The Texas Lawbook

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CDT Roundup: 8 Deals, 7 Firms, 48 Lawyers, $7.34B

If you’re looking here for good news, we wouldn’t blame you; we also can’t be a whole lot of help.

In weeks when good news looks good by simply not being apocalyptic — slower coronavirus death rates, modest reopening of public spaces, oil prices above zero — you’re just going to have to lower your standards.

As the last week of May receded, oil prices rose to two-month highs, the product of a slightly higher demand and slightly lower supply, as people dusted off their cars and pickups to head out: maybe to work, maybe to the beach, maybe just to go somewhere…anywhere.

But despite that sliver of hope, the underlying numbers just don’t look that promising. According to the Weekly E&P Report from the Ralph E. Davis folks, the U.S. rig count dropped again, to 318 from 339 the week before. That’s in synch with a drop in crude oil production, from 11.6 to 11.5 MMbbl/day. Commercial crude oil inventory fell slightly with the demand uptick, but now inventories of refined products are beginning to swell as a depressed industry shifts its weight from one foot to the other.

Editor’s Note: Lawbook Senior Editor Allen Pusey is filling in for Claire Poole on The CDT Roundup while she is on medical leave. In her absence, the weekly report will likely be missing a lot of the historical perspective and behind-the-scenes detail that only Claire can bring to her weekly reports. But be assured that Claire will be returning as soon as possible.

And the longterm look seems just as depressing, and in unexpected ways. Bloomberg reports that shale drillers are facing significant financial pressures just to hedge themselves for the coming year.

Texas dealmakers were, at least, consistent. There were eight deals reported last week — the same number as the week before. But last week’s deals were valued at $7.33 billion, nearly ten times the $742 million logged the week before. This time last year there were 10 deals worth $4 billion.

Weekly Corporate Deal Tracker Roundup Stats

A compilation of weekly stats from The Lawbook's CDT Weekly Roundup
(Deal Values in Millions)
Week EndingDeal CountAmountFirmsLawyersM&A CountM&A Value $MCapM CountCapM Value $M
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

The deals involved work by 48 Texas lawyers from seven firms. Six of the deals involved M&A, venture capital and finance transactions worth about $4.6 billion, and two capital markets transactions valued at $2.7 billion.

So there’s your good news: things weren’t too bad.

Baker Botts, Shearman Advise in EQT Asset Sale to Diversified Gas & Oil

Pittsburgh-based EQT Corporation announced May 26 that it had completed a sale of assets in Pennsylvania and West Virginia to Alabama-based Diversified Gas & Oil Corporation. The transaction was valued at $125 million but could reach as much as $140 million should commodity prices rise.

Both sides of the deal were advised by Texas lawyers: EQT by Baker Botts and Diversified by Shearman & Sterling.

The Baker Botts team was headed by New York corporate partner Mike Bengston and Austin partner John Kaercher. They were assisted by global projects partner Gaye Lentz, environmental partner Paulina Williams and corporate associate Michael Portillo, all of Austin. On tax matters, partner Jon Lobb assisted from Houston, along with associate Jordan Hahn of Dallas. Also from Dallas, partner Eric Winwood and associate Marian Fielding chipped in.

On the Diversified side, the Shearman team included: M&A partner Jeremy Kennedy with associates Ryan Staine and Delanah Davis, all of Dallas; Tax partner Todd Lowther of Houston with associates Julian Pashin of Dallas and Molly Harding of Houston.

The upstream assets acquired by Diversified are all of EQT’s production assets in Tioga County, Pennsylvania and its non-core shallow wells located in central Pennsylvania and West Virginia. The midstream assets include low pressure gathering lines and compressor stations, also in Pennsylvania and West Virginia. EQT retained all deep rights under other properties sold that were located outside of Tioga County.

Birmingham-headquartered Diversified is one of the largest conventional producers in the Appalachian fields of Tennessee, Kentucky, Virginia, West Virginia, Ohio, and Pennsylvania. Formerly listed in the UK on the AIM, the company recently moved its trading to the Main Market of the London Stock Exchange.

Kirkland Advises On Refinancing of Freeport LNG Train 3 Facility

Kirkland & Ellis advised lenders on an approximately $3.4 billion refinancing for Train 3 of the Freeport LNG facility, including a $181 million debt service reserve facility and a $50 million working capital facility.

The financing deal closed May 27, and was led by Kirkland debt finance partners Brian Greene and Rohit Chaudhry, out of Washington D.C., but also included debt finance partner Roald Nashi and environmental transactions partner Alexandra Farmer, both of whom office in DC and Houston. Houston environmental associate James Dolphin assisted, along with Dallas real estate partner Andrew Van Noord with associate Conrad Steele, also of Houston.  

The Joint Lead Arrangers were Canadian Imperial Bank of Commerce, New York Branch, Credit Agricole Corporate and Investment Bank, Industrial, Commercial Bank of China Limited, New York Branch, ING Capital LLC, Intesa Sanpaolo S.P.A., New York Branch, Mizuho Bank, Ltd., MUFG Bank, Ltd., Natixis New York Branch, Santander Bank, N.A., Société Générale and Sumitomo Mitsui Banking Corporation.

Eighteen banks participated in the financing. The proceeds of the financing will be used to pay down the existing bank debt for Train 3 and hedge termination costs; pay for transaction costs and remaining costs for the completion, ownership, operation, and maintenance of the Train 3 liquefaction/export facility, and the payment of dividends to the sponsors.

Freeport LNG announced in early May that Train 3, located on Quintana Island off the Texas Gulf Coast, had already started commercial service to Total SA and SK E&S under longterm deals.

Freeport LNG is a partnership owned by its founder and CEO Michael Smith, Global Infrastructure Partners and Osaka Gas Co. Ltd.

The facility is the second largest LNG complex in the United States and the seventh largest in the world, the company said.

Simpson Thacher Advises KKR on Global Technical Realty

The Houston office of Simpson Thacher announced May 27 that it advised investments giant KKR on its development of a European data center infrastructure in conjunction with UK data center developer Franek Sodzawiczny.

The venture, named Global Technical Realty, is described as a “build-to-suit and roll-up acquisition” data center platform and is aimed at the growing demand for such centers by large European technology companies.

The Simpson Thacher team was led by acquisitions partner Breen Haire, with associates Kyle Kreshover and Sara Daniel, also of Houston, as well as lawyers from New York.

Franek Sodzawiczny, KKR’s partner in the new project, was founder of Zenium Data Centers and co-founder of Sentrum. Sentrum was sold to Digital Reality in 2012 for $1 billion. Zenium was sold to CyrusOne in 2017 for $442 million. The two companies stand to be the main competitors with the new venture for which KKR believes there is more than enough demand for growth.

“The data center market in Europe presents a unique opportunity to invest behind the secular trend of increased cloud services adoption and demand for data,” said Waldemar Szlezak, Managing Director of KKR. Andrew Peisch, Director of KKR, added, “The 25 years of industry experience that Franek brings to the table, alongside the rest of the management team, is impressive and exactly the kind of know-how we sought out to invest in the sector.”

KKR will make a $1 billion equity capital commitment primarily from its third global infrastructure fund, with other potential commitments over time, to develop and build data centers. Alongside debt financing, KKR’s equity commitment is expected to support more than $2.5 billion of asset development and investment, including opportunities from a highly active commercial pipeline as the demand for third-party data center provision continues to grow.

GTR has partnered with Mercury Engineering, a leading European engineering contractor with deep experience in data center construction, to design and develop a data center product specifically catered to the needs of hyperscale cloud service providers.

Kirkland Advises GPI Capital in Couchbase Investment

Kirkland & Ellis represented GPI Capital in a $105 million convertible preferred equity investment in Couchbase, Inc., a technology company specializing in cloud database solutions for business-critical applications.

 The Kirkland team was led corporate partner Kevin Crews and associates Ben Hardison and Abbey Zuech, all of the Dallas office.  They were supported by lawyers from Kirkland’s New York, Palo Alto, Chicago and Washington, D.C. offices.

Based in Santa Clara, California, Couchbase is creator of its eponymous NoSQL database, an enterprise-class data application whose design doesn’t rely on the coded SQL commands of a typical relational database.

Couchbase is planning to expand its customer facing operations, including Couchbase Cloud, a fully managed database-as-a-service offering.  According to the company, Couchbase is currently used by more than 500 organizations, including 30% of the Fortune 100.

With offices in New York and London, GPI Capital is an alternative investment firm that specializes in non-control investments in technology, consumer and industrial companies, primarily in North America and Western Europe.

Its managing partner is William Royan, a Lehman Brothers alum and former head of non-control investments at the Ontario Teachers’ Pension Plan.

Though the company’s funding round was led by GPI Capital, it also included oversubscribed participation from existing investors Accel, Sorenson Capital, North Bridge Venture Partners, Glynn Capital, Adams Street Partners, and Mayfield.

Morgan Lewis Advises Expeditors International in Fleet Logistics’ Digital Platform Acquisition

Seattle-headquartered Expeditors International of Washington Inc. announced May 28 that it had acquired a digital platform from Fleet Logistics. Terms were not disclosed.

Dallas partner Janice Davis led the Morgan Lewis team that included firm lawyers from New York, Washington, D.C. and San Francisco.

Expeditors is a global logistics company offering services that include the consolidation or forwarding of air and ocean freight, customs brokerage, vendor consolidation, cargo insurance, time-definite transportation, order management, warehousing and distribution, and customized logistics solutions.

The Fleet logistics forwarding platform offers instant quotes, booking, freight management, and delivery for international and domestic shipments.

Titan Energy to Liquidate with Sale of Eagle Ford Assets

Fort Worth-based Titan Energy LLC announced May 29 a “comprehensive restructuring support agreement” which would result in an end to the company and the liquidation of substantially all of the company’s assets, in particular its remaining oil and gas properties in the Eagle Ford Shale.

The unusual agreement essentially promises the $8.5 million in estimated proceeds from the sale would be used to obtain shareholder consent for the plan at a rate of 3 cents to 10 cents per share.

The company notes that the plan was approved by its first and second lien holders in order to obtain shareholder approval despite $400 million in secured debt on the company’s books. Shareholders have until June 18 to approve the plan, after which the lien holders will be free to force liquidation of the company’s assets without their consent.

Titan Energy Management, a wholly-owned subsidiary of Pennsylvania-based Atlas Energy Group, is the managing partner of Titan Energy LLC.

Titan was advised by lawyers from Skadden Arps, including Houston M&A partner Frank Bayouth.

CAPITAL MARKETS

Locke Lord Advises on Comstock’s $196.7M Public Offering

Locke Lord represented Frisco-based Comstock Resources, Inc., in an underwritten public offering closed May 18.

The offering included 40,000,000 shares of common stock at a price of $5.00 per share, with a 30-day option for underwriters to purchase up to 6,000,000 additional shares of common stock. Net proceeds from the offering were approximately $196.7 million.

The Locke Lord team was led by Dallas partner Jack Jacobsen with assistance from partner Will Becker along with associates Ashley Thurman and Kelsey French, also of Dallas, as well as Houston associates Matt McKenna and Andrew Nelson.

Dallas Cowboys’ billionaire owner Jerry Jones is heavily invested in Comstock. Last year he plunged $475 million into Comstock to help it buy Denham Capital-backed Covey Park for $2.2 billion. The cash injection brought his total investment to $1.1 billion. “[It’s] another step toward completing my vision to create an industry leading natural gas company,” Jones said at the time.

To that end the company says it will be focusing on continued natural gas development in the Haynesville shale. The company says it has almost 2,000 drilling locations on its Haynesville/Bossier shale acreage, where it believes there is a potential 18 Tcfe in reserves.

Latham represents Total SA in $2.5B Bond Offering

The French international energy giant, Total SA has priced its offering of 3.127% Guaranteed Notes Due 2050. The notes, issued by Total Capital International, are guaranteed by Total SA.

 Latham & Watkins LLP represents Total SA in the offering, with a corporate deal team led by Houston partner Ryan Maierson, with Houston associates Ryan Lynch, Bryan Ryan and Katie Walker, and Paris associates Roberto Reyes Gaskin and Jaime Hall. 

Houston partners Tim Fenn and Bryant Lee and Paris partner Olivia Rauch-Ravise advised on tax matters, along with Houston associates Jared Grimley and Marianne Standley and Paris associate Alexis Caminel.

Total SA, which operates in 130, has a presence in Texas that includes its joint venture interest in Bayport Polymers LLC with Borealis AG-Nova Chemicals. Bayport operates a major petrochemical processing plant in Pasadena, TX known as Baystar. Baystar began construction early last year on a 650,000 ton per year polyethylene production unit. The unit, known as Borstar, is scheduled to go online in 2021. A new $1.7-billion ethane steam cracker in Port Arthur, designed to supply feedstock both to Baystar and the new Borstar unit, is expected to be available at the end of this year.

OTHER/UPDATE:

The Dallas office of Weil, Gotschal revealed last week that it had advised the top-tier private equity firm Advent International in its acquisition of Zingfit, a Boulder, Colorado company that provides SaaS-based data platforms for fitness boutiques. The amount of the transaction, which was announced February 2, was undisclosed.

The Weil team included a New York partner, but was mainly filled by lawyers from the firm’s Dallas office: Corporate partners David Gail and Jonathan Macke, along with associates Niko Lane, Shanna Dean and Andrew Stotts.

In spite of some deals quietly going south in the wake of the coronavirus-infected markets, Locke Lord said the previously announced sale of Austin-based IAS Parent Holdings to Canada’s iA Financial Group has closed as planned.

IAS is one of the largest providers of vehicle warranty solutions in the U.S. with 600 employees and 4,300 dealers in all 50 states. Details of the deal were announced in December.

Allen Pusey

Allen Pusey is a senior editor and writer at The Texas Lawbook.

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