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CDT Roundup: 18 Deals, 14 Firms, 216 Lawyers, $5.2B

Sameer Mohan has really been a rainmaker for Morgan Lewis.

The Houston partner, who joined in 2018 after a 18-year stint at BakerHostetler, worked on two deals announced this past week for repeat clients: MPLX on investment Whistler Midstream and Cheniere Energy Inc. executing agreements to move forward with the construction of the ADCC Pipeline, a new joint venture; and the Netherlands’ Pon Holdings on fire safety services provider Hiller Cos.’ sale of a stake to Littlejohn & Co.

Mohan is not only the office leader of the Houston and Dallas corporate and business transactions practice, he also serves as the deputy leader of the firm’s global corporate and business transactions group (with Alec Dawson in New York). He advises on energy as well as healthcare, manufacturing, technology and sports deals for public and private companies.

Among his better-known transactions: Generate Life Sciences on its sale to CooperCompanies for $1.6 billion; BP on its purchase of ArcLight’s interest in their JV Thorntons, a convenience store chain with 200 outlets in the midwestern U.S. and Florida; and former Houston Rockets star James Harden on his acquisition of a minority ownership interest in the Houston Dynamo and the Houston Dash soccer clubs.

As Mohan predicted when we last spoke to him this past January, “The U.S. M&A market remains attractive and I have not heard any slowdown in deal-making plans on the part of clients looking ahead to the next 12 months or so.”

Indeed, Texas lawyers didn’t really slow down during the week ending Sept. 24. There were a total of 18 deals worth a reported $5.2 billion. Of those, 15 were M&A transactions valued a tad beyond $4 billion along with another $1.14 billion in 3 capital markets deals.

Compare that, unfavorably if you like, to last week’s 21 deals for $8.3 billion or last year’s 11 deals for $11.5 billion. But let’s face it, in a week when 216 lawyers at 14 different firms reported $5.2 billion in 18 different deals, that would be unnecessarily and unreasonably harsh.

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

Walgreens Boots Alliance buys remaining stake in Shields Health for $1.37B

Deal Description: Walgreens Boots Alliance Inc. announced Sept. 20 it would acquire the remaining 30 percent stake in Shields Health Solutions from private equity firm Welsh, Carson, Anderson & Stowe and founder and board chairman Jack Shields for $1.37 billion. WBA said Shields is delivering strong financial performance, clinical excellence and value-add contributions to its business. WBA first took a 70 percent interest in Shields last year. Shields is a specialty pharmacy, which has served more than 1 million patients with nearly 80 health system partners representing about 1,000 hospitals nationwide. Shields delivered sales growth of 57 percent for the first nine months of fiscal 2022, driven by contract wins, expansion of existing partnerships and executional focus. Shields will continue as a distinct business and brand within Walgreens. John Lucey, co-founder and president of Shields, will lead the organization as CEO and current Shields CEO Lee Cooper will take on a new executive role within WBA. Lucey partnered with Jack Shields 10 years ago to start the business and has led its operations for most of that time.

Expected Closing: Year-end 2022

WBA’s Outside Counsel: Sidley Austin led by Jonathan Blackburn, Anika Hermann Bargfrede and Chris Abbinante out of Chicago but including Marian Fielding, Dallas counsel on employee benefits and executive compensation

Shields’ Outside Counsel: Ropes & Gray along with Goodwin Procter and K&L Gates

Talos Energy acquires EnVen Energy for $1.1B

Deal Description: Talos Energy, one of the most active oil and gas producers in the Gulf of Mexico, announced Sept. 22 that it is acquiring private operator EnVen Energy for $1.1 billion in a stock-and-cash deal. Texas lawyers from Vinson & Elkins counseled Talos while Gibson Dunn advised Intrepid Partners as financial advisor to EnVen, which had backing from Bain Capital Partners, Adage Capital Partners and EIG Global Equity Partners. EnVen was involved in an employment dispute with its co-founder David M. Dunwoody Jr. For more on the deal, click here.

Atlas raises up to $200M investment from Sixth Street Growth

Deal Description: Atlas, a provider of employer of record solutions and technology, announced Sept. 15 that it partnered with Sixth Street Growth, the growth investing business of global investment firm Sixth Street. Sixth Street Growth will be making a strategic equity investment of up to $200 million to support Atlas’ continued global expansion. Atlas pioneered the “Direct Employer of Record” model, which is supported by entities in 160 countries, and built its technology with the focus of helping its clients comply with employment rules and regulations on a global basis.

Atlas’ Placement Agent: Baird

Atlas’ Outside Counsel: Cooley

Sixth Street’s Outside Counsel: Sidley led by Boston partners Alexander B. Temel and Daniel S. Rawner but including Dallas counsel Dusan Clark and associate Dina M.P. Kang

Summit Midstream sells North Dakota gas gathering system to Steel Reef Infrastructure for $40M

Deal Description: Publicly traded Summit Midstream Partners announced Sept. 19 it sold Bison Midstream, a gas gathering system in Burke and Mountrail Counties, North Dakota, to Steel Reef Infrastructure Corporation for $40 million in cash. CEO Heath Deneke said in combination with the divesture of the Lane gathering and processing system earlier this summer, the sale represents a continuation of the company’s strategy to streamline its portfolio through balance sheet-enhancing transactions while building additional financial flexibility to reinvest in more strategic scale-building opportunities across its footprint. Summit’s focus in the Williston Basin will be on growing its crude oil and produced water gathering systems primarily located in Williams and Divide Counties, North Dakota.

Summit’s Outside Counsel: Locke Lord led by Jennie Simmons, Bill Swanstrom and Lauren Richter all of Houston with assistance by Sara Longtain, Jerry Higdon, Eric Larson and Shumaila Dhuka in Houston and Gene Schlack in Boston.

Steel Reef’s Outside Counsel: Bracewell including partners Patrick Johnson in Houston, Elizabeth McGinley in New York and Becky Baker and Matt Grunert in Houston as well as associates Andrew Mintz and Nathan Guerra in Houston

Tamboran Resources acquires Origin’s Beetaloo position for $40M, raises $130M

Deal Description: Akin Gump said Sept. 21 it represented Tamboran Resources Ltd., a public natural gas company headquartered in Australia, on its A$60 million ($40 million) acquisition of Origin Energy’s Beetaloo Basin position, joint ventures with former Parsley CEO Bryan Sheffield and Helmerich and Payne, and A$195 million ($130 million) capital raise. Tamboran has become the largest acreage holder in the Beetaloo Basin with 1.9 million net prospective acres. The acquisition will be funded through an institutional placement to new and existing shareholders to raise up to A$138 million (before costs) at A$0.21 per share, representing a 22.2 percent discount to the company’s closing price on Sept. 14.

From Akin Gump: Led by Houston corporate partner David Sweeney and including corporate partners Ryan Cox, Stephen Boone and Kevin Schott and associate Madeline Sullivan and tax partners Julia Pashin and Alison Chen.

M6 Midstream completes two acquisitions, one for reported $1.3B

Deal Description: M6 Midstream announced Sept. 22 it completed the acquisitions of Midcoast Energy’s East Texas business from an affiliate of ArcLight Capital Partners and Align Midstream from Tailwater Capital to establish a leading presence in the Haynesville Shale. Terms weren’t disclosed, but Reuters reported in July that Momentum, also known as M6, agreed to buy Midcoast for $1.3 billion, citing people familiar with the matter. Momentum’s acquisition of Midcoast’s assets is backed by funds from private equity firm EnCap Flatrock Midstream, the sources told Reuters. M6 also said that it made a final investment decision on a new project, which will gather gas produced in the Haynesville Shale for re-delivery to premium Gulf Coast markets, including LNG export.

Momentum’s Financial Advisor on Midcoast: Barclays

Acquisition Financing Arrangers: Barclays, Jefferies Finance, Blackstone Credit and Wells Fargo Securities

EnCap Flatrock’s Outside Counsel: Shearman & Sterling led by partner Sarah McLean

Momentum’s Financial Advisor on Align: Jefferies

Momentum’s Outside Counsel on Both Deals: Vinson & Elkins led by partners Danielle Patterson and Doug Bland. Others included senior associates Stephanie Coco, Megan Menniti and Michael Zarcaro and associates Rob Vezina, Brian Broussard and Vestita Kuntz (energy transaction/projects); partner Sarah Mitchell (insurance); partner Matt Dobbins and counsel Corinne Snow (environmental); partners Todd Way (tax); partner Suzanne Clevenger (energy regulatory); partner Sean Becker (employment/labor); partner Shane Tucker (executive compensation/benefits); counsel Scot Dixon (real estate); and partner Darren Tucker (HSR). The V&E finance teams were led by partner Darin Schultz and senior associate Caitlin Snelson, with assistance from associates Catherine Briley and Michelle Kraidman.

ArcLight’s Financial Advisor: Jefferies

ArcLight/Midcoast’s Outside Counsel: Latham & Watkins led by led by partners Justin Stolte and James Garrett, with associates Justin Thekkekara, Omar Shariff, Haley Sandoval and Thomas Hillebrand. Advice was also provided on finance matters by Houston partner Catherine Ozdogan, with associates Benjamin Gelfand, Kirby Swartz and Chris Wood; on antitrust matters by Washington, D.C. partner Jason Cruise, with associate Mary Casale; on benefits and compensation matters by Washington, D.C. partner Adam Kestenbaum and Houston counsel Krisa Benskin; on regulatory matters by Washington, D.C. partner Patrick Nevins; on environmental matters by Los Angeles/Houston counsel Joshua Marnitz; on insurance matters by Los Angeles partner Drew Levin, with San Diego associate Hannah Cary; and on real estate matters by San Diego partner Robert Frances.

Tailwater’s Financial Advisor: Piper Sandler

Tailwater’s Outside Counsel: Locke Lord led by Greg Heath, Matthew McKenna and Case Towslee in Houston with support from Henry Benton, Van Jolas and Angela Stockbridge in Dallas and John Arnold, Ben Cowan, Laura Ferguson, Jerry Higdon, Eric Larson, Jeff McPhaul, Tammi Niven, Terry Radney, Ed Razim, Buddy Sanders, Bill Swanstrom, Mitch Tiras, Jeannie Diep, Rachael Beavers, Akilah Craig, Caleb Dunson, Ashley Lopez and Andrew Nelson in Houston.

Specialty Dental Brands, TSG Consumer, Leon finalize growth partnership

Deal Description: Specialty Dental Brands, TSG Consumer Partners and Dallas-based Leon Capital Group announced Sept. 19 that they have finalized a growth partnership. Terms weren’t disclosed. SDB management, including CEO Michael Schwartz and president Chris Scales, will continue to lead the business and its doctor partners will maintain ownership and clinical autonomy. SDB is one of the largest, multi-specialty-only dental support organizations in the U.S., providing a range of business support services to oral surgery, pediatric dentistry and orthodontic practices. SDB’s expanding support platform of industry-leading specialists includes over 211 supported dental practices across 20 states. LCG is a diversified holding company for a privately-owned group of entities, include healthcare, real estate and technology investments.

Specialty Dental Brands’ Outside Counsel: Sidley led by Dallas M&A partner William (Bill) Howell with, from Texas, Nick DeAngelis and Courtney Gilberg, J.D. Swancoat, Molly Byman, Cameasha Turner, Banks Bruce, Adam Nelson, Kyle Gromann, Aaron Mitchell, Eric Winwood, Marian Fielding and Lauren Grau

Specialty Dental Brands’ Regulatory Counsel: McGuire Woods  

Specialty Dental Brands’ Financial Advisor: Jefferies (Rich Agabs, Atishay Chopra and Brian Castiglioni)

TSG’s Outside Counsel: Ropes & Gray

TSG’s Financial Advisors: William Blair & Co. and SVB Securities 

H.I.G. Infrastructure buys controlling interest in Northern Biogas

Deal Description: H.I.G. Capital, a global alternative investment firm with $50 billion of equity capital under management, announced Sept. 20 that it acquired a controlling interest in Northern Biogas. Terms weren’t disclosed. Morgantown, WV-based Northern Biogas is a waste-to-renewable natural gas company specializing in the development, construction, and operation of renewable natural gas facilities that represent sustainable, clean energy solutions for waste generated from dairies, landfills and other facilities producing organic waste, including food waste. The company has deployed its own proprietary anaerobic digester designs at many locations across the U.S. Northern Biogas operates the Middleton, Wisconsin, RNG facility, a joint venture with EnTech Solutions, in which waste from dairy cows is converted to RNG through an anaerobic digestion process. The company recently received final approval to begin execution of its next two dairy RNG projects.

H.I.G.’s Outside Counsel: Sidley Austin led by Houston partner Tim Chandler and including Samantha (Sam) Seley, Aaron J. King, Tommer Yoked, Zackary Pullin, Aaron S. Mitchell and Heather M. Palmer in Houston and Sarah A. Jehl in Chicago

Northern Biogas’ Outside Counsel: Vinson & Elkins with a corporate team led by partner Peter Marshall with assistance from associates Daryne Foote and Jack Peterson. Other team members include partner David Peck and senior associate Lauren Meyers (tax); and partner Shane Tucker (executive compensation/benefits).

Whistler announces new JV pipeline with Cheniere

Deal Description: Austin-based WhiteWater Midstream announced Sept. 19 that subsidiaries of Whistler Pipeline and Cheniere Energy Inc. executed agreements to move forward with the construction of the ADCC Pipeline, a new joint venture. The 42-inch pipeline is expected to extend 43 miles from the terminus of the Whistler Pipeline to Cheniere’s Corpus Christi liquefaction facility. The Whistler Pipeline is owned by a consortium including MPLX, WhiteWater and a joint venture between Stonepeak and West Texas Gas Inc. WhiteWater has backing from several private equity funds including Charlotte-based Ridgemont Equity Partners and Houston-based First Infrastructure Capital. 

MPLX’s Outside Counsel: Morgan Lewis led by partners Sameer Mohan (Houston) and Conor Larkin (Philadelphia) along with associates Randall Bentley (Los Angeles) and associate Kelsey Warren (Houston)

Notes: The Morgan Lewis team also represented MPLX earlier this year involving the Matterhorn Express Pipeline project, including Mohan.

BlackRock Long Term Private Capital buys Paradigm Oral Health

Deal Description: Paradigm Oral Health, an oral surgery and digital dentistry platform, announced Sept. 22 that BlackRock Long Term Private Capital agreed to acquire a majority interest in the company from shareholders, including InTandem Capital Partners. LTPC will partner with Paradigm’s leadership team, led by founder and CEO Dr. David Rallis, to support the company’s expansion. Founded in 2018, Paradigm has developed a model designed to attract and keep surgeons. The company partners with oral surgery groups in markets across the U.S, allowing them to keep their brand identity while operating on the same platform. Paradigm’s practice management technology, Paragon, enhances performance and increases patient and provider satisfaction, it said. Paradigm and 100 surgeon partners provide patient care in 75 state-of-the-art facilities throughout the U.S.

Paradigm’s Financial Advisor: Houlihan Lokey

Paradigm’s Outside Counsel: Goodwin Procter

Blackrock’s Outside Counsel: Simpson Thacher led by Houston partner Christopher May

Arroyo closes sale of two power plants

Deal Description: Arroyo Energy Investment Partners announced Sept. 15 the closing of the sale of two electric power generation investments, Brandywine and Broad River. The buyer was Onward Energy. The sale includes 1,100 megawatts of power production in the eastern U.S. Brandywine is a 230 megawatt dual-fuel combined-cycle plant located in Brandywine, Maryland, with a long-term offtake agreement with a regional electric cooperative. Broad River is an 878 megawatt dual-fuel peaking facility located in Gaffney, South Carolina, with a long-term offtake agreement with Duke Energy Progress. Arroyo is an independent investment manager focused on power and energy infrastructure assets in North America and Chile.

Arroya’s Outside Counsel: Bracewell led by partners Ryan S. Holcomb (Houston) and Catherine P. McCarthy (Washington, D.C.), counsel Jacqueline R. Java (Washington, D.C.) and associates Shannon M. Rice, Andrew P. Mintz, Natalie R. Cohen and Jay Harper of Houston and Michael A. Recchia of New York.

Onward’s Outside Counsel: White & Case led by partners Michael Shenberg and Kristen Rohr in New York

Notes: Bracewell had previously advised Arroyo on the purchase of the Broad River facility.

Trammell Crow sells Allora Crossing

Deal Description: Jones Day said Sept. 20 that it counseled Trammell Crow Residential on the sale of Allora Crossing, a 243-unit apartment development located in Brandywine, Maryland. The buyer was Penzance DC Real Estate Fund II Properties. The transaction closed Aug. 22.

From Jones Day: Mike Ording, the firm’s of counsel in Dallas

Notes: Ording has advised Trammell Crow on past deals, including the January sale of Alexan CityCentre, a 340-unit apartment complex in Houston, the December sale of a 248-unit apartment complex in Plantation, Florida, and the September sale a 375-unit apartment community in Spring.

American Air Filter acquires National Air Filter Service of New Jersey

Deal Description: Daikin Industries Ltd. subsidiary American Air Filter Co. Inc., dba AAF International, announced Sept. 2 it acquired National Air Filter Service Company of New Jersey, one of the oldest and largest full-service air filtration management companies in the U.S. Terms weren’t disclosed.

Daikin’s Outside Counsel: Jones Day led by partner Alexandra Wilde in Houston

Notes: Wilde has counseled Daikin on other purchases, including ElitAire, ABCO HVACR Supply + Solutions and Robinson Plumbing & Heating Supply Co. Inc.

Littlejohn invests in Hiller Cos.

Deal Description: Littlejohn & Co., a private investment firm based in Greenwich, Conn., announced Sept. 20 that it made a significant growth investment in the Hiller Cos., a provider of fire and life safety services. Pon Holdings continues to be a large investor in the business. Terms were not disclosed. Founded in 1919 and headquartered in Mobile, Ala., Hiller provides fire and life safety services to clients operating high cost-of-failure environments in the commercial, industrial and marine sectors. Hiller protects military and commercial marine vessels, energy storage systems for utilities, data centers, research and lab spaces and commercial properties. Hiller’s services include design and engineering, installation, recurring testing and inspection, repair and maintenance and retrofitting fire protection systems and equipment.

Hiller’s Financial Advisor: Baird

Hiller’s In-House Counsel: Robert Hunter, general counsel

Pon’s In-House Counsel: Cristine Brinkman, CLO for Pon Holdings, and Magnus Rayos, GC for Pon North America

Pon’s Outside Legal: Morgan Lewis led by partner Sameer Mohan, associates Tara McElhiney (Houston) and Lauren Hutton-Work (Houston), with litigation partner John Petrelli (Houston) and employment partner Mike Jones (Houston). 

Notes: Morgan Lewis closed four acquisitions on behalf of Hiller prior to this sale and most recently represented Pon on an acquisition for another of its portfolio companies, Urus Group, announced in July.

CAPITAL MARKETS/FINANCINGS

EQT prices $1B of new senior notes

Deal Description: EQT Corp. announced Sept. 20 that it priced an underwritten public offering of $1 billion in senior notes consisting of $500 million of 5.678 percent senior notes due 2025 and $500 million of 5.7 percent senior notes due 2028. EQT intends to use the net proceedsg, together with cash on hand, borrowings under its revolving credit facility and/or borrowings under a new term loan facility, to fund the cash consideration relating to its previously announced acquisition of all of the issued and outstanding membership interests of each of THQ Appalachia I Midco and THQ-XcL Holdings I Midco. If the acquisition isn’t consummated by June 30 or if EQT notifies the notes trustee that the company won’t pursue the consummation of the deal, EQT will redeem the notes outstanding at a price equal to 101 percent of the principal amount plus accrued and unpaid interest.

Expected Closing: Oct. 4

Underwriters: RBC Capital Markets, Mizuho Securities USA and PNC Capital Markets

EQT’s Outside Counsel: Kirkland & Ellis led by capital markets partners Matthew Pacey and Lanchi Huynh and associates Logan Weissler, Nick Wetzeler and Jina Chung

Underwriters’ Outside Counsel: Simpson Thacher advised RBC Capital Markets, Mizuho Securities USA and PNC Capital Markets including Jonathan Ozner, Richie Ragusa (in Houston) and Jessica Ryan (capital markets); Brandan Still, Maggie Selbe and Jacob Sims (banking and credit – Houston); Jon Cantor and Scott Grundei (tax); Jeanne Annarumma (executive compensation and employee benefits); Michael Isby (environmental); and Andrew Pagliughi (blue sky). 

Alpine Summit expands its upstream energy asset-backed securitization to $135M

Deal Description: Porter Hedges said Sept. 14 the firm advised Alpine Summit Energy Partners Inc. on the expansion of its asset-backed securitization of certain producing oil and gas wells previously announced in May. The facility is being increased by $55 million to a total of $135 million and has additional capacity to expand up to $150 million. The facility is secured by working interests in a subset of Alpine Summit’s producing assets, which are held by an affiliate of its operating subsidiary, HB2 Origination. Proceeds will be used for continued development activities, working capital and general corporate purposes. Founded in 2018, Alpine Summit is a U.S. based company that operates and develops oil and gas assets. 

From Porter Hedges: The team was led by James Cowen, Jeremy Mouton and Jason Lloyd with support from Nick Nicholas, Eric English, James Reardon, David Mann, Erich Schoeffler, Kristina Walpole, Sam Schauer and Michael Dearman. 

Stronghold Digital Mining announces $9M private placement

Deal Description: Stronghold Digital Mining Inc. announced a $9 million private placement with its institutional investors and the company’s co-chairman and CEO Greg Beard. The placement involved the issuance of 2.27 million and 602,409 shares of Class A common stock at a purchase price of $1.60 and $1.66, respectively, pre-funded warrants to purchase 2.7 million shares and warrants to purchase 5.6 million shares. Gross proceeds from the non-brokered private placement are $9 million before deducting offering expenses. The transaction closed on Sept. 19. 

Stronghold’s Outside Counsel: Vinson & Elkins led by partners Shelley Barber, Daniel LeBey and Brenda Lenahan, senior associates Alex Lewis and Lucy Liu and associates Judy Park and Emily Kercheville. Also assisting were partners Ryan Carney and Jason McIntosh, counsel Allyson Seger and associate Sarah Coe (tax); partner Shane Tucker and associate Matt Green (executive compensation/benefits); counsel Rajesh Patel and associate Marcus Martinez (technology transactions/IP); partner Larry Nettles, counsel Larry Pechacek and associate Simon Willis (environmental); and associates Nina Ramachandran and Kelli Westmoreland (corporate).

 

           

Claire Poole

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

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