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The Texas Lawbook

Free Speech, Due Process and Trial by Jury

  • Appellate
  • Bankruptcy
  • Commercial Litigation
  • Corp. Deal Tracker/M&A
  • GCs/Corp. Legal Depts.
  • Firm Management
  • White-Collar/Regulatory
  • Pro Bono/Public Service/D&I

CDT Roundup: 20 Deals, 18 Firms, 196 Lawyers, $3.3B

May 9, 2023 Claire Poole

Despite the downturn in the M&A market in general, Dykema reported late last month that 2023 is off to a fast start.

The firm, which has offices in Houston, Dallas, Austin, San Antonio and McAllen, closed 38 transactions in the first quarter compared with 31 deals in 2022 and 17 deals in 2021 during the same period.

This was partially due to some deals carrying over from the fourth quarter of 2022, but middle market M&A activity has proven resilient compared with the larger national M&A market generally, Dykema noted.

The firm remains optimistic about the remainder of 2023, as it continues to see more interest in M&A activity. Its average deal size during the first quarter was nearly $22 million and it closed deals across dental service organizations, healthcare, automotive, food and beverage, insurance and technology.

Dykema said three of its Texas lawyers led 10 transactions in the first quarter.

Dallas partner Eric White counseled United Dental Corp. on its acquisitions of multiple dental practices, Oak Dental Partners on its purchase of Whitaker Holding and Roligo Dental on buying an unnamed dental practice, all in March.

Dallas partner Virgil Ochoa advised Orofacial & Dental Implant Surgery Associates on its sale to USOSM in January; Bay Area Endodontics on its sale to US Endo Partners, also in January; Coastal Connecticut Oral & Maxillofacial Surgery on its sale to Oral Surgery Partners in January; Central Texas Perio and Implants on its sale to US Endo Partners in February; and Esthetics Center on its sale to Alpha Aesthetics in March.

And San Antonio partner Will Liebmann handled two Republic National Distributing Co. deals: its acquisition of Ultra, a division of Horizon Beverage Group, in January and its purchase of an unnamed sake and Asian beer distributorship in March.

It seems the middle market is where it’s at, music to a lot of smaller firms’ ears.

That music played on for the week ending May 6 to the tune of 20 transactions valued at $3.3 billion. That’s slightly less than last week’s 23 deals for $3.7 billion, and less value than the 16 deals for $10 billion during the same week 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
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

Callon buys Delaware Basin assets, exits Eagle Ford in deals worth $1.13B

Deal Description: Callon Petroleum Co. announced May 3 that it signed two definitive agreements worth $1.13 billion that streamline and focus its operations, accelerate the achievement of its debt reduction target and allow for the initiation of a shareholder return program in the third quarter of 2023. Callon agreed to acquire the membership interests of Permian-based Percussion Petroleum Operating II in a cash and stock transaction valued at around $475 million and potential contingent payments of up to $62.5 million. Under the terms of the agreement, Percussion will receive $265 million of cash and a maximum of 6.46 million shares of Callon common stock. Callon also agreed to sell all its assets in the Eagle Ford Shale to Ridgemar Energy Operating for $655 million in cash and potential contingent payments of up to $45 million.

Expected Closing: July 2023

Callon’s In-House Counsel: General Counsel Michol Ecklund, formerly of Marathon Oil and Baker Botts

Callon’s Outside Counsel: Haynes Boone led by partner Kraig Grahmann and associates Camie McKee and John Craven with support from Will Johnson and Bradley Potts on the acquisition and divestiture transactions and Raquel Alvarenga (employment), Brandon McCoy (HSR), Brian Giovannini (ERISA), Brandon Jones (tax) and Garrett Martin (litigation); and Kirkland & Ellis led by partner Michael Rigdon

Percussion’s/Ridgemar’s Outside Counsel: Gibson Dunn led by partner Michael Piazza and including of counsel James Robertson and associates Graham Valenta, Chris Atmar, Samantha Astrich and Zain Hassan. Partner Chad Nichols is advising on financing, partner Michael Cannon and associate Josiah Bethards on tax and partner Krista Hanvey and associate John Curran on benefits. Partner Gerry Spedale and associate Jake Volz counseled on capital markets, partner Peter Modlin on environmental and counsel Andrew Cline on antitrust.

Notes: While he was at Willkie, Piazza counseled Ridgemar and Percussion when it attracted equity commitments from Carnelian Energy Capital.

Darden acquires Ruth’s Chris for $715M

Deal Description: Darden Restaurants Inc. announced May 3 it agreed to acquire Ruth’s Hospitality Group Inc., owner and operator of Ruth’s Chris Steak House, for $21.50 per share in cash, or $715 million. The sum reflects a 34 percent premium over the May 2 closing price and 32 percent over the 30-day volume weighted average price. The price represents a 9.4 times implied multiple of Ruth’s fiscal year 2022 transaction adjusted EBITDA and Darden expects pre-tax synergies of $5 million to $10 million within the first year, $15 million to $20 million in the second. Acquisition and integration-related expenses are anticipated to be $55 million to $60 million. The deal should be accretive to Darden’s diluted net earnings per share in fiscal year 2024 by about 10 to 12 cents, excluding acquisition and integration expenses. Darden said Ruth’s Chris will complement its brands, which include Olive Garden, LongHorn Steakhouse, Cheddar’s Scratch Kitchen, The Capital Grille, Seasons 52 and Eddie V’s. Ruth’s Chris was founded in 1965 in New Orleans, La., by Ruth Fertel and Cheryl Henry will continue to lead, reporting to Darden CEO Rick Cardenas. Ruth’s Chris has 154 locations around the globe, including 80 company-owned or -operated restaurants and 74 franchised ones generating systemwide sales of $860 million, revenues of $500 million and average annual volumes of $6.2 million in its fiscal year 2022.

Expected Closing: June

Darden’s Outside Counsel: Hunton Andrews Kurth led by partner Gary Thompson in Richmond, Va., but including associate Jordan Latham in Houston

Ruth’s Financial Advisor: Jefferies

Ruth’s Outside Counsel: Kirkland & Ellis led by corporate partners Sarkis Jebejian and Rachael Coffey in New York but including executive compensation partner Scott Price, who has offices in Austin and New York

Crescent Energy buys Eagle Ford interests from Mesquite for $600M

Deal Description: Crescent Energy Co. announced May 2 that it entered into a definitive purchase agreement to acquire operatorship and incremental working interest in its existing Western Eagle Ford assets from Mesquite Energy Inc. for $600 million in cash. The accretive acquisition is consistent with Crescent’s strategy of acquiring high-value, cash flowing assets while maintaining financial strength.

Expected Closing: Early in Q3 2023

Crescent’s In-House Counsel: Bo Shi is general counsel, formerly with Vinson & Elkins and TMK IPSCO

Crescent’s Outside Counsel: Kirkland & Ellis led by real asset M&A partners David Castro Jr., Chris Heasley, Alia Heintz and Danny Nappier; debt finance partners Lucas Spivey and Jordan Roberts; capital markets partners Matt Pacey and Anne Peetz; tax partner Mark Dundon; environmental transactions partners Paul Tanaka and Jennifer Cornejo; and litigation partners Kenneth Young and Shayne Henry

Mesquite’s Financial Advisor: Jefferies

Mesquite’s Outside Counsel: Gibson, Dunn & Crutcher led, from Texas, by of counsel James Robertson, partners Hillary Holmes and Gerry Spedale, of counsel Adam Whitehouse and associates Nathan Zhang, Luke Strother, Michael Holmes, Stella Tang, Mason Gauch and Caitlyn Fiebrich. Partner Shalla Prichard and associate Laura Edwards are advising on financing, partner Michael Cannon and associates Josiah Bethards and Emily Brooks are assisting on tax and partner Krista Hanvey and associate Fanny Patel on benefits.

Above Food merges with SPAC Bite in $319M deal

Deal Description: Above Food Corp. and Bite Acquisition Corp., a special purpose acquisition company, announced May 1 that they entered into a definitive combination agreement that gives the company at a pro forma enterprise value of around $319 million. At closing, Above Food will become a public company and is expected to be listed on the NYSE under the new ticker symbol “ABVE.” Consideration will be 100 percent in the form of rollover shares and the proposed transaction is expected to provide about $44 million of gross proceeds to fund future facility development and working capital. Above Food has already received $9 million of investments from several strategic and financial investors, including Lexington Capital, an alternative investments and development group focused on food and agriculture, water and real estate, and Grupo Vida, one of the largest oat manufacturers in the Americas with production and facilities in Mexico, Canada and Chile. Above Food said the investors’ financial commitment is expected to generate commercial and operational synergies in the future.

Expected Closing: H2 2023 if it clears Bite shareholders

Above Food’s Outside Counsel: Latham & Watkins led by Houston partners Ryan Maierson and Ryan Lynch with Houston associates Denny Lee, Ziyad Barghouthy, Janhavi Das, Brian Bruzzo and Rebekah Bingham. Advice was also provided, from Texas, on intellectual property and data privacy matters by Austin associate Andrew Abokhair; on employee benefits matters by Houston counsel Krisa Benskin; and on environmental, health, and safety matters by Los Angeles/Houston partner Josh Marnitz; and Gowling WLG (Canada)

Bite’s Financial/Capital Markets Financial Advisors: BMO Capital Markets and EarlyBirdCapital

Placement agents: BMO and ATB Capital Markets are co-leads with EarlyBirdCapital, Haywood Securities and Gravitas Finance for the private investment in public equity, or PIPE

Bite’s Outside Counsel: Greenberg Traurig and MLT Aikins

BMO’s Outside Counsel: Davis Polk & Wardwell

Sunoco buys refined product terminals from Zenith for $110M

Deal Description: Sidley Austin said May 4 that it represented Sunoco on its acquisition of 16 refined product terminals across the East Coast and Midwest from Warburg Pincus-backed Zenith Energy for $110 million. Sunoco, which announced it had completed the purchase May 2, expects the acquisition to be accretive to unitholders in the first year of ownership. Sunoco’s operations include the distribution of motor fuel to about 10,000 convenience stores, independent dealers, commercial customers and distributors in more than 40 U.S. states and territories as well as refined product transportation and terminaling assets.

From Sidley (in Texas): Jon Daly, Atman Shukla, Alex Tanton, Konnor Rodriguez, Brad Giacone, Angela Richards, Aaron Mitchell, Eric Winwood, Marian Fielding, Heather Palmer, Greta Carlson, Daniel Allison, Alan Williams and Chanse Barnes

Sunoco’s In-House Counsel: Arnold “Arrnie” Dodderer is general counsel in Dallas and formerly with K&L

Zenith’s Outside Counsel: Locke Lord including counsel Mike Peters in Houston

Notes: Locke Lord’s Peters also advised Zenith management on raising up to $600 million in equity backing in 2014 led by a Warburg Pincus affiliate

VSE sells federal/defense segment to Bernhard Capital for $100M

Deal Description: VSE Corp., a provider of aftermarket distribution and maintenance, repair and overhaul services for air, land and sea transportation assets for commercial and government markets, announced May 1 that the company entered into a definitive agreement to sell its federal and defense segment to Bernhard Capital Partners for up to $100 million in cash. This assumes a $50 million cash payment and an earn-out payment of up to $50 million if it clears certain milestones. The company intends to use the net proceeds primarily to reduce borrowings and execute strategic acquisitions. VSE’s decision to sell the business segment concludes a comprehensive strategic review undertaken by the management team and board in response to market and business dynamics. VSE said the sale is intended to allow it to form a 100 percent pure-play aftermarket business.

Expected Closing: late 2023 to early 2024

VSE’s Outside Counsel: Jones Day led by Miami partners Lorne Cantor and Luis Velez

VSE’s Financial Advisor: Jefferies

Bernhard’s Outside Counsel: Kirkland & Ellis including Bill Benitez, Alec Manzer, Chris Boggs and Mark Dundon

Bernhard’s Financial Advisor: William Blair

NetRise attracts $8M in funding

Deal Description: NetRise, an Austin-based provider of security solutions, announced April 25 that it raised $8 million in funding. The round was led by Squadra Ventures with participation by existing investors Miramar Digital Ventures, Sorenson Ventures and DNX Ventures. NetRise has developed a cloud-based SaaS platform that analyzes and monitors the firmware of Extended Internet of Things devices. NetRise helps device manufacturers and enterprise customers to detect, respond to and prevent threats throughout their supply chains. The funding will allow NetRise to expand its platform capabilities, such as coverage for Windows systems and containers, and development of more machine learning models for advanced analysis.

Inbanx raises $3.6M seed round

Deal Description: Inbanx, an Austin-based budget and spending control solution provider, announced May 2 a seed raise of $3.6 million. The Castle Creek Launchpad Fund, backed by community banks, led the round with participation by Social Leverage and prior investors. Inbanx provides a business-wide view of expense spending. Through bank distribution partnerships, banks can offer business customers a spend control platform and participate in credit extensions. Inbanx draws on real-time data, generates AI-driven insights, integrates easily with major accounting software and automates expense reporting.

Inbanx’s Outside Counsel: Wilson Sonsini partner Matt Lyons in Austin

Investors’ Outside Counsel: Osborn Maledon in Arizona

Verbio acquires ethanol plant from Mercuria

Deal Description: Holland & Knight said May 2 it advised Verbio North America Holdings Corp. on the closing of a purchase agreement with Mercuria Investments US Inc. to acquire South Bend Ethanol, an operating ethanol plant in South Bend, Ind. Terms weren’t disclosed, although Verbio plans to make $230 million in upgrades. This will be Verbio’s second U.S. production facility following the commissioning of its Nevada, Iowa, plant. Verbio intends to expand and develop the South Bend plant into a modern biorefinery by integrating the production of ethanol with renewable natural gas. Following commissioning, the production capacity of the plant will be at 85 million gallons of corn ethanol and 2.8 billion cubic feet of RNG per year. Verbio North America Holdings, with offices in Stamford, Conn. and Livonia, Mich., is a unit of Verbio Vereinigte BioEnergie, which is based in Leipzig, Germany.

From Holland & Knight: Partner Ram Sunkara and associate Trevor Ruff led the deal for Verbio. They were assisted by partners Joshua Belcher, Amish Shah, Robert Lorndale, Marc Druckman, Peter Connolly, Antonia Tzinova and Susan Lafferty and associate Sergio Fontanez.

Mercuria’s Outside Counsel: King & Spalding

Ridgewood, Savage buy Dupuy

Deal Description: Ridgewood Infrastructure and Savage, through their joint venture Transportation Infrastructure Partners, announced May 1 the acquisition of the Dupuy Group, a provider of near-port logistics infrastructure and services for customers in the food and agriculture sector. Terms weren’t disclosed, but Ridgewood typically makes $50 million to $150 million in equity investments. Dupuy was founded in 1936 and owns and operates intermodal infrastructure near the ports of Houston, Jacksonville, Charleston and New Orleans. Ridgewood, an infrastructure investor in the U.S. with about $5 billion in capital and commitments, and Savage, a provider of supply chain infrastructure and solutions, established their JV several years ago to acquire and operate transportation and logistics infrastructure throughout the U.S. Dupuy is the partnership’s third acquisition, complementing prior acquisitions of Carolina Marine Terminal in Wilmington, N.C., and Nassau Terminals, which operates the Port of Fernandina in Florida.

Transportation Infrastructure Partners’ Outside Counsel: Kirkland & Ellis led by corporate partner Bill Benitez and associates Alec Manzer and Brennon Nelson; debt finance partner Lucas Spivey and associates Michelle Williamson and Will Zakhary; tax partner Mark Dundon; real estate partner John Goldman; and environmental transactions partner Jim Dolphin.

Hydrotech acquires Isaacs Fluid Power Equipment

Deal Description: Hydrotech Inc. announced May 1 the acquisition of Mason, Ohio-based Isaacs Fluid Power Equipment Co., representing progress toward Hydrotech’s mission to modernize industrial equipment and streamline operations. Terms weren’t disclosed. Founded in 1948, Isaacs is a fluid power distributor serving multiple OEM and end-user industries across Ohio, Indiana, Kentucky and portions of lower Michigan and Illinois. By acquiring Isaacs, Cincinnati-based Hydrotech said it expands its capabilities and geographical reach. Isaacs has 37 employees, including general manager Bruce Becknell and finance manager Beverley Massey, who will continue in their roles. After 50 years with Isaacs, president and CEO Roy Carman will retire at closing.

Hydrotech’s Outside Counsel: Akin led by corporate partners Thomas Yang and Ashton Barrineau Butcher with corporate associates Joshua Parisi and Brady Pedneau. The team included partners John Bain, Desiree Busching, Julia Pashin, David Quigley and Alison Chen, senior counsel Andrew Oelz, counsel Alex Agahzadeh, A.Y. Mernick and Aaron Vera and associate Brielle Rowe.

Daikin Applied buys Carroll Air Systems

Deal Description: Daikin Applied announced May 1 that it acquired Carroll Air Systems, a Tampa, Fla.-based company that provides heating, ventilation and air-conditioning systems and services for commercial, industrial and institutional facilities. Terms weren’t disclosed. Supporting the central and West Coast regions of Florida, the target is a long-standing sales representative for Daikin and other HVAC equipment manufacturers and is now part of the world’s number one air-conditioning company. Carroll has been involved in the development and renovation of airports, hospitals and clinics, offices, schools and other facilities across parts of Florida. Daikin Applied’s regional service operations will combine with the Carroll service team. Phillip Carroll will lead the merged operations, including service, sales and parts, which will now do business as Daikin Applied Central and West Coast Florida.

Daikin Applied’s Outside Counsel: Gibson, Dunn & Crutcher led by partner Stephen Olson and including associates Jonathan Sapp and Gerald Kimani. Partner Michael Cannon advised on tax aspects and partner Krista Hanvey and associate Gina Hancock on benefits.

KKR acquires CoolIT Systems

Deal Description: KKR and CoolIT Systems, a provider of liquid cooling for computing, announced May 2 the signing of a definitive agreement in which KKR will acquire CoolIT. Terms weren’t disclosed. The investment will support the company’s ability to scale and serve its global customers across the data center market, including the enterprise, high-performance computing and cloud service provider segments as well as in desktop computing. Founded in 2001, CoolIT designs, engineers and manufactures liquid cooling solutions for the data center and desktop markets. As part of this transaction, CoolIT will expand its equity ownership program to make all employees owners of the company. Since 2011, KKR portfolio companies have awarded billions of dollars of equity value to more 50,000 non-management employees across nearly 30 companies. KKR has committed more than $17 billion to digital infrastructure since 2011.

Expected Closing: Q2 2023 if it clears regulators

KKR’s Outside Counsel: Kirkland & Ellis led by corporate partners John Pitts and Ben Hardison and including tax partners David Wheat and Ryan Phelps and executive compensation partner Rob Fowler and associate Katherine Nemeth

Kirkland advises Coastal Welding on sale to American Welding & Gas

Deal Description: Kirkland & Ellis said May 4 it counseled Texas-based Coastal Welding Supply, a family-owned producer and distributor of gases and welding supplies in the U.S., on its definitive agreement to be acquired by American Welding & Gas, one of the country’s largest independently owned producers and distributors of industrial, medical, beverage and specialty gases. Terms weren’t disclosed. Raleigh, N.C.-based AWG operates more than 100 locations in 22 states. In 2022 the buyer acquired Buffalo-based propane business Tricounty Gas.

From Kirkland: The team was led by corporate partners Thomas Laughlin and Tony Johnston and associate Caleb Martin

Swordfish closes private equity commitment with Pearl Energy Investments

Deal Description: Swordfish Energy Holdings announced May 3 the closing of an equity commitment from Dallas-based investment firm Pearl Energy Investments. Terms weren’t disclosed, but Pearl usually targets deals requiring $25 million to $150 million in equity capital. Based in Houston, Swordfish is an exploration and production company focused on acquiring and developing oil and gas assets in the Permian Basin. Swordfish management is led by Marcos Briceno and Patrick Sherman, who worked together at Advance Energy Partners in the Delaware Basin before forming Swordfish. The company seeks to grow through asset acquisitions, farm-ins, joint ventures, and development partnerships targeting operated and non-operated leasehold and mineral interests.

Swordfish’s Outside Counsel: Vinson & Elkins led by partner Mike Marek and senior associate David Lassetter with assistance from associate Zac Horne. Other team members included, from Texas, partner John Lynch and associates Dan Henderson and Keleigh Carver (tax); associate Maddison Riddick (executive compensation/benefits); and partner Sean Becker and counsel Alex Bluebond (employment/labor).

Pearl’s Outside Counsel: Sidley Austin partner Holt Foster and senior managing associate Jeremy Pettit in Dallas; Houston partner Zack Pullin assisted on tax

Penrose snares commitment from EIV

Deal Description: Penrose Midstream Partners announced May 2 an equity commitment by EIV Capital and Penrose’s management. Terms weren’t disclosed, although the firm typically invests between $20 million and $100 million. Penrose is led by CEO Rick Van Eyk, an industry veteran who had leadership roles with EnLink Midstream and Occidental Petroleum. The company will be engaged in acquiring and developing natural gas, natural gas liquids and crude oil midstream infrastructure in basins throughout North America.

EIV’s Outside Counsel: McDermott Will & Emery led by partner Kevin Brophy in Houston and included, from Texas, Jibin Luke, Ming Lei, Alex Farr and Sarah Nabors

Penrose’s Outside Counsel: Locke Lord led by partners Mitch Tiras and Jeff McPhaul in Houston

CAPITAL MARKETS/FINANCINGS

CenterPoint Energy Resources closes $300M offering of senior notes

Deal Description: CenterPoint Energy Resources Corp., an indirect, wholly-owned unit of CenterPoint Energy Inc., announced May 3 the closing of its offering and sale of $300 million of 5.25 percent senior notes due 2028. The net proceeds will be used for general corporate purposes, including the repayment of a portion of the borrowings under its term loan agreement that matures on Feb. 15, 2024. The offering constituted a reopening of the series of debt securities ($600 million of 5.25 percent senior notes due 2028) originally issued on Feb. 23, 2023. CenterPoint directly owns and operates natural gas distribution facilities in Louisiana, Minnesota, Mississippi and Texas and indirectly owns and operates natural gas distribution facilities in Indiana and Ohio through Indiana Gas Co. Inc. and Vectren Energy Delivery of Ohio. CenterPoint also owns and operates permanent pipeline connections through interconnects with various interstate and intrastate pipeline companies through a unit.

Bookrunners: Barclays, Goldman Sachs & Co., J.P. Morgan and Wells Fargo Securities and C.L. King & Associates was co-manager

Underwriters‘ Outside Counsel: Hunton Andrews Kurth led by partner Peter K. O’Brien and associates Brendan P. Harney, Reuben H. Pearlman and Jingyi “Alice” Yao in New York but also Robert McNamara in Houston and William Freeman in Dallas on tax

CenterPoint’s In-House Counsel: Monica Karuturi is general counsel

CenterPoint’s Outside Counsel: Baker Botts including corporate partners Tim Taylor and Clint Rancher, senior associate Josh Gonzales and associates Rob Cowan and Sarah Dyer and tax partner Michael Bresson and senior associate Jared Meier

Forme raises $12M in IPO

Deal Description: Austin-based Interactive Strength Inc., an interactive home fitness provider doing business as Forme, announced May 2 the closing of its $12 million initial public offering, giving the company a market value of $115 million. It issued 1.5 million shares of its common stock at $8 per share. The stock began trading on the Nasdaq Global Market on April 28 under the ticker symbol “TRNR.” The company raised a Series A round last year from Presight Capital and Infinitas Capital. Forme won’t receive any proceeds from the sales of shares of common stock by the selling stockholders. Aegis Capital Corp. is the underwriter.

Forme’s Outside Counsel: Pillsbury Winthrop led by partners Davina Kaile in Palo Alto and Stephen Ashley in New York

Underwriters’ Counsel: Kaufman & Canoles led by Anthony Basch in Richmond, Va.

Swift Current closes financing with ING, Morgan Stanley for Texas solar project

Deal Description: Swift Current Energy announced May 2 that it closed project financing with ING Capital and received a tax equity commitment from Morgan Stanley Renewables Inc. for its 266 megawatt Tres Bahias Solar project  in Calhoun County in southeast Texas. Terms weren’t disclosed. The project is under construction and is expected to begin operations by the end of 2023. ING was the sole lead arranger, bookrunner and green loan structuring agent while Morgan Stanley committed the tax equity. Swift is the project developer and will be the long-term owner and operator. U.S.-based First Solar is supplying the solar panels and Swift chose IEA Constructors, a renewable energy engineering, procurement, and construction provider, to manage the building. The transaction was structured to reflect the new U.S. Inflation Reduction Act policy guidance. As of April, Swift had more than 1 gigawatts under construction, including the 800 megawatt Double Black Diamond Solar project in Illinois.

Swift’s Outside Counsel: Vinson & Elkins and Husch Blackwell; V&E’s team was led by partners Eamon Nolan and Mike Joyce, with assistance from senior associate Rimal Kacem and associates Maria Borges, Alyssa Allen, Lauren Chang, Laura Byrd, Daisy de Wolff and Hoo Ray. Other key team members include partners Sean Moran and Lauren Collins, counsel Mary Alexander and associate Ben Livni (tax); and partner Tzvi Werzberger and counsel Noelle Alix and Carter Olson (finance).

ING’s Outside Counsel: Latham & Watkins led by San Diego partner Omar Nazif and Jackson Walker led by partners Aron Burnett with Jerry Webberman in Austin and including partner Steve Moore on tax, partner Jennifer Ferri on regulatory, partner Ali Abazari on environmental and permitting and senior counsel Kate Young on real estate

Morgan Stanley’s Outside Counsel: Mayer Brown and Jackson Walker (same team)

Notes: In 2022, the same deal team at JW also served as Texas counsel to the lenders and tax equity investor on the financing of a different Swift Current deal, a wind project called Castle Gap in Mils and Lampasas, Texas.

Claire Poole

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

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