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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: 23 Deals, 15 Firms, 154 Lawyers, $8.29B

July 2, 2019 Claire Poole

It was a slow second quarter for global M&A.

Deal value in the period amounted to $842 billion, a 13% decrease from the first quarter and a 27% slide over the second quarter of last year, according to Refinitiv. Deal count also slid to its lowest quarterly level since the 2008 financial crisis, according to the financial data provider.

However, the first half sized up to be the third strongest on record, with the total value reaching around $2 trillion, a 15% jump over the second half of last year. But the period was still a 12% slip over the first six months of 2018 and “megamergers” – those valued at $10 billion or more – accounted for 42% of the first half total.

Deal bankers and lawyers blame trade jitters and geopolitical risks for the second quarter’s drop in activity, particularly the dearth of cross-border deals over the last year or so.

U.S. M&A activity in the quarter wasn’t too dismal, falling by only 3% to $466 billion over the same period last year, Refinitiv reported. But over the first half of the year, the value of announced U.S. deals hit $1.1 trillion, up 20% over a year ago and the first time that U.S. deal volume crossed the $1 trillion mark in the first six months of the year, according to DealBook.

Private equity dealmaking rose to nearly an all-time high in the second quarter of $136 billion, Refinitiv reports. DealBook says JPMorgan, Goldman, Morgan Stanley, Citigroup and Evercore were the top overall M&A advisors by deal volume.

Among the biggest deals involving Texas lawyers was Occidental Petroleum Corp.’s agreement to buy Anadarko Petroleum Corp. for $38 billion. Billionaire activist investor Carl Icahn has called the deal a bet-the-company “fiasco” and last week said he’s seeking to replace four of the nine directors on Oxy’s board and change the company’s charter and by-laws.

Icahn, whose affiliates own around 4% of Oxy’s stock, blames the company’s directors for approving the deal at expensive financing and structuring it so shareholders can’t weigh in. He thinks the board needs a new strategic review committee to ensure that only shareholder-boosting alternatives will be considered.

Occidental responded by saying it welcomes constructive input toward its goal of maximizing long-term value, thinks the Anadarko deal will create significant value and enhanced returns for shareholders and remains focused on completing the transaction in the second half of the year.

Meanwhile, this past week, dealmaking involving Texas lawyers was brisk in terms of count but light in terms of value before the July 4 holiday. There were 23 transactions valued at $8.29 billion versus 17 deals worth $11.78 billion the previous week and 15 transactions valued at $8.8 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 Ending
Deal CountAmountFirmsLawyersM&A CountM&A Value $MCapM Count
CapM Value $M
10-May-202524$33,1751620619$30,7655$2,410
03-May-202511$4,249139011$2,226.52$2,022.5
26-Apr-202512$8,78791689$6,0113$2,776
19-Apr-202511$8,09771389$7,9852$112
12-Apr-202513$2,392815210$2,0653$327
05-Apr-202519$27,7621518816$25,4733$2,289
29-Mar-202521$8,1881025816$4,1255$4,064
22-Mar-202519$6,4851423115$4,1284$2,857
15-Mar-202513$13,7371315110$9,9324$3,805
8-Mar-20257$2,2345665$2242$2,100
1-Mar-202511$3,05087510$2,5501$500
24-Feb-2512$16,39771496$6,6356$9,862
17-Feb-2517$12,1361313410$9,4112$2,725
10-Feb-2514$7,15491799$4,9505$2,204
3-Feb-2516 $10,068720011$7,5535$2,515
25-Jan-2514$10,261101259$2,2075$8,054
18-Jan-2519$7,3821531612$2,3007$5,082
11-Jan-2521$33,5601618716$32,5215$1,039
4-Jan-259$6,8279809$6,82700
21-Dec-2411$2,79811928$2,2293$570
14-Dec-2415$5,3231218612$3,8123$1,511
07-Dec-2416$4,7661023111$2,32152,445
30-Nov-2410$10,29191034$8,2906$2.001
23-Nov-2415$4,5531515311$3,3794$1,174
16-Nov-2417$11,4881124513$10,1864$1,303
09-Nov-2414$2,1101213912$1,4102$700
02-Nov-2412 $52,788 1110711$52,7381$50
26-Oct-248$3,1608657$3,0651$75
19-Oct-2412$5,3041113611$4,5541$750
12-Oct-2417$8,4381215015$8,1162$322
05-Oct-2422$23,1811218915$19,9807$3,201
28-Sep-2411$2,35671447$534$2,303
21-Sep-2412$9,568101695$4,1017$5,467
14-Sep-2424$10,9881223516$7,1758$3,813
7-Sep-2412$20,4201616811$20,3071$112.9
31-Aug-2413$20,631913412$14,7751$5,856
24-Aug-2419$8,4522132516$7,1023$1,350
17-Aug-2425$49,1961630411$39,38614$9,810
10-Aug-2420$12,2641531216$9,7944$2,470
03-Aug-2426$16,4981633418$8,1378$8,361
27-Jul-2419$16,4422127115$13,8384$2,604
20-Jul-2415$16,0161418410$14,2325$1,784
13-Jul-2420$17,220 1426518$7,146 2$10,074
6-Jul-2411$3,941 11958$2,650 3$1,291
29-Jun-2414$6,296 152248$6,296 6$1,927
22-Jun-2412$5,679 81375$210 7$5,469
15-Jun-2413$9,895 1621410$5,280 3$4,615
8-Jun-2419$23,859 1323912$19,436 7$4,423
1-Jun-2412$34,510 111479$26,110 3$8,400
25-May-2413$9,684 1517110$4,434 3$5,250
18-May-2411$5,490 111738$3,129 3$2,361
11-May-2422$14,855 1422716$11,105 6$3,750
4-May-2413$3,139 98710$1,297 3$1,842
27-Apr-2410$6,684 62810$6,684 00
20-Apr-2419$15,989 111479$5,208 10$10,781
13-Apr-2413$8,952 97610$1,652 3$7,300
6-Apr-2423$26,616 1422214$13,501 8$13,116
30-Mar-2412$9,286 81368$4,299 4$4,987
23-Mar-2418$5,451 1726616$4,759 2$692
16-Mar-2421$11,437 1318614$9,316 6$2,070
9-Mar-2423$4,695 2121819$2,723 4$1,972
2-Mar-2420$9,108 1937214$4,558 6$4,550
24-Feb-2419$16,382 1224815$9,507 4$6,875
17-Feb-2416$29,932 1515712$29,216 4$716
10-Feb-2425$10,750 1719619$5,372 6$5,379
3-Feb-2412$8,416 181259$3,416 3$5,000
27-Jan-249$8,165 9878$7,815 1$800
20-Jan-2414$4,084 1210912$3,219 2$865
13-Jan-2417$33,588 1225612$26,765 5$6,823
6-Jan-248$7,915 8846$7,265 2$650
30-Dec-2317$14,599 129915$2,714 2$11,885
23-Dec-2323$4,182 1321916$1,813 7$2,370
16-Dec-2313$16,436 132807$15,150 5$1,286
9-Dec-2326$14,633.90 1724416$8,095 10$6,538.90
2-Dec-2313$6,720 95712$6,630 1$90
25-Nov-239$4,835 91316$1,785 3$3,050
18-Nov-2322$6,568.70 1718414$4,709.20 8$1,859.50
11-Nov-2315$9,825 1317912$6,581 3$3,244
4-Nov-2315$20,582.50 1419312$19,417.50 3$1,165
28-Oct-2318$68,419.10 1815215$66,646 3$1,773.10
21-Oct-2316$6,755.90 1616515$6,755.90 1$3
14-Oct-2314$67,851.20 131259$61,998.50 5$5,852.70
7-Oct-2317$6,595.50 1322816$5,995.50 1$600
30-Sep-2317$1,896.45 1318914$806.45 3$1,090
23-Sep-2323$6,432.70 1723016$1,402.80 7$5,029.90
16-Sep-2325$23,226.70 2335316$17,239 9$5,987.70
9-Sep-2312$6,369 81027$4,311 5$2,058
2-Sep-2314$2,522 69213$1,322 1$1,200
26-Aug-2317$12,160.25 1320215$6,573.25 2$5,587.00
19-Aug-2319$11,505 1321315$11,255 4$250
12-Aug-2319$9,698.80 131847$3,270 12$6,428.80
5-Aug-2313$5,201 1211812$5,051 1$150
29-Jul-2315$21,031.60 1319611$18,292.00 4$2,739.60
22-Jul-2318$3,992 1213013$2,808 5$1,184
15-Jul-2313$8,254.95 138113$8,254.95 00
8-Jul-2316$5,441.45 1217211$2,443 5$2,998.45
1-Jul-2316$6,872 1010512$5,474 4$1,398
24-Jun-2313$10,914 1620110$7,874 3$3,040
17-Jun-2317$5,880.70 1515115$4,705.70 2$1,175
10-Jun-2319$8,516.10 1311116$6,252.40 3$2,263.70
June 3 202312$6,104.42 121388$4,256.92 4$1,847.50
27-May-2317$12,200 106711$6,165 6$6,035
20-May-2311$22,458.10 81034$19,455 7$3,003
13-May-2312$7,034 101018$5,460 4$1,574
6-May-2320$3,297.60 1819617$2,985.60 3$312
29-Apr-2323$3,691.20 1813517$1,969.70 6$1,721.50
22-Apr-2316$5,570 1410414$4,750 2$1,000
15-Apr-2312$23,818.10 95910$21,618.10 2$2,200
8-Apr-2316$7,949 91739$5,472 7$3,477
1-Apr-2321$18,676.70 1217511$10,926.70 10$7,750
25-Mar-2315$8,779.50 101415$2,362 10$6,416.50
18-Mar-237$14,048.80 6695$13,345 2$703.80
11-Mar-2321$11,576 1616516$8,131 5$3,445
4-Mar-2320$9,668 1122816$8,209 4$1,459
25-Feb-2313$5,335 1313012$4,235 1$1,200
18-Feb-2314$5,743.70 131588$898.70 6$4,845
11-Feb-2316$12,088 1213712$9,965 4$2,123
4-Feb-2317$8,066 1514013$5,614 4$2,452
28-Jan-237$2,180 7755$1,692.75 2$488
21-Jan-2317$5,768 1617412$1,918 5$3,850
14-Jan-2311$2, 800101028$421 3$2,400
7-Jan-2318$8,296 1116714$6,461 3$1,835
31-Dec-2214$2,732 119912$2,092 2$640
17-Dec14$7,919 1311512$7,419 1$500
10-Dec-2214$10,093 128811$7,093 3$3,000
3-Dec-2226$12,800.90 1117220$4,141 6$8,659.90
26-Nov-228$2,266.70 853$76 5$2,190.70
19-Nov-2221$2,886 1521219$2,550 2$336
12-Nov-2213$15,093.70 9819$14,200 4$893.70
5-Nov-222519,337.201650922$8,267.20 3$11,070
29-Oct-2215$7,805.30 911614$7,180.30 1$625
22-Oct-2220$8,193.50 1325313$5,442 7$2,751.50
15-Oct-229$3,046.10 91397$2,588.30 2$457.80
8-Oct-2219$2,011.80 1211416$833.80 3$1,178
1-Oct-2223$5,532.90 1615618$4,952.30 5$580.60
24-Sep-2218$5,194 1421615$4,050 3$1,144
17-Sep-2221$8,352.30 1232015$4,759.60 6$3,592.70
10-Sep-2215$19,853.50 1012613$19,403.60 2$450
3-Sep-229$2,312 9629$2,312 00
27-Aug-2216$30,891.70 1013515$30,666.40 1227.7
20-Aug-2212$1,977 815299253$1,052
13-Aug-2218$8,004.70 1124211$2,844.70 7$5,160
6-Aug-2224$7,948.90 1224017$3,577 7$4,371.90
30-Jul-228$6,941 9787$6,839 1$102
23-Jul-2211$801 119210$801 10
16-Jul-2214$3,650 1012214$3,650 00
9-Jul-2210$3,557.70 7689$3,557.70 10
2-Jul-2218$8,609.40 1315215$2,754.40 3$5,855
25-Jun-2215$6,142 131469$2,017 6$4,125
18-Jun-2217$11,890.10 1422815$11,410 2479.7
11-Jun-2217$7,600 1212310$2,300 7$5,300
4-Jun-2212$2,937 101279$692 3$2,245
28-May-229$3,197.60 11869$3,197.60 00
21-May-2214$7,284.50 1218511$6,609 3$675.50
14-May-2211$306.60 98010$306.60 1$225
7-May-2216$10,451.75 1210812$1,827 4$8,624.75
30-Apr-2216$2,296.50 1615712$895.50 4$1,401
23-Apr-2210$2,241 11588$1,641 2$600
16-Apr-2211$6,643 71568$2,359 3$4,284
9-Apr-2217$4,429 1418411$1,690 6$2,739
2-Apr-2213$1,755 88410$1,145 3$610
26-Mar-2211$3,205 8656$200 5$3,005
19-Mar-2213$2,239.17 910613$2,239.17 00
12-Mar-2218$12,016 1123915$11,965 2$51.35
5-Mar-2217$6,786 1313713$5,161 4$1,625
26-Feb-2212$5,095 81499$4,437.50 3$658
19-Feb-2217$22,229 1717414$21,354 3$875
12-Feb-2212$2,344.70 10738$641.70 4$1,703
5-Feb-2211$2,503 89911$2,503 00
29-Jan-2211$3,872 1210112$3,872 00
22-Jan-2213$5,143.50 109912$4,842.50 1$301
15-Jan-2212$7,605 91559$6,480 3$1,025
8-Jan-2213$8,256.20 1110213$8,256.20 00
1-Jan-229$1,273.80 6509$1,273.80 00
25-Dec-2121$4,734.75 1117616$3,410 5$1,324.75
18-Dec-2126$7,325.20 1519318$3,640.20 8$3,685.20
11-Dec-2116$5,017 1010913$1,417 3$3,600
4-Dec-2114$2,310 8868$2,310 6$1,882.05
27-Nov-219$3.460.1101016$1,758 3$1,702.60
20-Nov-2120$22,792 1515712$18,864.50 8$3,928
13-Nov-2121$26,729 1217813$11,822 8$14,907
6-Nov-2112$8,303 1315710$6,682 3$1,621
30-Oct-2121$10,368 1521815$9,24.46$1,103.00
23-Oct-2121$18.783.11522211$12,314 10$6,468.60
16-Oct-2115$3,868 1111815$2,293 2$1,575
9-Oct-2120$8,610 1617516$7,795 4$815
2-Oct-2114$6,250 1113710$5,200 4$1,050
25-Sep-2111$11,460 9937$10,200 4$1,250
18-Sep-2111$16,603 8998$15,084 3$1,519
11-Sep-2117$10,653 1110313$8,503 4$2,150
4-Sep-2113$7,222 108911$6,715 2$507
28-Aug-2112$763 96311$663 1$100
21-Aug-2112$29,659 77911$29,579 1$80
14-Aug-2122$17,845 1119912$12,805 10$5,04
7-Aug-2117$13,670 1213915$11,766 2$1,904
31-Jul-2121$8,160 1113410$3,574 10$4,586
July 24,202121$6,367 1113915$3,712 6$2,655
17-Jul-2114$4,009 1112412$2,015 2$1,994
10-Jul-2116$3,997 1314311$1,597 4$2,4
3-Jul-2124$7,492 139416$3,769 8$3,722
26-Jun-2110$4,995 7858$3,847 2$1,148
19-Jun-2128$16,830 82289$1,861 19$14,968
12-Jun-2126$27,238 1520919$25,602 7$1,636
5-Jun-2115$15,539 1310013$14,709 2$600
29-May-2135$20,279 1114528$18,647$1,639
22-May-2124$53,208 1417417$51,047 7$2,161
15-May-2118$10,620 1322011$5,870 7$4,809
8-May-2117$10,400 1115615$8,386 2$2,500
1-May-2121$7,200 1611512$3,808 9$3,392
24-Apr-218$20,200 9318$20,200 00
17-Apr-2114$6,270 810211$40,180 3$2,260
10-Apr-2115$8,940 1312914$7,990 1$950
3-Apr-2118$19,513 1015112$16,923 6$2,590
27-Mar-2127$13,942 1524414$4,300 13$9,633.50
20-Mar-2111$2,046 41023$270 8$1,776
13-Mar-2115$3,270 91096$538 9$2,732
6-Mar-2124$13,617 1019613$10,395 11$3,222
27-Feb-2119$8,105 1213915$4,970 4$3,135
20-Feb-219$8,820 91538$8,520 1$300
13-Feb-2112$4,852.60 78172,7665$2,086.60
6-Feb-2118$9,752 1315314$5,222 4$4,530
30-Jan-2118$9,449 918215$8,753.80 3$695.30
23-Jan-2114$8,150 81186$4,000 8$4,150
16-Jan-2117$6,783 1313811$2,400 6$4,382.90
9-Jan-2122$6,829 1413518$3,139.30 4$3,690
2-Jan-217$1,466 7607$1,466 00
26-Dec-2018$15,900 1216316$5,300 1$600
19-Dec-2018$9,769 1411014$8,426 4$1,343
12-Dec-2010$7,200 91009$3,325 1$3,830
5-Dec-2015$4,261 91229$2,780 6$1,481
28-Nov-2019$7,758 1011013$4,003 6$3,755
14-Nov-2014$864.10 1415712$289.10 2$575
7-Nov-2013$6,332 91299$2,483.50 4$3,849
31-Oct-2010$3,995.80 81036$3,231.10 4$754.70
24-Oct-206$18,100 6585$17,709 1$350
17-Oct-208$351.90 5558$351.90 00
10-Oct-207$5,229 3504$735 3$4,494
3-Oct-2014$21,428 91739$17,535 5$3,893
26-Sep-2010$12,770 8935$10,300 5$2,470
19-Sep-2014$8,365 91016$1,020 8$7,345
12-Sep-206$4,406 8593$1,270 3$3,136
5-Sep-2011$5,191 81179$4,061 2$1,130
29-Aug-2011$2,531 9945$1,130 6$1,401
22-Aug-2018$6,574 121407$1,930 11$4,644
15-Aug-2013$4,991 10977$1,216 6$3,775
8-Aug-2012$32,092 111129$30,457 3$1,635
1-Aug-207$5,287 8765$3,687 2$1,600
25-Jul-209$18,751 6677$18,403 2$348
18-Jul-206$1,982.50 5504$1,407.50 2$575
11-Jul-2011$565.10 127510$65.10 1$500
4-Jul-2010$8,889 8989$8,788 1$100.30
27-Jun-208$6,874 10505$4,972.50 3$2,081.50
20-Jun-2012$4,444 91157$2,829 5$1,615
13-Jun-206$3,582 4372$350 4$3,232
6-Jun-2011$3,213.70 8657$470 4$2,743.70
30-May-208$7,335 7486$4,639 2$2,697
23-May-204$432.40 4343$432.40 10
16-May-206$310 6345$310 10
9-May-2018$5,630 1612414$3,180 4$2,450
2-May-201510,40010908$1,900 7$,8,500
25-Apr-208$3,400 9365$1,000 3$2,450
18-Apr-2019$9,500 14928$185.70 11$9,360
11-Apr-2012$6,000 9405$190 7$5,800
4-Apr-2014$8,200 116810$2,200 4$6,000
28-Mar-2016$6,500 139610$3,700 6$2,800
21-Mar-2011$11,910 7337$2,250 4$9,960
14-Mar-207809.86346684.81125
7-Mar-2016$2,500 157013$669 3$1,400
29-Feb-2013$15,260 1312811$11,760 2$3,500
22-Feb-2012$3,700 109210$2,560 2$1,130
15-Feb-2016$1,250 108412$35 4$1,222
8-Feb-2018$6,080 1412314$2,595 4$3,485
1-Feb-2021$20,900 1210114$17,860 7$3,060
25-Jan-2013$7,430 136212$6,430 1$1,000
18-Jan-2023$9,580 1512019$6,580 4$3,000
11-Jan-2021$14,200 1819916$1,020 5$13,200
4-Jan-2022$6,400 1111916$3,204 6$3,245
28-Dec-1922$7,150 1917518$6,800 4$327.40
14-Dec-1924$36,300 2316719$9,500 5$26,800
7-Dec-1911$10,400 11557$1,082 4$9,370
November 30. 201914$2,450 1212612$1,760 2$692.50
23-Nov-1916$1,995 104111$615 5$1,380
16-Nov-1915$3,820 1313511$2,500 4$1,271
9-Nov-1925$12,900 1718223$12,200 2$575
2-Nov-1910$2,470 126192,4503$22
26-Oct-1912$5,560 147011$3,860 1$1,700
19-Oct-198$6,600 81388$6,600 00
12-Oct-1919$4,300 145516$3,800 3$500
5-Oct-1918$14,500 1916615$11,100 3$3,400
28-Sep-1919$8,100 1813218$7,560 1$550
21-Sep-1914$6,300 166611$2,160 3$4,170
14-Sep-1915$23,800 125611$21,250 4$2,570
7-Sep-1917$3,500 159814$1,900 3$1,600
31-Aug-195$8,700 6505$8,700 00
24-Aug-1916$10,000 148215$4,250 1$5,750
16-Aug-1910$1,680 5527$650 3$950
9-Aug-1917$17,700 156814$3,900 3$13,800
2-Aug-1913$5,760 1210813$5,760 NANA
27-Jul-1911$7,300 13768$6,570 3$730
20-Jul-1913$11,800 1312511$5,300 2$6,500
13-Jul-1910$775 7468$542.50 2$233
6-Jul-197$2,500 9857$2,500 00
29-Jun-1923$8,290 1515417$2,300 6$5,970
22-Jun-1917$10,700 1013914$7,700 3$3,000
15-Jun-1911$13,500 1416011$13,500 NANA
8-Jun-1913$2,870 175511$1,570 2$1,300
1-Jun-1910$4,460 11608$4,140 2$315
25-May-1917$4,360 147914$3,700 3$612
18-May-1922$9,000 1715016$3,400 6$5,600
11-May-1918$19,800 1717715$18,300 3$1,500
4-May-1910$7,075 6328$6,900 2$175
27-Apr-1915$3,200 1411714$3,160 1$40
20-Apr-1913$13,500 10909$12,200 4$1,300
13-Apr-1916$38,900 149114$37,800 2$1,100
6-Apr-1912$6,870 119410$6,730 2$50
30-Mar-1915$6,470 128410$7,91.55$5,677
23-Mar-1918$6,450 149114$5,042 4$1,408
16-Mar-1914$10,180 1211511$8,800 3$1,300
9-Mar-199$1,800 6498$1,300 1$500
2-Mar-1920$3,033 1610714$1,817 6$1,262
23-Feb-1912$2,040 8699$614.60 3$1,430
16-Feb-1916$9,970 187716$9,970 00
9-Feb-1914$6,400 1011014$6,400 00
2-Feb-1918$6,740 159916$5,720 2$950
26-Jan-1913$2,770 116711$918.95 2$1,850
19-Jan-1915$3,819 167612$2,594 3$1,225
12-Jan-1918$7,283 149215$1,683 3$5,600
5-Jan-1910$529 125010$529 00
22-Dec-1817$2,570 138714$941 3$1,629
15-Dec-1810$2,860 8268$264 2$2,600
8-Dec-1815$1,819 166512$552 3$1,267
1-Dec-1812$7,500 10909$1,200 3$6,200
28-Nov-1815$4,500 1110714$4,000 1$500
19-Nov-1818$6,137 139813$2,142 5$3,995
14-Nov-1818$9,200 1315215$8,500 3$694
6-Nov-1816$17,300 1618314$16,361 2$950
29-Oct-1814$14,400 1812717$13,800 1$600
24-Oct-1813$6,140 1312611$5,122 2$1,018
17-Oct-1818$18,390 1512514$12,292 4$6,098
10-Oct-1829$3,149 1810420$1,647 9$819
2-Oct-1818$9,300 116714$7,300 4$2,000
25-Sep-1813$7,000 117510$6,000 3$995
18-Sep-189$3,570 7449$3,570 00
11-Sep-1813$5,900 1013213$5,900 00
7-Sep-1814$5,000 158611$4,000 3$1,000
29-Aug-1815$20,700 147913$4,700 2$16,000
20-Aug-1810$12,400 11538$11,380 3$1,057
14-Aug-1812$19,900 121329$18,889 3$1,011
7-Aug-1816$68,600 1110613$67,259 3$1,340
31-Jul-1815$15,100 159511$13,060 4$2,060
23-Jul-1813$2,130 156010$1,804 3$1,100
17-Jul-1814$5,370 17989$4,310 5$1,100
9-Jul-1816$11,200 157410$11,080 6$862
3-Jul-1813$7,000 78112$6,330 1$750
25-Jun-1815$8,800 13979$4,970 6$3,930
18-Jun-1813$14,200 14807$221 6$14,290
11-Jun-1812$6,300 8968$5,910 4$803
6-Jun-1813$14,500 10888$14,154 5$579
31-May-1811$4,890 10638$3,240 3$1,790
22-May-1815$20,400 11639$19,808 6$885
15-May-1815$4,700 1510610$3,900 5$643
9-May-1811$1,400 13889$1,300 2$560
1-May-188$14,250 7887$13,400 1$450
24-Apr-1812$5,300 66111$4,470 1$800
17-Apr-189$1,800 10447$2,330 2$1,434
11-Apr-1811$2,500 8326$1,690 5$809
3-Apr-1815$13,400 111219$12,020 6$1,090
28-Mar-1810$4,000 10927$3,870 3$215
19-Mar-1817$5,800 135110$590 7$5,165
12-Mar-1815$3,130 114311$2,360 4$788
6-Mar-1819$5,400 1311610$1,530 9$4,860
27-Feb-1820$6,600 136914$5,530 6$1,030
19-Feb-1815$5,500 1411110$3,990 6$1,980
12-Feb-1823$10,900 1715712$7,110 11$3,840
5-Feb-1816$8,600 131007$1,330 9$7,800
30-Jan-1811$12,600 11685$7,300 6$4,982
24-Jan-1819$9,400 151295$2,010 14$7,337
18-Jan-1810$6,280 8492$2,100 8$4,188
9-Jan-1812$16,500 12929$15,890 3$475
3-Jan-1810$2,500 9478$2,350 2$150
27-Dec-1715$9,000 151139$7,568 6$1,784
18-Dec-1715$13,800 161649$13,010 7$1,118
11-Dec-1714$9,700 1012612$2,940 4$8,500
4-Dec-176$1,800 6315$1,510 1$300
28-Nov-177$3,850 8764$3,260 3$285
16-Nov-1710$2,700 10486$1,840 4$856
8-Nov-1715$2,380 179110$1,860 5$516
1-Nov-1712$4,700 17949$3,400 4$1,300
23-Oct-1715$10,500 106710$9,780 4$1,530
18-Oct-176$2,000 373$225 3$1,820
10-Oct-1712$6,570 1009$3,880 3$3,360
2-Oct-178$3,100 11193$1,630 5$1,750
25-Sep-178$4,880 8795$2,660 5$2,070
18-Sep-179$4,770 3$300 6$4,470
12-Sep-1711$4,430 8$2,030 3$2,400
1-Sep-174$1,310 3$317 1$1,000
23-Aug-1711$13,640 98$11,840 3$1,800

The activity involved 15 law firms and 154 Texas lawyers handling 17 M&A/private equity/venture capital transactions valued at $2.3 billion and six capital markets/financing deals worth $5.97 billion. Industries included energy, of course, as well as health care, technology, real estate and media.

M&A/Private Equity/Venture Capital

Jones Day aids NRC on $966M sale to US Ecology

Jones Day said June 24 that Dallas partner Alain Dermarkar led the deal team advising NRC Group Holdings Corp. on its sale to US Ecology Inc. in a all-stock deal with an enterprise value of $966 million.

Senior associate Kyle Park assisted Dermarkar on the transaction. Dechert counseled US Ecology led by a lawyer out of its Philadelphia office (Dechert has a small office in Austin).

Bank of America Merrill Lynch and Houlihan Lokey are US Ecology’s financial advisors and Evercore is assisting NRC. Wells Fargo Securities and Bank of America Merrill Lynch committed to the financing for the transaction.

Houston-based NRC is a global provider of environmental, compliance and waste management services, including in the Permian and Eagle Ford oil and gas basins. It’s headed by CEO and president Christian T. Swinbank.

Boise-based US Ecology is a top North American provider of environmental services to commercial and government entities. The company is led by chairman and CEO Jeffrey Feeler, who will continue in his role.

The parties said the transaction will create a national leader in industrial and hazardous waste management services and be mid-single digit accretive to US Ecology’s earnings per share next year before synergies. They expect to close the deal in the fourth quarter if it clears Hart-Scott-Rodino and stockholders.

US Ecology stockholders will receive one share of a new holding company for each of their shares while NRC shareholders will receive 0.196 of a share. The deal values NRC stock at $12 per share, a 36% premium over its closing price the last trading day before the deal was announced.

US Ecology stockholders will end up with 70% of the combined company and NRC shareholders will hold 30%. US Ecology plans to refinance NRC’s senior credit facilities through a new Term Loan B.

Shearman, Gibson Dunn aid on Oil Search’s $450M Alaskan investment

Shearman & Sterling said it advised a unit of Papua New Guinea’s Oil Search on its exercise of a $450 million option that will double its investment in the Nanushuk field in Alaska’s North Slope.

The option acquisition will result in Oil Search owning a 51% operated interest in the Pikka Unit and adjacent exploration acreage and a 75% operated interest in the Horseshoe Block and Hue Shale. 

The Shearman team was led by partner R. Coleson Bruce in Austin, counsel Angie Bible in Houston and associates John Craven and Ryan Staine, both in Houston. Assisting were partners Hugh Tucker, Todd Lowther and associates Douglas Goldstein and Brianna Lozito in Houston.

Oil Search also entered into an agreement with Repsol E&P USA Inc. to align ownership interests across their shared Alaska assets, resulting in Oil Search holding a 51% interest and Repsol a 49% interest across all co-owned leases. Repsol will pay Oil Search $64.3 million and Oil Search will keep operatorship of all lease areas.

The companies also reached operating and project agreements to drive better long-term commercial alignment in the contract area, which is estimated to have more than 500 million gross barrels of recoverable oil reserves.

Gibson, Dunn & Crutcher said it advised Repsol, including Houston partner Justin T. Stolte, associates Ashley Nguyen, Monika Kluziak, James Robertson and Jordan Silverman and tax partner James Chenoweth.

Repsol’s general counsel is Daniel Resendez, who previously was at Stolte’s previous law firm, Baker Botts.

Oil Search had acquired a $400 million operated position in the field last year from Armstrong Energy and GMT Exploration Co., marking its first foray into the U.S.

Attorneys at Denver firm Lewis Bess Williams & Weese counseled Armstrong and GMT.

First production is expected to begin in 2022 with the potential to produce 120,000 barrels of oil per day.

Latham, Kirkland work on Archrock’s $410M Elite purchase

Latham & Watkins said it counseled Houston-based Archrock Inc. on its acquisition of JDH Capital-backed Elite Compression for $410 million in cash and shares.

The parties expect the deal to close in the third quarter if it clears regulators.

Partners Ryan Maierson and Nick Dhesi led the Houston-based deal team with associates Dan Harrist and Drew Tengler-West. Partner Tim Fenn with associate Jim Cole advised on tax and partner Joel Mack weighed in on environmental matters.

Kirkland & Ellis counseled Elite, including corporate partners Jhett Nelson, Shubi Arora and Chad Smith and associates Bryan Jones, Will Eiland, Zack Montgomery, Jimmy Frost, Gordon Cranner and Will Mabry; capital markets partner Julian Seiguer and associates Mark Kam and Brooke Milbauer; and tax partner Mark Dundon and associate Joe Tobias.

Others on the team were debt finance partner Will Bos; environmental transactions partner Alex Farmer and associate Jim Dolphin, and others from New York, Washington and Chicago.

Citi is Archrock’s financial advisor and Intrepid Partners assisted JDH Capital and Elite.

Led by Jerry Blackmon, Elite Compression has 430,000 of predominately large-horsepower compression assets that generate $55 million of EBITDA annually.

As part of the transaction, Harvest Midstream Co. will acquire 80,000 active and idle compression horsepower from Archrock for $30 million in cash. 

Archrock’s board also appointed Jeffery D. Hildebrand, executive chairman and founder of Hilcorp Energy Co., which is affiliated with JDH and Harvest, to Archrock’s board.

Archrock CEO and president Brad Childers said the transaction adds basin density in its core areas, with more than 70% of the units deployed in the Eagle Ford and South Texas region, and will help it reduce its leverage and boost its dividend.

W&T Offshore pays $200M for Exxon Mobil Gulf of Mexico assets

W&T Offshore Inc. said June 27 it agreed to acquire ExxonMobil Corp.’s interests in and operatorship of oil and gas producing properties in the eastern region of the Gulf of Mexico off the coast of Alabama and related onshore processing facilities for $200 million. 

The transaction is expected to close by Aug. 30.

W&T’s outside counsel couldn’t be determined by press time.

W&T’s general counsel is Shahid Ghauri, who previously was a partner at Jones Walker and assistant general counsel of BHP Billiton Petroleum. 

Exxon Mobil’s general counsel is Randall Ebner, who has worked in the company’s legal department since 1980.

Chairman and CEO Tracy W. Krohn said the producing properties meet the criteria the company has outlined to drive increased shareholder value from acquisitions.

Kirkland counsels Wing on $145M mineral interest sale to Alliance

Kirkland & Ellis said it advised Natural Gas Partners-backed Wing Resources and Wing Resources II on the sale of their oil and gas mineral interests representing 9,000 net royalty acres in the Midland Basin to Tulsa-based Alliance Resource Partners for $145 million.

Dallas partner Thomas Laughlin and associate Alex Poor led the deal team assisted by corporate associates R.J. Malenfant and Steven Taylor; tax partner David Wheat; and environmental transactions partner Jonathan Kidwell.

Oklahoma firm Gable Gotwals counseled publicly traded Alliance.

The parties expect to close the transaction in early August. Alliance plans to fund the purchase with cash on hand and borrowings under its credit facility. 

The interests have exposure to more than 400,000 gross acres, which will boost Alliance’s position in the Permian Basin. Alliance is led by chairman, CEO and president Joseph W. Craft III.

V&E aids Riverstone on $103M investment in Aleph Midstream

Vinson & Elkins said it advised Riverstone Energy Ltd. and other investors on an agreement to invest $103 million in Aleph Midstream, an independent Argentine oil and gas gathering and processing-focused midstream company.

Southern Cross has committed $54 million while Vista Oil & Gas will kick in $45 million worth of assets and Aleph and Vista management teams will contribute $3 million, leading to a total commitment of $205 million that will deployed over the next 24 months.

The V&E team included partner Jason McIntosh, senior associate Allyson Seger and associate Jake Wight on tax; partner Shay Kuperman and senior associate Luke Edney on energy transactions/projects; and counsel Damien Lyster and associate RJ Colwell on energy regulatory.

Mayer Brown said June 29 it co-counseled Vista in connection with the operational and midstream services agreement. The team included partners Pablo Ferrante (Houston/Mexico City) and Thomas Moore (Houston), counsel Rebecca Seidl (Houston) and associate Federica Castro (Houston).

Gibson, Dunn & Crutcher represented Evercore as financial advisor to Vista. That team includes Houston partner Hillary Holmes and associates Harrison Tucker and Jordan Rex. Houston partner James Chenoweth and Paul Collins also assisted.

The transaction is expected to close in July. Riverstone Energy, which is managed by Riverstone Holdings, said the addition is in line with its recently modified investment approach.

Aleph Midstream will become first midstream player focused on providing gathering, processing and evaluation services for oil and gas production on the Vaca Muerta shale play.

Starting in January 2020, Aleph plans to begin providing certain midstream services to support Vista’s Bajada del Palo Oeste shale development in Vaca Muerta and its existing conventional and future unconventional production in the Neuquina Basin under a dollar-denominated long-term contract. 

Aleph is currently negotiating credit facilities, which it expects to close in the third quarter.

Riverstone and its affiliates have committed $6.9 billion to 23 midstream investments since inception, including recent investments in onshore unconventional-focused gathering and processing assets via its Meritage and Lucid platforms. 

Southern Cross is one of the largest and longest-standing Latin America-focused private equity firms. It’s currently investing from its fifth fund, which has $700 million in commitments.

Jones Day assists TriGate on $40M Mayfair sale to Brookfield

Jones Day said Dallas partner Andrew Van Noord led the deal team advising TriGate Capital on the sale of the Mayfair Hotel & Spa in Coconut Grove, Florida, to Canada’s Brookfield Asset Management for $40 million.

The 179-key hotel, which was also owned by Copperline Partners, was last sold in 2014 for $27.6 million. Miami architect Ken Treister designed the hotel, which was completed in 1985. 

Crescent Hotels & Resorts is now managing the property.

Christian Charre and Paul Weimer of CBRE were the listing brokers.

DLA Piper advise on Remedy’s $10M funding round

Austin healthcare services provider Remedy raised $10 million in Series A funding, with Santé Ventures leading the round. 

DLA Piper partner Samer Zabaneh in Austin counseled Santé on the transaction while an Egan Nelson partner in New York represented Remedy. 

Remedy said the funding will be used to support its growth, expand its technology platform and enhance its business offering for self-funded employers.

Remedy provides a telemedicine portal, “modern” house call doctor visits and walk-in clinics.

Santé managing directors Joe Cunningham and Doug French will join Remedy’s board.

Remedy is led by by founder and CEO Jeremy Gabrysch.

According to Truven research, as many as 71% of emergency department patients are seen for conditions that could be handled at non-emergency facilities. 

Remedy aims to change access and awareness for Texas residents, many of whom go to the ER because it’s close to their house or they’re unable to see primary care physicians outside of normal office hours.

Founded in 2006, Austin-based Santé Ventures is a specialized healthcare and life sciences investment firm with more than $500 million in capital under management. 

Morgan Lewis aids Alpine on eye surgeon practice investment

Morgan Lewis said partner Sameer Mohan in Houston advised Alpine Investors on an investment in Northeast Ohio Eye Surgeons Inc., including its unit, Ohio Eye Care Consultants. Terms weren’t disclosed.

Associates Tara McElhiney and Melissa Brown also pitched in.

Opposing counsel wasn’t in Texas, Morgan Lewis said.

The two companies will form a new ophthalmology platform for Alpine and will continue to operate independently under their respective brands.

Alpine Investors VP Haley Beck said in a statement that the ophthalmology sector has an estimated market size of $36 billion in the U.S. and is growing 4% to 5% per year.

Alpine CEO-in-residence Joseph Giles in Chicago will lead Alpine’s ophthalmology platform.

Baker Botts, Locke Lord counsel on Texas Monthly Sale

As The Texas Lawbook previously reported, Locke Lord and Baker Botts advised on Genesis Park’s sale of award-winning magazine Texas Monthly to billionaire Houston heiress Randa Duncan Williams for an undisclosed sum.

Locke Lord represented Williams led by partner Joe Perillo with assistance from associates Rachel Fitzgerald and Tom Johnson.

Baker Botts partner David Peterman assisted Genesis, a private equity firm led by Paul Hobby. Peterman previously advised Genesis Park on its $25 million purchase of the magazine in 2016 when he was at Norton Rose Fulbright. 

Peterman’s team on the deal included associates Katie Belleville and Gita Pathak as well as partners Robert Phillpott on tax, Rob Fowler on employee Benefits and Robinson Vu on intellectual property.

Goldman Sachs was Genesis’ financial advisor.

Williams, whose father Dan Duncan founded pipeline giant Enterprise Products Partners, will be Texas Monthly’s fourth owner since Mike Levy founded it in 1973. Levy sold the magazine in 1998 to Indiana-based Emmis Communications, which then shed it to Hobby in 2016.

Locke Lord represents Acteon on TerraSond acquisition

Locke Lord said it represented Acteon Group Ltd. on its acquisition of geospatial and geophysical services provider TerraSond for an undisclosed sum. 

The team was led by partner Joe Perillo with assistance from associate Rachel Fitzgerald, partners Ed Razim and Buddy Sanders and associates Matt McKenna and Emily Self, all of Houston.

The acquisition closed June 19.

TerraSond, which is led by president Tom Newman, works for clients in oil and gas, renewables, engineering and mining, telecom and marine construction sectors. It plans and executes remote and challenging surveys, from inland works to deep ocean seabed exploration and mapping projects.

Acteon CEO Richard Higham said TerraSond’s early-cycle capability alongside the recently announced acquisition of offshore marine geophysical survey provider Benthic enhances Acteon’s survey business and the development of a comprehensive global offering.

Baker Hughes, C3.ai announce JV to deliver AI to the oil industry

Baker Hughes, a GE company, announced June 24 that it formed a joint venture with C3.ai to provide artificial intelligence solutions to the oil and gas industry.

The JV involves Baker Hughes buying a minority stake in Redwood City, Calif.-based C3.ai which is led by Thomas M. Siebel. Terms weren’t disclosed.

Baker Hughes general counsel Will Marsh said digital products company counsel Tim Donoughue in Houston and associate general counsel – M&A John Keffer in London did the work in-house and Davis Polk provided outside counsel. 

Cooley represented C3.ai along with general counsel Kira Kimhi.

Baker Hughes said AI in the oil and gas segment helps improve performance by ingesting massive quantities of data, becoming intelligent about specific operational environments and predicting problems before they occur so that operators can improve planning, staffing, sourcing and safety. 

Baker Hughes CEO Lorenzo Simonelli said in a statement that digital technology is critical to achieving increased levels of productivity, efficiency and safety for the company’s employees and for its customers.

The companies said they will immediately market and deploy C3.ai’s AI technology into oil and gas businesses, including at Baker Hughes. Royal Dutch Shell uses the C3.ai platform for predictive maintenance.

Sidley counsels BP on asset sale to Lime Rock

Sidley Austin said it represented BP America Production Co. on the sale of its oil and natural gas properties in Cleveland and McClain Counties, Oklahoma, to Lime Rock Resources for an undisclosed sum.

Houston partners Dave Asmus and Joe Flack led the deal team, which included associates Chris Folmsbee, Danielle Mirabal and John Brannan.

Jerry Devault, who used to be with Foley Gardere, counseled Lime Rock.

Houston-based Lime Rock said the properties are 50 miles east of Lime Rock Resources’ Norge unit operations, which it acquired in 2014. 

The transaction, which represents Lime Rock’s eighth acquisition in Oklahoma, is expected to close in the third quarter.

Lime Rock co-CEO Eric Mullins said as oil and gas companies continue to shift their capital and focus on fewer areas, they are seeking to divest an increasing amount of their non-core properties. “We are excited to be a buyer from private companies, large independents, and majors,” he said.

Co-CEO Charlie Adcock said the company will apply the same long-reach horizontal drilling and modern completion techniques it’s using in the Permian, Williston and the Norge field to the properties.

Founded in 1998, Lime Rock Management has raised $8.9 billion in private equity funds for investment in the energy industry through Lime Rock Resources and Lime Rock Partners.

NRF counsels on HBC/Barcas’ acquisition of Getka 

HBC Investments and Barcas Investments have acquired Tulsa crude oil logistics provider Getka Energy from EnCap Flatrock Midstream for undisclosed terms.

Zac Lindsey in Tulsa advised Getka while HBC tapped Norton Rose Fulbright, including partner Bryn Sappington, who offices out of Dallas and Houston, and senior associate Blake Redwine in Dallas. 

Houston-based Barcas wouldn’t disclose its legal counsel.

MapleMark Bank of Dallas provided financing for the transaction.

Getka CEO Dariusz Cichocki, COO Matt Turner and chief commercial officer Clete Straub are staying on.

Silver Lake-backed WP Engine buys rival Flywheel

Silver Lake-backed WP Engine in Austin said it bought smaller rival Flywheel. Terms weren’t disclosed.

WP Engine claims it’s the largest acquisition to date in the WordPress industry and that the two will power 120,000 brands and agencies in 150 countries served by 900 employees across seven offices.

WP Engine general counsel Chad Castello didn’t respond to repeated requests regarding outside legal advice on the deal.

WP Engine raised $250 million from Silver Lake last year while Omaha-based Flywheel brought in $14 million from Five Elms Capital and others.

WP Engine CEO and chairperson Heather Brunner told TechCrunch that the company had to tap its existing investors to help fund the deal. She declined to talk about WP Engine’s valuation but said the company is generating annual recurring revenue of $132 million and Flywheel is producing $18 million. 

With a current growth rate of 50%, the two are on track to make $200 million in annual recurring revenue by 2020 and will likely pass the $1 billion mark for valuation en route to a public listing, TechCrunch said.

WP Engine focuses mostly on mid-market and larger businesses while Flywheel serves smaller businesses. 

Flywheel was founded in 2012 by Dusty Davidson, Tony Noecker and Rick Knudtson, all of whom came from web development backgrounds at agencies. It serves 28,000 customers globally and employs 200.

WP Engine said WordPress is the leading content management system today powering 34% of the web and also the fastest growing in the world.

Capital Markets/Financing

Sidley, V&E, Latham work on Enterprise’s $2.5B senior notes offering

Houston pipeline and terminal operator Enterprise Products Partners has put $2.5 billlion of senior notes on the market to fund its expansion plans.

Sidley Austin is advising Enterprise, including partner David Buck and associates Kayleigh McNelis and Tanner Groce. Latham & Watkins is special tax counsel, including Tim Fenn and Jim Cole.

Vinson & Elkins’ Doug McWilliams, Dan Spelkin and Austin March are counseling the underwriters, who include JP Morgan, BofA Merrill Lynch, Morgan Stanley and TD Securities. Wells Fargo is the trustee.

Enterprise deputy counsel Christopher S. Wade appears to be leading the issues, according to the filings.

The offering includes senior notes worth $1.25 billion that pay 3.125% interest and are due in July 2029 and another set of senior notes worth $1.25 billion that pay 4.2% interest and are due on January 2050.

Enterprise plans to use the expected $2.47 billion in proceeds to pay down debt, including $800 of senior notes due in October. The rest will be used for general purposes and growth projects.

Baker Botts, V&E advising on Sunnova’s planned $1B IPO

As The Lawbook reported last week, Baker Botts and Vinson & Elkins are advising on Sunnova Energy International’s initial public offering, providing a glimmer of hope in an otherwise barren environment for energy issues.

The filing didn’t list the number of shares to be sold or their price range, listing only a $100 million placeholder. But the issue is expected to give the Houston solar panel installer an enterprise value of $1 billion, according to Reuters, which reported June 11 that an offering was in the works.

Partners Joshua Davidson and Travis J. Wofford are leading the Baker Botts team advising Sunnova while Vinson & Elkins partners David P. Oelman and E. Ramey Layne are representing the underwriters, according to the filing. 

The underwriters include BofA Merrill Lynch, J.P. Morgan, Goldman Sachs & Co., Credit Suisse, KeyBanc Capital Markets, Baird and Roth Capital Partners.

Walter “Drew” Baker has been Sunnova’s general counsel since the beginning of last year. He previously was general counsel at Atwood Oceanics Inc., which was acquired by Ensco in 2017 for $839 million.

Founded by CEO John Berger in a downtown Houston apartment in 2012, the company now claims to have more than 63,000 customers and 75 dealers in 20 states. It lost $74 million on $104 million in sales last year, according to the filing.

Sunnova’s other backers include Triangle Peak Partners, which is led by Michael Morgan, the co-founder of Kinder Morgan; and Seis Partners, which is led by former Kinder Morgan president C. Park Shaper.

V&E advises MoneyGram on $925M in loans as part of refinancing

Vinson & Elkins said June 26 it advised Dallas-based money transfer and payment services provider MoneyGram International in a successful refinancing that included $925 million in loan facilities from traditional banks and alternative capital sources.  

Partner Christopher Dewar led the finance team with senior associates Randy Aman and Danny Strassman and associate Will Cage. 

Partners Alan Bogdanow and Chris Rowley led the corporate team with associate Alex Robertson, senior associate Doug Smith and associates Alex Turner and Breanna Kelly. Partner Jim Meyer and associate Neil Clausen provided tax advice.

V&E also advised MoneyGram on its strategic agreement with blockchain payment provider Ripple recently in which Ripple is buying shares and warrants in Moneygram for $4.10 per share, or $30 million (Bogdanow, Rowley and Dewar, among others).

MoneyGram’s general counsel is F. Aaron Henry, who has been at the company for eight years after previously working in the legal department at Western Union for six years.

The company entered into a new first lien credit agreement and a new second lien credit agreement, each with Bank of America as administrative agent. 

The agreements provide for a first lien secured three-year revolving credit facility of $35 million, a first lien secured four-year term loan facility of $645 million and a second lien secured five-year term loan facility of $245 million. 

The interest rate for the revolver will be LIBOR plus either 6% or 5.75% per year depending on the company’s first lien leverage ratio. All term loans under the second lien term loan facility bear interest at an annual 13% rate.

The second lien term loan lenders also received warrants for equity interests in the company that amount to 5.4 million shares, or 8% of its stock.

MoneyGram said the closing of the credit facilities allowed it to extend and/or repay in full all outstanding indebtedness under its existing credit facility.

Latham, V&E aid on Antero’s $650M notes offering

Latham & Watkins said it advised underwriters JP Morgan and Wells Fargo on a $650 million senior notes offering by Antero Midstream.

Houston partners Ryan Maierson and Nick Dhesi led the deal team with associates Om Pandya, Paul Robe, Erin Lee and Sarah McLeroy. 

Houston partner Tim Fenn with associate Jim Cole counseled on tax matters and Houston partner Joel Mack advised on environmental matters.

Vinson & Elkins represented Antero with a corporate team led by partners Doug McWilliams and Scott Rubinsky, counsel Dan Spelkin, senior associate Austin March and associates Billy Vranish, Jonathan Villa and John Daywalt. 

Also advising were senior associate Matt Dobbins and associate Austin Pierce on environmental and partner Wendy Salinas and associate Liz Snyder on tax.

The offering involved 5.75% senior unsecured notes due 2028. Antero expects that the $643 million in proceeds will be used to repay part of the outstanding borrowings under its credit facility.

HuntonAK aids Roan committee on $100M from lenders

Hunton Andrews Kurth said June 28 it advised the conflicts committee of Roan Resources Inc.’s board on a $100 million term loan facility from funds affiliated with big shareholders who are represented on the board.

The deal team included lead corporate partner Mike O’Leary, finance partner Jeff Butler and corporate associate Michael Wright. 

Borrowings under the term loan facility are expected to bear interest at a rate equal to three-month LIBOR plus 7.50%. 

In exchange for the commitments, Oklahoma City-based Roan agreed to issue 1% of the outstanding shares of Class A common stock to the lending parties.

Separately, Roan said it completed its June borrowing base redetermination for its revolving credit facility with its bank group unanimously reaffirming the current base of $750 million.

The company said it now has around $150 million of available liquidity, which is more than ample to fund its ongoing capital program.

Roan executive chairman Joseph A. Mills said the company aims to expand production by 20% to 25% this year and generate free cash flow by the fourth quarter. He added that Roan continues to actively evaluate strategic alternatives with Jefferies and Citigroup.

It didn’t reveal its outside financial advisors or lawyers, but Vinson & Elkins partner Alan Beck has counseled it in the past.

In May the company said it had received multiple unsolicited indications of interest to purchase the company or consolidate operations.

HuntonAK involved in three capital markets deals worth $1.7B

Hunton Andrews Kurth announced its involvement in three capital markets transactions.

The firm said it was underwriters’ counsel on Figure VFN Trust I’s $1 billion securitization in May. 

The team was mostly outside of Texas but included associate Rachael Craven and partners Jarrett Hale and Abby Lyle, all of Dallas. Dechert represented other parties.

HuntonAK also counseled underwriter Sandler O’Neill on Central Bancshares Inc.’s $17.5 million private offering of subordinated notes last month. 

Dallas counsel Carleton Goss led the team, which included partners Brian R. Marek and Peter Weinstock and associate Zachary Silvers.

Finally, the firm advised the initial purchasers of a $700 million private debt offering of senior notes at the end of last month by an undisclosed company. 

The underwriters included MUFG Securities Americas Inc., KeyBanc Capital Markets, Barclays, Citigroup, Banc of America Securities, JP Morgan, BNP Paribas, Credit Agricole, TD Securities and Goldman Sachs.

The HuntonAK team was mostly outside of Texas but included Houston partners Phil Haines and Henry Havre.

Update/Other Deal News

Dallas real estate development and management company Howard Hughes Corp. confirmed a CNBC report last week that it’s hired Centerview Partners to explore strategic alternatives that include a possible sale of the company. Centerview also is looking at joint ventures and spinoffs as well as a recapitalization. 

The company has a market capitalization of around $5.5 billion. Potential buyers include Brookfield Property Partners and the Blackstone Group, according to reports.

The company’s chairman is activist investor Bill Ackman and its CEO is David Weinreb. The company’s general counsel is Peter Riley, who joined the company in 2011 after practicing at K&L Gates, Kelly Hart and Simpson Thacher & Bartlett.

The company, a spinoff from General Growth Properties, owns master-planned developments in The Woodlands and the Seaport District in New York City as well as properties in Hawaii and elsewhere.

***

Texas has joined other states in probing the $26 million merger of Sprint with T-Mobile, according to filings with the Federal Communications Commission. Bret Fulkerson, assistant attorney general in the antitrust division in Austin, is leading the charge.

***

Two more oil and gas companies have filed for bankruptcy: Legacy Reserves and Weatherford International.

Legacy Reserves said June 18 it filed for Chapter 11 in U.S. Bankruptcy Court for the southern district of Texas with a restructuring agreement in place with most of its lenders. 

Perella Weinberg Partners and affiliate Tudor Pickering Holt & Co. are financial advisors to the company, Sidley Austin is its legal advisor and Alvarez & Marsal is its restructuring advisor.  

PJT Partners is financial advisor for the second lien lenders and Latham & Watkins is their legal advisor. Houlihan Lokey is the financial advisor for the ad hoc group of senior noteholders and Davis Polk & Wardwell is the group’s legal advisor. 

RPA Advisors is financial advisor to Wells Fargo Bank as administrative agent for its lenders under its revolving credit facility and Orrick Herrington & Sutcliffe is its legal advisor.

Weatherford said June 30 it came to an agreement with creditors and on July 1 initiated its previously-announced financial restructuring. The company said the “pre-packaged” Chapter 11 process will reduce its long-term debt by more than $5.8 billion and the restructuring contemplates $1.75 billion in new financing and up to $1.25 billion in additional post-emergence financing.

Lazard is financial advisor for the company while Latham & Watkins is its legal counsel and Alvarez & Marsal is its restructuring advisor. Evercore is financial advisor for the senior noteholders and Akin Gump Strauss Hauer & Feld is legal counsel.

Latham team members from Houston included corporate partners Ryan Maierson and John Greer and associates Ryan Lynch, Om Pandya, Drew Tengler-West and Ashlynn Royal; finance partner Craig Kornreich, counsel Natalie McFarland and associates Allison Childs, Brian Flynn, Annie Kwan, Hillarie James, Matthew Snodgrass and Kristin Oglesby; and tax associate Jared Grimley.

Hunton Andrews Kurth also counseled Weatherford with partner Tad Davidson leading the team. Assisting him are associate Ashley Harper, partner David Zdunkewicz and associates Joseph Rovira, Edward Clarkson, Joshua Karam and Amanda Thienpont, all of Houston.

***

In another sign of the moribund market for energy IPO’s, San Antonio-based Howard Midstream Partners said June 27 it was withdrawing plans for a $100 million initial public offering. It didn’t give a reason. Alberta Investment Management Corp. was one of the selling unitholders. The partnership initially filed in 2017 with Latham & Watkins partner John Greer in Houston advising it. 

Vinson & Elkins partners Douglas McWilliams and Thomas Zentner were assisting the underwriters, who included Barclays, RBC Capital Markets, Tudor, Pickering, Holt and BofA Merrill Lynch. 

Howard Midstream’s general counsel is Brett Braden, who left Latham in 2017 to take on the role. Before Latham, he was at V&E.

***

Hunton Andrews Kurth offered up the names of its lawyers who advised Casey Bancorp Inc. on its sale to Tupelo, Mississippi-based BancorpSouth for around $50 million. The parties announced the deal in November and it closed April 1. The team included partners Peter Weinstock and Beth Whitaker and associate Nate Jones, all of Dallas. Alston & Bird was BancorpSouth’s legal advisor. Commerce Street Capital was Casey’s financial advisor. Casey unit Grand Bank of Texas operates full-service banking offices in Dallas, Grand Prairie, Horseshoe Bay and Marble Falls.

***

RUMOR MILL: Pipeline company Blue Racer Midstream is considering an initial public offering that could be valued at $2.5 billion, Bloomberg reported June 24. The Dallas-based company is a 50/50 joint venture between private equity firm First Reserve and Caiman Energy II, which has funding from Williams Cos., Oaktree Capital Management LP and EnCap Flatrock Midstream.

Bloomberg also reported last week that Occidental Petroleum Corp. is seeking a buyer to take majority control of Western Midstream Partners, which it will pick up as part of its buyout of Anadarko Petroleum Corp. Oneok Inc., Enterprise Products Partners and Energy Transfer would be likely buyers. The deal could bring in around $7.4 billion.

Meanwhile, Reuters is reporting that Magellan Midstream is exploring the sale of a 35% stake in its Longhorn crude oil pipeline in Texas that could bring in as much as $2 billion. Such a deal would be the latest in a string of U.S. pipeline companies seeking to sell off minority stakes in assets to unlock cash to invest in new projects with higher returns, the news agency said.

Finally, billionaire Paul Singer’s Elliott Management is in advanced talks to purchase Denver oil and gas explorer QEP Resources that it previously offered to buy in January, Bloomberg reported last week. Elliott already owns 5% of QEP, which has a market cap of $1.7 billion. Interested parties have included Blackstone, Whiting Petroleum Corp. and Callon Petroleum.

***

Irving-based Del Frisco’s Restaurant Group announced June 24 that it agreed to be sold to consumer-focused private equity firm L Catterton for $650 million in cash. 

The deal worked out to $8 per share, a 22% premium over the company’s share price before it announced it was reviewing strategic alternatives in December and 21% over the last 30 trading days.

Alas, no outside Texas lawyers worked on the deal, with Kirkland & Ellis advising Del Frisco’s with attorneys out of San Francisco and New York and Gibson Dunn counseling L Catterton out of New York.

Activist investor Engaged Capital, with almost a 10% stake, voted in favor of the deal, which is expected to close in the fourth quarter if it clears Del Frisco shareholders. 

Joe Reece is chairman of the company’s strategic alternatives committee, Ian R. Carter is board chairman and Norman Abdallah is CEO. Its general counsel and legal staff couldn’t be determined by press time.

Andrew Taub led the deal from L Catteton, which has invested in brands such as Outback Steakhouse, Fleming’s Prime Steakhouse, Carrabba’s Italian Grill and Bonefish Grill, Cheddar’s Scratch Kitchen, P.F. Chang’s and Uncle Julio’s Mexican.

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