The Texas Lawbook

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CDT Roundup: 19 Deals, 13 Firms, 213 Lawyers, $11.5B

Who was the most active law firm doing M&A globally in the second quarter?

If you guessed Kirkland & Ellis, you would be wrong, as per PitchBook. According to the data provider, DLA Piper ranks at the top with 126 deals versus 113 for Kirkland, 88 for Latham & Watkins and 87 for Goodwin.

Rounding out the top 10 were Holland & Knight (with 76), White & Case (54), CMS (53), McDermott (47), Dentons (40) and Jones Day (39).

However, Kirkland did lead U.S. M&A activity with 88 deals followed by Holland & Knight (73), Goodwin (64), DLA Piper (54) and Latham (52).

DLA came in 24th on our list of the most active Texas law firms involved with M&A with only four deals in the first half credited to their Texas lawyers.

Austin partner John Gilluly, U.S. vice chair of the firm’s transactional practice, has been active, as has Joseph Fore, also in Austin. But the firm has lost key deal lawyers over the years, including Jenifer Smith to Latham, Steven Torello to Willkie (he’s now at O’Melveny) and then Jack Langlois and Jibin Luke to McDermott.

But DLA has also added Alan Bickerstaff and Cassandra Cuellar from Shearman’s Austin office just this month, both active on the venture capital front. More to come? Maybe so.

The week ending Aug. 19 was a mirror image of last week — if the mirror was rearview: same number of deals (19) with slightly more value ($11.5 billion last week, $9.5 billion the week prior). But where last week included 15 M&A transactions and four capital markets deals, the week prior was capital markets heavy with 12 CapM issues and only 7 M&A deals.

Even in the rearview mirror, both of those are better than this time last year when there were only 12 deals for $2 billion.

Weekly Corporate Deal Tracker Roundup Stats

A compilation of weekly stats from The Lawbook's CDT Weekly Roundup
(Deal Values in Millions)
Week EndingDeal CountAmountFirmsLawyersM&A CountM&A Value $MCapM CountCapM Value $M
September 16, 202325$23,226.72335316$17,2399$5,987.7
September 9, 202312$6,36981027$4,3115$2,058
September 2, 202314$2,52269213$1,3221$1,200
August 26, 202317 $12,160.25 1320215$ 6,573.252$ 5,587.00
August 19, 202319$11,5051321315$11,2554$250
August 12, 202319$9,698.8131847$3,27012$6,428.8
August 5, 202313$5,2011211812$5,0511$150
July 29, 202315$21,031.61319611$18,292.04$2,739.6
July 22, 202318$3,9921213013$2,8085$1,184
July 15, 202313$8,254.95138113$8,254.9500
July 8, 202316$5,441.451217211$2,4435$2,998.45
July 1, 202316$6,8721010511$5,3745$1,498
June 24, 202313$10,9141620110$7,8743$3,040
June 17, 202317$5,880.71515115$4,705.72$1,175
June 10, 202319$8,516.11311116$6,252.43$2,263.7
June 3 202312$6,104.42121388$4,256.924$1,847.5
May 27, 202317$12,200106711$6,1656$6,035
May 20, 202311$22,458.181034$19,4557$3,003
May 13, 202312$7,034101018$5,4604$1,574
May 6, 202320$3,297.61819617$2,985.63$312
April 29, 202323$3,691.21813517$1,969.76$1,721.5
April 22, 202316$5,5701410414$4,7502$1,000
April 15, 202312$23,818.195910$21,618.12$2,200
April 8, 202316$7,94991739$5,4727$3,477
April 1, 202321$18,676.71217511$10,926.710$7,750
March 25, 202315$8,779.5101415$2,36210$6,416.5
March 18, 20237$14,048.86695$13,3452$703.8
March 11, 202321$11,5761616516$8,1315$3,445
March 4, 202320$9,6681122816$8,2094$1,459
February 25, 202313$5,3351313012$4,2351$1,200
February 18, 202314$5,743.7131588$898.76$4,845
February 11, 202316$12,0881213712$9,9654$2,123
February 4, 202317$8,0661514013$5,6144$2,452
January 28, 20237$2,1807755$1,692.752$488
January 21, 202317$5,7681617412$1,9185$3,850
January 14, 202311$2, 800101028$4213$2,400
January 7, 202318$8,2961116714$6,4613$1,835
December 31, 202214$2,732119912$2,0922$640
December 1714$7,9191311512$7,4191$500
December 10, 202214$10,093128811$7,0933$3,000
December 3, 202226$12,800.91117220$4,1416$8,659.9
November 26, 20228$2,266.7853$765$2,190.7
November 19, 202221$2,8861521219$2,5502$336
November 12, 202213$15,093.79819$14,2004$893.7
November 5, 20222519,337.21650922$8,267.23$11,070
October 29, 202215$7,805.3911614$7,180.31$625
October 22, 202220$8,193.51325313$5,4427$2,751.5
October 15, 20229$3,046.191397$2,588.32$457.8
October 8, 202219$2,011.81211416$833.83$1,178
October 1, 202223$5,532.91615618$4,952.35$580.6
September 24, 202218$5,1941421615$4,0503$1,144
September 17, 202221$8,352.31232015$4,759.66$3,592.7
September 10, 202215$19,853.51012613$19,403.62$450
September 3, 20229$2,3129629$2,31200
August 27, 202216$30,891.71013515$30,666.41227.7
August 20, 202212$1,977815299253$1,052
August 13, 202218$8,004.71124211$2,844.77$5,160
August 6, 202224$7,948.91224017$3,5777$4,371.9
July 30, 20228$6,9419787$6,8391$102
July 23, 202211$801119210$80110
July 16, 202214$3,6501012214$3,65000
July 9, 202210$3,557.77689$3,557.710
July 2, 202218$8,609.41315215$2,754.43$5,855
June 25, 202215$6,142131469$2,0176$4,125
June 18, 202217$11,890.11422815$11,4102479.7
June 11, 202217$7,6001212310$2,3007$5,300
June 4, 202212$2,937101279$6923$2,245
May 28, 20229$3,197.611869$3,197.600
May 21, 202214$7,284.51218511$6,6093$675.5
May 14, 202211$306.698010$306.61$225
May 7, 202216$10,451.751210812$1,8274$8,624.75
April 30, 202216$2,296.51615712$895.54$1,401
April 23, 202210$2,24111588$16412$600
April 16, 202211$6,64371568$2,3593$4,284
April 9, 202217$4,4291418411$1,6906$2,739
April 2, 202213$1,75588410$1,1453$610
March 26, 202211$3,2058656$2005$3,005
March 19, 202213$2,239.17910613$2,239.1700
March 12, 202218$12,0161123915$11,9652$51.35
March 5, 202217$6,7861313713$5,1614$1,625
February 26, 202212$5,09581499$4,437.53$658
February 19, 202217$22,2291717414$21,3543$875
February 12, 202212$2,344.710738$641.74$1,703
February 5, 202211$2,50389911$2,50300
January 29, 202211$3,8721210112$3,87200
January 22, 202213$5,143.5109912$4,842.51$301
January 15, 202212$7,60591559$6,4803$1,025
January 8, 202213$8,256.21110213$8,256.200
January 1, 20229$1,273.86509$1,273.800
December 25, 202121$4,734.751117616$3,4105$1,324.75
December 18, 202126$7,325.21519318$3,640.28$3,685.2
December 11, 202116$5,0171010913$1,4173$3,600
December 4, 202114$2,3108868$2,3106$1,882.05
November 27, 20219$3.460.1101016$1,7583$1,702.6
November 20, 202120$22,7921515712$18,864.58$3,928
November 13, 202121$26,7291217813$11,8228$14,907
November 6, 202112$8,3031315710$6,6823$1,621
October 30, 202121$10,3681521815$9,24.46$1,103.
October 23, 202121$18.783.11522211$12,31410$6,468.6
October 16, 202115$3,8681111815$2,2932$1,575
October 9, 202120$8,6101617516$7,7954$815
October 2, 202114$6,2501113710$5,2004$1,050
September 25, 202111$11,4609937$10,2004$1,250
September 18, 202111$16,6038998$15,0843$1,519
September 11, 202117$10,6531110313$8,5034$2,150
September 4, 202113$7,222108911$6,7152$507
August 28, 202112$76396311$6631$100
August 21, 202112$29,65977911$29,5791$80
August 14, 202122$17,8451119912$12,80510$5,04
August 7, 202117$13,6701213915$11,7662$1,904
July 31, 202121$8,1601113410$3,57410$4,586
July 24,202121$6,3671113915$3,7126$2,655
July 17, 202114$4,0091112412$2,0152$1,994
July 10, 202116$3,9971314311$1,5974$2,4
July 3, 202124$7,492139416$3,7698$3,722
June 26, 202110$4,9957858$3,8472$1,148
June 19, 202128$16,83082289$1,86119$14,968
June 12, 202126$27,2381520919$25,6027$1,636
June 5, 202115$15,5391310013$14,7092$600
May 29, 202135$20,2791114528$18,647$1,639
May 22, 202124$53,2081417417$51,0477$2,161
May 15, 202118$10,6201322011$5,8707$4,809
May 8, 202117$10,4001115615$8,3862$2,500
May 1, 202121$7,2001611512$3,8089$3,392
April 24, 20218$20,2009318$20,20000
April 17, 202114$6,270810211$4,01803$2,260
April 10, 202115$8,9401312914$7,9901$950
April 3, 202118$19,5131015112$16,9236$2,590
March 27, 202127$13,9421524414$4,30013$9,633.5
March 20, 202111$2,04641023$2708$1,776
March 13, 202115$3,27091096$5389$2,732
March 6, 202124$13,6171019613$10,39511$3,222
February 27, 202119$8,1051213915$4,9704$3,135
February 20, 20219$8,82091538$8,5201$300
February 13, 202112$4,852.678172,7665$2,086.6
February 6, 202118$9,7521315314$5,2224$4,530
January 30, 202118$9,449918215$8753.83$695.3
January 23, 202114$8,15081186$4,0008$4,150
January 16, 202117$6,7831313811$2,4006$4,382.9
January 9, 202122$6,8291413518$3,139.34$3,690
January 2, 20217$1,4667607$1,46600
December 26, 202018$15,9001216316$5,3001$600
December 19, 202018$9,7691411014$8,4264$1,343
December 12, 202010$7,20091009$3,3251$3,830
December 5, 202015$4,26191229$2,7806$1,481
November 28, 202019$7,7581011013$4,0036$3,755
November 14, 202014$864.11415712$289.12$575
November 7, 202013$6,33291299$2,483.54$3,849
October 31, 202010$3,995.881036$3,231.14$754.7
October 24, 20206$18,1006585$17,7091$350
October 17, 20208$351.95558$351.900
October 10, 20207$5,2293504$7353$4,494
October 3, 202014$21,42891739$17,5355$3,893
September 26, 202010$12,7708935$10,3005$2,470
September 19, 202014$8,36591016$1,0208$7,345
September 12, 20206$4,4068593$1,2703$3,136
September 5, 202011$5,19181179$4,0612$1,130
August 29, 202011$2,5319945$1,1306$1,401
August 22, 202018$6,574121407$1,93011$4,644
August 15, 202013$4,99110977$1,2166$3,775
August 8, 202012$32,092111129$30,4573$1,635
August 1, 20207$5,2878765$3,6872$1,600
July 25, 20209$18,7516677$18,4032$348
July 18, 20206$1,982.55504$1,407.52$575
July 11, 202011$565.1127510$65.11$500
July 4, 202010$8,8898989$8,7881$100.3
June 27, 20208$6,87410505$4,972.53$2,081.5
June 20, 202012$4,44491157$2,8295$1,615
June 13, 20206$3,5824372$3504$3,232
June 6, 202011$3,213.78657$4704$2,743.7
May 30, 20208$7,3357486$4,6392$2,697
May 23, 20204$432.44343$432.410
May 16, 20206$3106345$31010
May 9, 202018$5,6301612414$3,1804$2,450
May 2, 20201510,40010908$1,9007$,8,500
April 25, 20208$3,4009365$1,0003$2,450
April 18, 202019$9,50014928$185.711$9,360
April 11, 202012$6,0009405$1907$5,800
April 4, 202014$8,200116810$2,2004$6,000
March 28, 202016$6,500139610$3,7006$2,800
March 21, 202011$11,9107337$2,2504$9,960
March 14, 20207809.86346684.81125
March 7, 202016$2,500157013$6693$1,400
February 29, 202013$15,2601312811$11,7602$3,500
February 22, 202012$3,700109210$2,5602$1,130
February 15, 202016$1,250108412$354$1,222
February 8, 202018$6,0801412314$2,5954$3,485
February 1, 202021$20,9001210114$17,8607$3,060
January 25, 202013$7,430136212$6,4301$1,000
January 18, 202023$9,5801512019$6,5804$3,000
January 11, 202021$14,2001819916$1,0205$13,200
January 4, 202022$6,4001111916$3,2046$3,245
December 28, 201922$7,1501917518$6,8004$327.4
December 14, 201924$36,3002316719$9,5005$26,800
December 7, 201911$10,40011557$1,0824$9,370
November 30. 201914$2,4501212612$1,7602$692.5
November 23, 201916$1,995104111$6155$1,380
November 16, 201915$3,8201313511$2,5004$1,271
November 9, 201925$12,9001718223$12,2002$575
November 2, 201910$2,470126192,4503$22
October 26, 201912$5,560147011$3,8601$1,700
October 19, 20198$6,60081388$6,60000
October 12, 201919$4,300145516$3,8003$500
October 5, 201918$14,5001916615$11,1003$3,400
September 28, 201919$8,1001813218$7,5601$550
September 21, 201914$6,300166611$2,1603$4,170
September 14, 201915$23,800125611$21,2504$2,570
September 7, 201917$3,500159814$1,9003$1,600
August 31, 20195$8,7006505$8,70000
August 24, 201916$10,000148215$4,2501$5,750
August 16, 201910$1,6805527$6503$950
August 9, 201917$17,700156814$3,9003$13,800
August 2, 201913$5,7601210813$5,760NANA
July 27, 201911$7,30013768$6,5703$730
July 20, 201913$11,8001312511$5,3002$6,500
July 13, 201910$7757468$542.52$233
July 6, 20197$2,5009857$2,50000
June 29, 201923$8,2901515417$2,3006$5,970
June 22, 201917$10,7001013914$7,7003$3,000
June 15, 201911$13,5001416011$13,500NANA
June 8, 201913$2,870175511$1,5702$1,300
June 1, 201910$4,46011608$4,1402$315
May 25, 201917$4,360147914$3,7003$612
May 18, 201922$9,0001715016$3,4006$5,600
May 11, 201918$19,8001717715$18,3003$1,500
May 4, 201910$7,0756328$6,9002$175
April 27, 201915$3,2001411714$3,1601$40
April 20, 201913$13,50010909$12,2004$1,300
April 13, 201916$38,900149114$37,8002$1,100
April 6, 201912$6,870119410$6,7302$50
March 30, 201915$6,470128410$7,91.55$5,677
March 23, 201918$6,450149114$5,0424$1,408
March 16, 201914$10,1801211511$8,8003$1,300
March 9, 20199$1,8006498$1,3001$500
March 2, 201920$3,0331610714$1,8176$1,262
February 23, 201912$2,0408699$614.63$1,430
February 16, 201916$9,970187716$9,97000
February 9, 201914$6,4001011014$6,40000
February 2, 201918$6,740159916$5,7202$950
January 26, 201913$2,770116711$918.952$1,850
January 19, 201915$3,819167612$2,5943$1,225
January 12, 201918$7,283149215$1,6833$5,600
January 5, 201910$529125010$52900
December 22, 201817$2,570138714$9413$1,629
December 15, 201810$2,8608268$2642$2,600
December 8, 201815$1,819166512$5523$1,267
December 1, 201812$7,50010909$1,2003$6,200
November 28, 201815$4,5001110714$4,0001$500
November 19, 201818$6,137139813$2,1425$3,995
November 14, 201818$9,2001315215$8,5003$694
November 6, 201816$17,3001618314$16,3612$950
October 29, 201814$14,4001812717$13,8001$600
October 24, 201813$6,1401312611$5,1222$1,018
October 17, 201818$18,3901512514$12,2924$6,098
October 10, 201829$3,1491810420$1,6479$819
October 2, 201818$9,300116714$7,3004$2,000
September 25, 201813$7,000117510$6,0003$995
September 18, 20189$3,5707449$3,57000
September 11, 201813$5,9001013213$5,90000
September 7, 201814$5,000158611$4,0003$1,000
August 29, 201815$20,700147913$4,7002$16,000
August 20, 201810$12,40011538$11,3803$1,057
August 14, 201812$19,900121329$18,8893$1,011
August 7, 201816$68,6001110613$67,2593$1,340
July 31, 201815$15,100159511$13,0604$2,060
July 23, 201813$2,130156010$1,8043$1,100
July 17, 201814$5,37017989$4,3105$1,100
July 9, 201816$11,200157410$11,0806$862
July 3, 201813$7,00078112$6,3301$750
June 25, 201815$8,80013979$4,9706$3,930
June 18, 201813$14,20014807$2216$14,290
June 11, 201812$6,3008968$5,9104$803
June 6, 201813$14,50010888$14,1545$579
May 31, 201811$4,89010638$3,2403$1,790
May 22, 201815$20,40011639$19,8086$885
May 15, 201815$4,7001510610$3,9005$643
May 9, 201811$1,40013889$1,3002$560
May 1, 20188$14,2507887$13,4001$450
April 24, 201812$5,30066111$4,4701$800
April 17, 20189$1,80010447$2,3302$1,434
April 11, 201811$2,5008326$1,6905$809
April 3, 201815$13,400111219$12,0206$1,090
March 28, 201810$4,00010927$3,8703$215
March 19, 201817$5,800135110$5907$5,165
March 12, 201815$3,130114311$2,3604$788
March 6, 201819$5,4001311610$1,5309$4,860
February 27, 201820$6,600136914$5,5306$1,030
February 19, 201815$5,5001411110$3,9906$1,980
February 12, 201823$10,9001715712$7,11011$3,840
February 5, 201816$8,600131007$1,3309$7,800
January 30, 201811$12,60011685$7,3006$4,982
January 24, 201819$9,400151295$2,01014$7,337
January 18, 201810$6,2808492$2,1008$4,188
January 9, 201812$16,50012929$15,8903$475
January 3, 201810$2,5009478$2,3502$150
December 27, 201715$9,000151139$7,5686$1,784
December 18, 201715$13,800161649$13,0107$1,118
December 11, 201714$9,7001012612$2,9404$8,500
December 4, 20176$1,8006315$1,5101$300
November 28, 20177$3,8508764$3,2603$285
November 16, 201710$2,70010486$1,8404$856
November 8, 201715$2,380179110$1,8605$516
November 1, 201712$4,70017949$3,4004$1,300
October 23, 201715$10,500106710$9,7804$1,530
October 18, 20176$2,000373$2253$1,820
October 10, 201712$6,5701009$3,8803$3,360
October 2, 20178$3,10011193$1,6305$1,750
September 25, 20178$4,8808795$2,6605$2,070
September 18, 20179$4,7703$3006$4,470
September 12, 201711$4,4308$2,0303$2,400
September 1, 20174$1,3103$3171$1,000
August 23, 201711$13,64098$11,8403$1,800

M&A/FUNDINGS

Energy Transfer buys Crestwood for $7.1B in stock

Deal Description: Energy Transfer and Crestwood Equity Partners announced Aug. 16 that they inked an agreement in which Energy Transfer will acquire Crestwood in an all-equity transaction valued at $7.1 billion, including $3.3 billion of assumed debt. Crestwood common unitholders would receive 2.07 Energy Transfer common units for each Crestwood common unit, implying a no-premium, $26.40 per unit takeout, analysts at TPH said in a report. Kirkland & Ellis counseled Energy Transfer and Vinson & Elkins advised Crestwood. For more, click here.

HF Sinclair picks up remaining Holly Energy stake for $1.4B

Deal Description: HF Sinclair announced Aug. 16 it will acquire all the outstanding shares of oil pipeline operator Holly Energy Partners it doesn’t already own in a cash-and-stock deal. Holly shareholders will receive 0.315 shares of HF Sinclair and $4 in cash for every share held, which values the deal at $1.44 billion, according to Reuters. The offer represents a 2 percent premium to Holly’s last closing price and HF Sinclair owns 47.16 percent of Holly as per Refinitiv data, Reuters added.

Expected Closing: Q4 2023

HF Sinclair’s Financial Advisor: Barclays

HF Sinclair’s Outside Counsel: Vinson & Elkins led by partners Alan Bogdanow, Katherine Frank and Ramey Layne and senior associates Alex Robertson and Amy Deroo, with assistance from senior associate Grace-Ann Duquette and associates Madison Bertrand, Walt Baker, Leah Powers, Janae Wilson and Michelle Yang. Also advising were partner Shane Tucker, counsel Missy Spohn and associate Cassandra Zarate (executive compensation/benefits); partners Jim Meyer and Ryan Carney and associates Katie Dillard, Jeffrey Slusher and Ben Livni (tax); partner Bailey Pham and associate Will Biesel (finance); partner Hill Wellford, counsel Evan Miller and senior associate Alex Rant (antitrust); partner Matt Dobbins and associate Simon Willis (environmental); counsel Elizabeth McIntyre (sanctions); counsel Brian Howard (government investigations); partner Damien Lyster (energy regulatory); and partner Sarah Mitchell (insurance). 

HF Sinclair’s Delaware Counsel: Richards, Layton & Finger

Holly Conflicts Committee’s Outside Counsel: Gibson Dunn with a corporate team that includes partners Hillary Holmes, Tull Florey and Cynthia Mabry and associates Stella Tang and To Nhu Huynh. Senior counsel Gregory Nelson and associate Hayden Theis are advising on tax aspects, partner Krista Hanvey and associate Gina Hancock on benefits and partner Brian Lutz on securities.

Holly Conflicts Committee’s Delaware Counsel: Morris, Nichols, Arsht & Tunnell

Holly Conflicts Committee’s Financial Advisor: Intrepid Partners

Intrepid Partners’ Outside Counsel: Sidley Austin including partners Jon Daly and George Vlahakos and managing associate Sabina Wahl

Oxy acquires Carbon Engineering for $1.1B

Deal Description: Occidental announced Aug. 15 that a wholly owned subsidiary entered into a definitive purchase agreement to acquire all the outstanding equity of Carbon Engineering Ltd. for around $1.1 billion in cash. The payments will be made in three approximately equivalent annual payments with the first at closing. Carbon Engineering’s research and development activities and Innovation Center will remain in Squamish, British Columbia. Houston-based Oxy has been working with Carbon Engineering on direct air capture deployment since 2019 and the deal aligns with its integrated net-zero strategy. It also provides Occidental, through its 1PointFive subsidiary, the opportunity to rapidly advance Direct Air Capture (DAC) technology breakthroughs and accelerate deployment of DAC as a large-scale, cost effective, global carbon removal solution. 1PointFive is building Stratos, the world’s largest DAC plant expected to be commercially operational in mid-2025, in Ector County, Texas. 

Expected Closing: Year-end 2023 subject to Canadian court reviews and Canadian and U.S. regulatory approvals

Oxy’s Outside Counsel: Latham & Watkins with a corporate deal team led by Houston partners John Greer and Bill Finnegan with associates Bryan Ryan, Morgen Seim and Molly Elkins. Advice was also provided on tax by Houston partner Tim Fenn with associate Christine Mainguy; on environmental matters by Los Angeles/Houston partner Joshua Marnitz with associate Reilly Nelson; on benefits by Houston counsel Krisa Benskin with associate Christina Schrantz; on antitrust by Washington, D.C., partner Jason Cruise and Washington, D.C., counsel Peter Todaro with associate Ivy Ziedrich; and on intellectual property and data and technology transactions by Bay Area partner Michelle Gross with associates Ryan Sanders, Dyllan Brown-Bramble and Adriana Beach.

Notes: Brad Pollack, deputy general counsel at Oxy, worked on the 2019 investment in Carbon Engineering as managing counsel with help from Stikeman Elliot in Canada as lead outside counsel with Vinson & Elkins in Houston for intellectual property legal support (partner Devika Kornbacher, who is now at Clifford Chance).

SilverBow Resources acquires Chesapeake’s South Texas properties for $700M

Deal Description: Houston-based SilverBow Resources Inc. announced Aug. 14 that it entered into an agreement to buy Chesapeake Energy Corp.’s oil and gas assets in South Texas for $700 million. The deal consisted of $650 million upfront cash payment due at closing and $50 million deferred cash payment due 12 months post close. Chesapeake may also receive up to $50 million in additional contingent cash consideration based on future commodity prices. The transaction is expected to be funded with cash on hand, borrowings under SilverBow’s revolver led by JPMorgan Chase Bank and its amended second lien notes led by EIG. The company secured $425 million of additional commitments under its credit facility from existing and new lenders, which will increase commitments to $1.2 billion, and the second lien notes will be upsized by $350 million. The deal is expected to increase fourth quarter net production, add scale and increase 2024 free cash flow. TPH analyst Matt Portillo said in a note he wasn’t surprised to see the final portion (last of three) of Chesapeake’s Eagle Ford assets sold and largely in line with value expectations. Chesapeake will use the proceeds to strengthen its balance sheet and for share repurchases as it moves along into the next upcycle for natural gas, which TPH expects will come in 2025.

Expected Closing: Year-end 2023

SilverBow’s Financial Advisor: Mizuho Securities

SilverBow’s Outside Counsel:

On the acquisition — A Gibson Dunn corporate team was led by partner Stephen Olson and of counsel Adam Whitehouse and includes partners Hillary Holmes, Tull Florey, Sydney Scott, Jonathan Whalen and Cynthia Mabry and associates Chris Atmar, Samantha Astrich, Justine Robinson, Malakeh Hijazi, Zain Hassan, Michael Holmes and Luke Strother. Partner Michael Cannon and associate Josiah Bethards are advising on tax aspects, partner Krista Hanvey on benefits, partner Peter Modlin on environmental and counsel Andrew Cline antitrust.

On debt finance —The Vinson & Elkins team was led by partner James Longhofer with assistance from associates Arthur Munoz, Natalie Harrison and Payton Hampton.

Chesapeake’s Outside Counsel: Haynes Boone with a team led by partner Jeremy Kennedy and associate John Craven. Associates Will Johnson and Bradley Potts and Partners Brandon Jones (tax), Stephen Grant (capital markets issues), McCoy Brandon (antitrust) and Michael Lombardino (employment).

SPAC AlphaVest merges with Wanshun Technology in $300M deal

Deal Description: AlphaVest Acquisition Corp, a special purpose acquisition company, announced Aug. 14 the execution of a merger agreement with Wanshun Technology Industrial Group Ltd., an app-based ride-hailing service in China. The transaction will be structured as a business combination with AlphaVest’s wholly owned subsidiary, AV Merger Sub, and is anticipated to result in AlphaVest shareholders receiving shares of Wanshun capital stock valued at $300 million. Wanshun, based in Shenzhen, China, and established in 2016, is creating an online and offline ecosystem, including physical stores/showrooms for existing and new drivers and white-label electric vehicles. Wanshun’s management team will continue to lead the combined company.

Expected Closing: Q4 2023 or early 2024 once it clears regulators and shareholders

AlphaVest’s Financial Advisor: Small Seashell Ltd.

AlphaVest‘s Outside Counsel: Winston & Strawn led by partner Mike Blankenship in Houston and including Dean Hinderliter, Susan Deng, Jonathan Bodle, Alexandra Santana, Emily Semon, Allan Jeanjaquet and Mary Johnson

Wanshun’s Outside Counsel: Jun He Law Offices

Notes: Winston’s Blankenship also counseled AlphaVest on its $60M IPO in December.

SPAC LAMF combines with Nuvo in $269M transaction

Deal Description: LAMF Global Ventures Corp. I announced Aug. 18 plans to combine with Nuvo Group, a FDA-cleared remote pregnancy monitoring platform. The deal puts Nuvo at a pre-money equity value of $269 million and up to around $300 million if Nuvo achieves a commercial milestone. Nuvo has signed U.S.-based relationship agreements with Penn Medicine, Axia Women’s Health, Banner Health, Ouma and others. Nuvo is expanding its network of university hospital partners that are gateways to international commercialization, including signed agreements with Charite University Hospital in Germany and Sheba Medical Center in Israel. The combined public company will be led by Nuvo’s CEO Kelly Londy, who was previously at University of Michigan Hospitals, GE’s medical systems and healthcare divisions, Philips Healthcare North America, Accuray Inc., Innoblative Designs Inc. and Lumicell Inc.

Anticipated Closing: Q1 2024

LAMF’s Outside Counsel: White & Case led by partners Daniel Nussen and Matthew Barnett in Los Angeles but including M&A associate Yves Bramwell in Houston; and Herzog Fox & Neeman

Nuvo’s Outside Counsel: Greenberg Traurig and Meitar

LAMF’s Capital Markets Advisor: Roth Capital Partners

Tillman FiberCo, Northleaf ink strategic partnership with $200M initial investment

Deal Description: Tillman FiberCo, a developer and owner of symmetrical gigabit broadband, and Northleaf Capital Partners, a global private markets investment firm, announced Aug. 10 a strategic partnership in which Northleaf funds made an initial investment of $200 million. Northleaf will invest up to $300 million more as Tillman FiberCo scales its operations. The investment enables Tillman FiberCo to accelerate its open access network with technologies, systems and a network architecture that will deliver internet access to residential and business customers. Founded in 2021 and based in New York, Tillman FiberCo designs, builds and owns high-speed internet infrastructure and aims to become a market leader. Tillman FiberCo is part of Tillman Global Holdings, a company founded by Sanjiv Ahuja which is focused on investing in and operating telecommunications and energy infrastructure businesses in developed and emerging markets.

Northleaf’s Financial Advisor: TD Securities

Northleaf’s Outside Counsel: Kirkland & Ellis with a team led by corporate partners John Kaercher and Zahra Usmani and associate Branden Lankford; tax partners Steve Butler and Adam Arikat; employee benefits partner Maureen O’Brien; executive compensation partner Rob Fowler; labor and employment partner Christie Alcala; technology and IP transactions partner Matt Lovell; and debt finance partner Doug Tedeschi.  

Tillman FiberCo.’s Financial Advisor: TAP Advisors

Tillman FiberCo.’s Outside Counsel: Sullivan & Cromwell

Riverwood funds One Model’s $41M round

Deal Description: Riverwood Capital, an investor in high-growth technology companies, was the lead investor in the $41 million growth funding round for One Model, an Austin software company that provides organizations with solutions to harness the power of their workforce data. Its products offer advanced analytics capabilities and data orchestration to help businesses make data-driven decisions, optimize talent strategies and facilitate business success. Founded in 2008, Riverwood has invested in more than 70 companies since inception whose revenues have increased 46 percent each year on average during that period. The funding will accelerate the development of two core technology solutions within One Model’s portfolio.

Riverwood’s Outside Counsel: Foley & Lardner led by partners Louis Lehot and Brandee Diamond (who offices in San Francisco and Austin) and included partners Rishi Sodhi, Steve Millendorf, Carrie Hoffman (Dallas), Mike Overly and Christopher Swift, as well as associates Ashley Lee and Trevor Mullin.

Osano raises $25M from Baird, others

Deal Description: Osano, an Austin provider of data privacy management software, announced Aug. 10 a $25 million Series B funding round led by Baird Capital with participation from Jump Capital, LiveOak Venture Partners, Next Coast Ventures, TDF Ventures and First Ascent Ventures. Baird partner Mark Donnelly will join the board and Katharine Tomko, partner at First Ascent and former Facebook head of privacy programs, will be joining as board observer. With this funding, Osano will continue to build the team to deliver on its mission and goal of simplifying privacy compliance and becoming the leading data privacy platform. Key initiatives include expanding multiple departments, including engineering, product development and sales; investing more in research and development; and building a channel program to expand its products. Arlo Gilbert is co-founder and CEO of Osano.

Osano’s Outside Counsel: Kastner Gravelle led by Ryan Gravelle

Prairie inks $20M PIPE, buys remaining Exok assets in Colorado

Deal Description: Prairie Operating Co. announced Aug. 16 it raised $20 million in a private investment in public equity (PIPE) offering and then executed its option to acquire the remaining Exok Inc. assets in Weld County, Colo. The PIPE consisted of the company’s Series E preferred stock, common stock and warrants purchased by an existing investor. The release didn’t name the investor, but Los Angeles investment advisor Bristol Capital Advisors owns more than 10 percent of its stock (Bristol’s chairman Paul Kessler sits on Prairie’s board). Prairie said the Exok asset is offset by industry-leading operators and positioned within the core of Denver-Julesburg “DJ” Basin. After closing, the company will control around 37,189 acres. Prairie said the decision to exercise the option underscores its continued commitment to enhancing and expanding its market presence. Prairie’s leadership includes co-founders Edward Kovalik and Gary Hanna, the former CEO of EPL Oil & Gas who sold the company to Energy XXI for $2.4 billion in cash.

Prairie’s Outside Counsel: Vinson & Elkins with a team led by partners Mark Kelly and Crosby Scofield, counsel Andrew Schulte and senior associate KJ Pedersen with assistance from associates Elisie Lee, Ted Belden, Madison Bertrand, John Sasso, Jake Lubenow and Lauren Perillo. Other team members included partner David D’Alessandro, counsel Regina Ibarra and associates Matt Green and Cassandra Zárate (executive compensation/benefits); partner Bryan Loocke (energy transition/projects); and partners Jim Meyer and Ryan Carney and associate Katie Dillard (tax).

Notes: V&E’s Kelly counseled Energy XXI on the EPL purchase.

Rhône Capital-backed Fogo de Chão sold to Bain Capital

Deal Description: Fogo de Chão, the Dallas-based Brazilian restaurant brand, announced Aug. 15 that it entered into a definitive agreement to be acquired by Bain Capital Private Equity to accelerate its growth and expansion. Terms weren’t disclosed. Fogo will continue to operate under its current management team led by CEO Barry McGowan. Funds affiliated with Rhône Capital have owned Fogo since taking the company private in 2018. Under Rhône’s ownership, Fogo experienced expansion across markets and is in its third year of 15 percent annual growth.

Expected Closing: September 2023 if it clears regulators

Debt Financing: Led by Deutsche Bank, which is also serving as financial advisor to Bain Capital.

Accounting Advisor: PwC

Bain’s Outside Counsel: Kirkland & Ellis led by Matthew O’Brien, Laura Steinke, Benjamin Dionne, Melissa Hutson and Yuli Wang

Fogo/Rhône’s Financial Advisor: Morgan Stanley

Fogo/Rhône’s Accounting Advisor: Deloitte

Fogo/Rhône’s Outside Counsel: Sullivan & Cromwell with a team led by Richard Pollack in New York and Neal McKnight in London

Texas State Bankshares buys investment bank Estrada Hinojosa

Deal Description: Harlingen-based Texas State Bankshares announced Aug. 7 it agreed to buy Dallas investment bank Estrada Hinojosa & Co. for undisclosed terms. Estrada Hinojosa has 48 employees and offices in Dallas, Houston, San Antonio, Miami, Chicago and New York. The deal allows the $2.6 billion (assets) bank to expand into capital markets, particularly public finance. Refinitiv ranked Estrada Hinojosa as the top municipal advisor in Texas and the fourth in the country for the first half. Since inception, the firm has completed more than 2,500 municipal advisory transactions with a value exceeding $190 billion and more than 4,600 underwriting transactions with a value of $460 billion. Noe Hinojosa, chairman, president, and CEO, said the deal provides the firm with access to more capital and resources to gain market share in municipal advisory, underwriting and trading in Texas and across the country. Hinojosa will become president of the capital markets unit, a member of the bank’s executive committee, a shareholder and a board member. Texas State Bankshares has 30 banking centers across the Rio Grande Valley, Texas Hill Country, Houston and DFW Metroplex. 

Expected Closing: Q4 2023 once the deal clears regulators and shareholders

Tango acquires WatchWire

Deal Description: Tango, a Dallas provider of cloud-based real estate and facilities management software backed by Berkshire Partners, announced Aug. 9 it acquired New York-based WatchWire, a data and analytics firm that helps companies reduce emissions and energy expenses while simplifying sustainability and carbon reporting. Terms weren’t disclosed. Tango said the transaction further extends its position as a leader in the real estate and facilities management space, enabling companies to meet their energy management and sustainability goals. The combined business will serve more than 500 customers in 140 countries. WatchWire’s leadership team will join Tango to continue developing and progressing these key capabilities.

Tango’s/Berkshire Partners‘ Financial Advisor: Harris Williams

Tango’s/Berkshire Partners‘ Outside Counsel: Ropes & Gray with a team led by private equity associates Brandon Winer and Halley Peterson and including private equity partner Taylor Hart, intellectual property transactions partner Regina Sam Penti and tax partner Pamela Glazier, executive compensation and employee benefits partner Kyle Higley and data, privacy and cybersecurity partner Fran Faircloth.

WatchWire’s Financial Advisor: GrowthPoint Technology Partners

Capstreet-backed TradePending buys Snapcell

Deal Description: TradePending, a Carrboro, N.C.-based sales enablement and consumer experience software platform for car dealerships, announced Aug. 15 that it acquired Snapcell, an automotive video marketing platform that helps car dealerships build trust and improve customer engagement through personalized video solutions. Financial terms were not disclosed. TradePending is backed by Capstreet, a Houston-based lower middle market private equity firm. Founded in the U.K. in 2016 with U.S. headquarters in Tampa, Fla., Snapcell provides visual solutions to automotive dealers worldwide to deliver a more efficient and effective purchase experience to their customers.

Snapcell’s Financial Advisor: Presidio Technology Partners

TradePending’s Outside Counsel: Willkie Farr & Gallagher led by partners Rosalind Kruse in New York and Aaron Savella in Houston and including associates Devin Crisanti and Zoe Sellman, both in Houston.

Excel buys Iepson Consulting

Deal Description: Excel Services Corp., a provider of licensing and regulatory compliance for the nuclear industry, announced Aug. 7 its acquisition of Iepson Consulting Enterprises Inc., an engineering company serving the needs of the commercial nuclear industry in the U.S. and around the world. Terms weren’t disclosed. The combination of Excel and Iepson creates a full-service offering of value-added engineering services to nuclear operators around the world. The deal closed on Aug. 1.

Excel’s Outside Counsel: Locke Lord with a team led by Jennie Simmons and Shumaila Dhuka in Houston with additional assistance provided by Eric Larson and Shaylen Braggs

Iepson’s Outside Counsel: Roetzel & Andress

CAPITAL MARKETS/FINANCINGS

Atlas Credit extends $100M term loan for AST & Science

​Deal Description: AST & Science, a unit of publicly traded AST SpaceMobile Inc., announced Aug. 14 the closing of its new $100 million senior term loan facility with Atlas Credit Partners, $50 million of which was funded at closing. The facility permits AST to request additional commitments of up to $50 million. Proceeds will be used to fund an interest escrow account, growth investments and for general corporate purposes, to pay the fees and expenses in connection with the facility and to fund the insurance premiums and taxes. AST’s obligations are secured by substantially all of the assets of AST and subsidiaries that also guarantee the facility and SpaceMobile’s equity interests in AST. Atlas Credit is an asset management firm specializing in credit investing and partnering directly with middle market growth companies. The firm provides minimally-dilutive capital solutions to managements teams to facilitate transition, accelerate growth and create long-term value for stakeholders. AST is a designer and manufacturer of satellites, building the first and only satellites designed to deliver broadband from space directly to consumer smartphones.

Atlas Credit’s Outside Counsel: Baker Botts including finance partners Luke Weedon and Clinton Culpepper and associates Regan Vicknair and Morgan Copher. On tax: partner Jon Lobb and senior associate Jordan Hahn.

AST’s Outside Counsel: DLA Piper led by partner Glenn Reitman

Sunnova Energy offers $75M in stock

Deal Description: Sunnova Energy International Inc. announced Aug. 14 the pricing of its underwritten public offering of 5.1 million shares of Sunnova’s common stock at $14.75 per share. Sunnova has granted the underwriters a 30-day option to purchase an additional 765,000 shares of common stock. The offering was expected to settle and close on Aug. 16. Sunnova estimates that the net proceeds will be about $71.4 million or $82.4 million if the underwriters exercise in full their option to purchase additional shares of Sunnova’s common stock. Sunnova intends to use the net proceeds for general corporate purposes.

Book-running Manager: Goldman Sachs & Co.

Underwriters’ Outside Counsel: Vinson & Elkins led by partners David Oelman, Crosby Scofield and counsel Brett Peace with assistance from counsel Raleigh Wolfe and associates Nina Bhatia, Chandler Jones, Phil Greenfield, Michelle Yang and Waleed Vohra. Also advising were partner Wendy Salinas and associate Jeff Slusher (tax); partner Brian Howard and counsel Elizabeth McIntyre (anti-corruption/sanctions); partner Guy Gribov and senior associate Joe Higdon (finance); partner Matt Dobbins and associate Kevin Moscon (environmental); and partner Damien Lyster and associate Ryan Hoeffner (energy regulatory).

Sunnova’s Outside Counsel: Baker Botts including partners Travis Wofford and Doug Getten but also Garrett Hughey, Parker Hinman and Austin Lee; Michael Bresson and Peter Farrell (tax); and Danny David (advisory).

SPAC 99 Acquisition prices $75M IPO

Deal Description: 99 Acquisition Group Inc. announced Aug. 17 that it priced its initial public offering of 7.5 million units at $10 per unit. The units will be listed on Nasdaq Global Market and were expected to begin trading Aug. 18 under the ticker symbol “NNAGU.” Each unit consists of one share of Class A common stock, one redeemable warrant and one right. Each warrant entitles the holder to purchase one ordinary share at $11.50 per share. Each right entitles the holder to receive one-fifth of a share of Class A common stock after consummation of an initial business combination. The company has granted the underwriters a 45-day option to purchase up to an additional 1.125 million units at the IPO price to cover any over-allotments. The offering was expected to close on Aug. 22. 99 is a newly organized blank check company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar combination with one or more businesses. It intends to focus its search for a target business in the real estate industry with a combined enterprise value of about $75 million to $150 million. The company is led by chairman and CEO Hiren Patel.

Underwriters: EF Hutton, division of Benchmark Investments, and Brookline Capital Markets, a division of Arcadia Securities.

99’s Outside Counsel: Loeb & Loeb

EF Hutton’s Outside Counsel: Winston & Strawn led by partner Mike Blankenship and including David Sakowitz, Hannah Gallagher, Robbie Oakes and Alexander P. Tanner

Claire Poole

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

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