resources in the Midland Basin for $860 million and the assets of Warburg Pincus-backed Chisholm Energy Holdings in New Mexico’s northern Delaware Basin for $604 million this year.

Primoris to expand utility business through PLH purchase for $470M

Deal Description: Primoris Services Corp. announced June 27 that it entered into a definitive merger agreement to acquire PLH Group Inc. in an all-cash transaction valued at $470 million. Primoris provides infrastructure services to the utility, renewables and other related energy markets. The company’s focus on utility markets includes power delivery, communications and gas utilities. Both companies are headquartered in the Dallas-Fort Worth metroplex. Primoris expects double-digit earnings per share growth within 12 months with material cost and revenue synergies, annual cost savings of at least $10 million within 24 months after the close of the transaction and targeted de-levering to 2x from 3.3x by 2024. For the 12 months ended May 31, PLH generated revenue of $733 million, 80 percent of which is related to power delivery/gas utility markets and adjusted EBITDA of $54 million. Primoris will fund the deal through borrowings under its credit agreement. Certain members of its lender group committed to provide $425 million of incremental term loans. 

Expected Closing: Q3 pending regulatory approval

Primoris’ Financial Advisor: UBS Investment Bank led by Aftab Shahsingh in Chicago

Primoris’ In-House Counsel: General Counsel John Perisich

Primoris’ Outside Legal: Gibson, Dunn & Crutcher including, from Texas, partner Jeffrey Chapman and associates Jonathan Sapp, Josh Stout and Caitlyn Fiebrich; partner Michael Cannon and associate Josiah Bethards on tax, partner Krista Hanvey and associate Gina Hancock on benefits and partner Shalla Prichard on financing

PLH’s Financial Advisor: Stifel, Nicolaus & Co. led by Peter Egge in the Washington, D.C.. area

PLH’s Outside Legal: K&L Gates led by partner Stephen Palmer and associates Hillary O’Rourke and Carrie Luo in Boston

Noble sells Remedy Rigs to Shelf Drilling for $375M

Deal Description: Noble Corp. announced June 23 that it has entered into an asset purchase agreement to sell five jackup rigs for $375 million to a newly formed subsidiary of Shelf Drilling Ltd., whose obligations under the asset purchase agreement will be guaranteed by Shelf Drilling. The sale, which has to clear the UK Competition and Markets Authority, is intended to address the potential concerns identified by the CMA in its phase I review of the proposed business combination between Noble and The Drilling Company of 1972 A/S announced Nov. 10, 2021. The deal includes the rigs Noble Hans Deul, Noble Sam Hartley, Noble Sam Turner, Noble Houston Colbert, and Noble Lloyd Noble and all related support and infrastructure. Associated offshore and onshore staff are expected to transfer with the Remedy Rigs. Following the sale, Noble expects to continue to perform the current drilling program for the Noble Lloyd Noble under a bareboat charter arrangement with Shelf Drilling until the second quarter of 2023 when the primary term of its drilling contract is expected to end. The arrangement would pass the economic benefit of the drilling contract to Shelf Drilling. Drilling contracts for other Remedy Rigs are expected to be novated to the buyer if they clear clients’ consent. The buyer is expected to finance the deal through equity and debt financings by the buyer and Shelf Drilling, but the purchase isn’t conditioned on such financing.

Noble’s Outside Counsel: Baker Botts including corporate partners Sian Williams in London and David Emmons in Dallas and associate Jennifer O’Donoghue in London. Also part of the team is partner Derek Green on tax

Aviat Networks proposes to buy Ceragon for $235M

Deal Description: Aviat Networks Inc., a provider of wireless transport solutions, announced June 27 it submitted a non-binding proposal to acquire all the outstanding shares of Ceragon Networks Ltd. it doesn’t already own for $2.80 per share in cash, or $235 million. Aviat holds more than 5 percent of Ceragon’s outstanding shares as of June 24, making it Ceragon’s third largest shareholder. Aviat said it also remains open to offering a portion of the consideration in Aviat stock to allow shareholders the opportunity to participate in the upside of the combined company. The proposal represents a premium of 34 percent to the closing price of Ceragon shares on June 27 and a 51 percent premium over the 60-day volume weighted average trading price of Ceragon shares as of June 24.

Aviat’s Outside Counsel: Vinson & Elkins led by partners Steve Gill in Houston, Michael Gibson in Austin and Katherine Frank in Dallas with assistance from associates Joseph Steuert in Dallas and Tessa Krieger-Carlisle in Austin. Partners in New York headed the shareholder activism team; and Meitar

Proxy Solicitor: Okapi Partners

Sitio Royalties announces Permian Basin acquisitions for $547M

Deal Description: Denver-based Sitio Royalties Corp. announced June 27 it completed the acquisition of 19,700 net royalty acres in the Permian Basin from Foundation Minerals, a Midland-based portfolio company of Quantum Energy Partners, for $323 million and agreed to buy 12,200 NRAs in the Permian Basin from Momentum Minerals, a Houston-based portfolio company of Apollo Global Management, for $224 million. The Foundation deal was funded using borrowings under the company’s credit facility and proceeds from a 364-day unsecured bridge loan facility. The Momentum deal is expected to be funded using debt financing and close in the third quarter. Sitio also entered into crude oil and natural gas derivative contracts to enhance the certainty of cash flows and protect against adverse commodity price fluctuations.

Sitio Royalties Outside Counsel: Sidley Austin advised with a team led by Katy Lukaszewski and Irving Rotter in Houston with managing associate John Brannan in Dallas and associate Kevin Hess in Houston. Partner Zack Pullin in Houston and associate Aaron Mitchell in New York weigh in on tax matters.

Momentum’s Outside Counsel: Vinson & Elkins led by Shay Kuperman in Houston and Dan Komarek in New York with assistance from Tan Lu and Brian Broussard. Other team members from Texas include Alan Alexander, Charlie Fitzpatrick, Kene Obi, Todd Way, Jason McIntosh, Adam Bateman and Jeff Slusher.

Foundation Minerals Outside Counsel: Shearman & Sterling led from Houston by partners Sarah McLean and Todd Lowther, along with associated Rali Tiu.

TTI Capital buys Frisco development with $73.4M loan

Deal Description: Jones Day announced June 29 the involvement of Dallas partner Michael Ording in the acquisition of a 354-unit apartment development in Frisco, Texas by Virginia-based TTI Capital via a $73.4 million acquisition loan. The development, known as The Travis, was acquired from developer Westwood Residential according to Multi-Housing News, an industry publication. ACORE was the lender in the deal. Westwood broke ground on the project in 2019 with a $37.2 million loan and was completed in 2021.

Citizen buys Red Bluff’s and Bricktown’s oil and gas properties

Deal Description: Tulsa-based Citizen Energy announced June 29 it closed an acquisition of almost all of the oil and gas properties of Red Bluff Resources and Bricktown Energy. Terms weren’t disclosed. The acquisition will generate a 18 percent increase in Citizen’s daily production and includes an additional 13,000 barrels of oil equivalent per day, 56 percent liquids, 200 operated wells and 739 non-operated wells. Citizen said its 245,000 net acre position coupled with sellers’ 80,000 net acres will create a dominant Mid-Continent footprint. Including the deal, Citizen assets will consist of 86,000 barrels of oil equivalent per day, 720 operated wells, 326,000 net acres and a projected next 12 months EBITDAX of $750 million to $800 million. Citizen expects the deal to be highly accretive to shareholder returns and set Citizen on a trajectory to become one of the top private producers in the U.S. Along with the acquisition, Citizen announced the closing of $250 million of senior secured second lien notes on June 29 maturing on June 29, 2027, using the net proceeds to fund the acquisition and pay down borrowings under its revolver. The company secured financing for the deal from funds managed by EIG. The company also announced an amendment to its senior secured revolving credit facility with JPMorgan Chase Bank and a syndicate of 14 lenders. The borrowing base and elected commitment amounts has been increased from $850 million to $1 billion.

Citizen’s Outside Counsel: Baker Botts including corporate partners Larry Hall and Jim Prince and associate Trevor LaBarge in Dallas. On tax: partners Matthew Larsen and Stephen Marcus and senior associate Jordan Hahn, also of Dallas

Sellers’ Outside Counsel: Kirkland & Ellis including corporate partners Rahul Vashi and R.J. Malenfant and associates Alia Heintz and James Murphy. They had assistance from corporate partners Adam Larson and Adam Garmezy and associate Blake Longoria; tax partners David Wheat and Joe Tobias; and debt finance partner Will Bos and associates Stephanie Owen and Weston Kowert.

Sellers’ Financial Advisor: JPMorgan

GIC, OMERS, Wren House to buy Direct ChassisLink

Deal Description: GIC, OMERS Infrastructure and Wren House announced June 24 the signing of an agreement to jointly acquire Direct ChassisLink Inc. from investment funds managed by Apollo and EQT. Terms of the investment are not being disclosed. DCLI is a chassis provider in the U.S., enabling over-the-road transportation of containerized freight to and from ports, railyards and customer locations. The Charlotte, N.C.-based company has 151,000 marine and 100,000 domestic chassis in its fleet and 410 employees.

Expected Closing: H2 2022 if it clears regulators

In-House Counsel: Blair McKechnie/OMERS, Paul Kang/GIC and Willoughby Knight/Wren House

Outside Counsel: Sidley led by partners Christopher Barbuto in New York, Cliff Vrielink in Houston, Angela Fontana in Dallas and Herschel Hamner in Houston

CleanCapital acquires landfill company BQ Energy

Deal Description: CleanCapital, an industry-leading clean energy investment platform, announced July 1 that it has acquired BQ Energy, a landfill and brownfield renewable energy development company based in Wappinger Falls, New York. BQE will be an independently operated subsidiary of CleanCapital following the acquisition, with CleanCapital funding the development of projects in BQE’s long-term pipeline, which includes late-stage development solar projects totaling over 300 MW and mid-stage development solar projects totaling more than 700 MW.

CleanCapital Financial Advisor: Marathon Capital

CleanCapital Outside Counsel: Kirkland & Ellis advised a team led by Austin/Houston corporate partner Ahmed Sidik and associate Alec Manzer; with support from corporate partner Kristin Mendoza; debt finance partner Brian Greene; and tax partners Mike Masri, Sophia Han and Bill Dong.

BQ Energy Financial Advisor: Plexus Solutions

BQ Energy Outside Counsel: McDermott Will & Emery

LP First Capital, GP Capital Partners form National Cyber Group

Deal Description: LP First Capital, a private equity firm in Austin and New York, announced June 8 that it partnered with GP Capital Partners to form National Cyber Group, a cybersecurity workforce accelerator equipped to attract, train and transmit career-seekers into entry-and-mid-level jobs. GP Capital is a Houston-based private credit and equity investment firm. The investment by GP Capital, which was undisclosed, consisted of senior secured term debt and a direct equity investment. The proceeds, in addition to equity raised by LPFC, funded the acquisition of Total Seminars and CyberNow Labs and position National Cyber Group to expand and scale the platform over the next few years.

LP First Capital and GP Capital Partners’ Outside Counsel: McGuireWoods, led by Dallas partner Jeff Brooker and Richmond partner Berkeley Horne with support from Dallas associate Gerard Faulkner; and Porter Hedges including partner Brian Rose and associates Allison Wilbanks and Erich Schoeffler, all in Houston

Rezolut buys Centrelake to expand imaging services in southern California

Deal Description: Rezolut, a medical imaging business and a portfolio company of Sunny River Management, announced it acquired Centrelake, a full-service, all-digital radiology network in Southern California consisting of 10 imaging centers across 3 counties. The practice was founded in 2006 in Ontario, California, by a team of medical practitioners focused on delivering high-quality and affordable diagnostic imaging services. The acquisition increases Rezolut’s number of outpatient imaging centers to 36 nationally, with 17 in the greater Los Angeles area.

Rezolut’s Outside Counsel: McGuireWoods led by partners Ben Hantz of Pittsburgh and Trey Andrews Los Angeles but including Dallas associate Allison Rosenzweig as well as Pittsburgh associate Ben Dauber

Property Damage Appraisers acquired by Alacrity Solutions

Deal Description: Winstead announced June 29 that it represented Property Damage Appraisers on its acquisition by Alacrity Solutions Group, a provider of insurance claims management services in North America. Terms weren’t disclosed. Founded in 1963, Fort Worth-based PDA has established itself as the leading independent specialty and auto damage appraisal firm in the U.S., Alacrity said. The transaction is Alacrity’s 11th acquisition since 2015. Indiana-based Alacrity aims to serve the insurance claims industry as a single source service provider.

Winstead team: Andrew Rosell, Roy Richter, Zac Cossum, Tave Doty, Trip Dyer and Taylor White

PDA’s Financial Advisor: Waller Helms Advisors, which is based in Chicago

Liberty Latin America acquires Panamanian Carrier

Deal Description: Panamanian telecommunications carrier Cable & Wireless Panama SA, a company 49 percent owned by Liberty Latin America, announced July 1 that it had completed its acquisition of Claro Panama, that country’s largest fixed and wireless retail telecommunications provider owned America Movil S.A.B. de C.V.’s operations in Panama. The two companies, Cable & Wireless Panama and Claro Panama will be combined.

Liberty Latin America Outside Counsel: Baker Botts advised Liberty LA with a team led from by Jonathan Gordon (partner, New York) and Jim Marshall (partner, Houston) with Grace Matthews (senior associate, Austin), Carlos Marquez (associate, Washington, D.C.), Henry Klimowicz (associate, New York), Charlie Gili (associate, New York). Advising on Tax issues were Jon Lobb (partner, Houston), Peter Farrell (special counsel, Washington, D.C.), along with antitrust partners Paul Cuomo and Matt Adler, both of Washington D.C. and Houston associate Gabriela Alvarez advising on benefits.

Elephant Resources acquires RedElephant Resources

Deal Description: Shearman & Sterling announced its role in a transaction involving Dallas-based Elephant Resources. The deal was closed on June 29 under terms that were undisclosed. In the transaction Elephant Resources subsidiary Elephant Oil & Gas acquired assets owned by Redbird Capital-backed RedElephant Resources.

Outside Counsel for Elephant Resources: The Shearman team was led by Austin partners Sarah McLean and Todd Lowther along with Humzah Yazdani, Ira Aghai, Josh Savey, and Sarah McLeroy.

CAPITAL MARKETS/FINANCINGS

Phillips 66 lines up $5B revolving credit agreement

Deal Description: Bracewell said June 28 that it represented Phillips 66 Co. as borrower in a $5 billion revolving credit agreement with Mizuho Bank as administrative agent. The credit agreement is guaranteed by Phillips 66 and replaces the $5 billion amended and restated credit agreement dated July 30, 2019, with Phillips 66 as the borrower and Phillips 66 Co. as guarantor. In connection with the entry into the new credit agreement, the previous credit agreement –– as well as the $750 million amended and restated credit agreement dated July 30, 2019, with Phillips 66 Partners as the borrower and Phillips 66 Partners Holdings as guarantor –– have been terminated. Phillips 66 is a energy manufacturing and logistics company with businesses in refining, midstream, chemicals and marketing.

Bracewell team: Partners Heather L. Brown, Robin J. Miles and Will Anderson and associates Kenni E. Callahan and Jordan E. Crawford

Mizuho’s Outside Counsel: Hunton Andrews Kurth Texas lawyers Jeff Butler, Tom Perich, Rachel Morico and Emma Ivory-Ganja 

Notes: Bracewell also represented the borrowers and guarantors in the previous credit facilities.

Dhanani Group closes on $500M secured financing

Deal Description: Dhanani Group Inc., the second largest quick-service restaurant franchisee group in the U.S. with 849 restaurants across 23 states, announced June 23 the closing of new financing totaling $500 million. Monarch Alternative Capital, a private credit firm with $9.5 billion of assets under management, and its partners led the five-year secured bank loan facility to provide Dhanani with long term capital to support the financial strength of the business and aid in the growth of the company. Since entering the restaurant franchise segment in 1994, Dhanani said it has built its company by focusing on underperforming and mismanaged franchises and working to improve the restaurant experience for its patrons.

Dhanani’s Financial Advisors: Centerview Partners and FTI Consulting

Dhanani’s Outside Counsel: Vinson & Elkins led by partners David Meyer, Jessica Peet and David Wicklund in New York but senior associates Alex Cross and Yong Eoh in Houston with assistance from counsel Noelle Alix, senior associate Matt Pyeatt and associates Arthur Munoz and Tania Pinon Venegas. Other Texas lawyers advising/assisting were partners Lande Spottswood, Jason McIntosh, Lina Dimachkieh and James Meyer, senior associate Allyson Seger and associates Luke Strieber and Jeff Slusher.

Monarch’s Outside Counsel: Akin Gump Strauss Hauer & Feld led by partners outside of Texas but including corporate partner Nicholas Houpt in Dallas and counsel Charles Armbrust and associates Morgan Francy in Dallas and Grace Seidl in Houston

Sunnova Energy securitizes more residential solar systems for $355M

Deal Description: Sunnova Energy International Inc., a U.S. residential solar and energy storage service provider, closed its securitization of leases and power purchase agreements by a unit of $355 million of asset-backed notes in two tranches on June 27. The securitization includes $317.0 million in A- rated 4.95 percent notes and $38.0 million in subordinated BBB- rated 6.35 percent notes. The notes are backed by 34,000 solar rooftop systems across 19 states, Guam, Puerto Rico and the Northern Mariana Islands. The notes are secured by, and payable from the cash flow generated by, the membership interests in units of the issuing entity and proceeds from the sale of renewable energy credits. Each subsidiary owns a managing member interest in a project company, six of which are tax equity partnerships. Sunnova used the proceeds for, among other things, a partial prepayment of financing arrangements and intends to use the remaining portion for general corporate purposes.

Investment Banks: Credit Suisse Securities as structuring agent and sole bookrunner; Wilmington Trust as transaction transition manager and indenture trustee; and U.S. Bank National Association as custodian for the asset-backed notes private placement

Sunnova‘s In-house Counsel: Walter A. Baker and Margaret C. Fitzgerald

Sunnova’s Outside Counsel: Baker Botts including corporate/finance partners Travis Wofford, Natasha Khan and Jim Marshall in Houston and associates Josh Espinosa in Dallas and Catherine Ellis and Daniel Jung in Houston, Will Cozzens in Austin and Thomas Blackwell, Chelsea Johnson and Chandler Block in Houston; on tax: partners Michael Bresson and Renn Neilson in Houston; and senior associate Bucky Brannen and associate Snow Rui in Dallas; on ERISA: partner Gail Stewart and associate Gabriela Alvarez in Houston; and on advisory: partner Danny David in Houston

Claire Poole

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

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