© 2013 The Texas Lawbook.
By Natalie Posgate
Staff Writer for The Texas Lawbook
Two Houston-based companies are making yet another transaction that involves midstream assets, and the dollar amount is giving a few Texas firms lots of business.
Kinder Morgan Energy Partners, LP announced Tuesday that it will acquire Copano Energy, LLC for approximately $5 billion.
Weil, Gotshal & Manges and Bracewell & Giuliani are advising Kinder Morgan in the deal, with Weil Dallas corporate partner Jay Tabor and Bracewell Houston M&A partner Cleland “Cle” Dade as the lead attorneys.
This isn’t the first time for Weil and Bracewell to work together on one of Kinder Morgan’s matters. In 2011 they co-counseled the midstream energy giant in its initial public offering at $2.9 billion – the largest equity-backed IPO in U.S. history and the largest energy industry IPO since 1998. Tabor was one of Weil’s attorneys involved in the IPO.
Tabor has represented Kinder Morgan on a variety of other previous matters as well, including its $38 billion acquisition of El Paso Corporation; sale of El Paso’s exploration and production business for $7.15 billion to Apollo Global Management, LLC; and $22 billion leveraged buyout of Kinder Morgan, Inc.
Other attorneys from Weil’s Dallas office involved in the deal include partners P.J. Himelfarb and Jared Rusman and associate Sam Peca. Weil attorneys from New York, Boston and Washington, D.C. also assisted in the transaction.
On the Bracewell end, other attorneys involved include Houston partners Greg Bopp, Troy Harder, Gary Orloff, and Aaron Roffwarg; Houston associates Elizabeth Behncke, Stephen Boone, Melissa Buce, Kate Champion, Jordan Federko, Mona Guidry, and Molly Tucker; and attorneys in the firm’s Washington, D.C. office.
New York firm Wachtell, Lipton, Rosen & Katz is representing Copano in the transaction. Vinson & Elkins is advising Copano’s largest investor, TPG Capital in the deal, with Houston energy transactional partner Keith Fullenweider and New York M&A partner Mark Proctor as the lead attorneys.
Jones Day is representing one of Copano’s financial advisors, Jefferies & Company. Houston M&A partner Jimmy Vallee is leading the Jones Day team, which also includes Houston associates Kim Hicks and Matthew Hendrix.
Copano is a midstream natural gas company with operations primarily in Texas, Oklahoma and Wyoming. It owns an interest in about 6,900 miles of pipelines with 2.7 billion cubic feet per day of natural gas throughput capacity and nine processing plants with more than one cubic foot per day of processing capacity and 315 million cubic feet per day of treating capacity.
Upon closing, Kinder Morgan will own 100 percent of the Eagle Ford Gathering, which is currently a joint venture with Copano. It provides gathering, transportation and processing services to natural gas producers in the Eagle Ford Shale. The venture consists of approximately 400 miles of pipelines, with capacity to gather and process more than 700,000 MMBtu per day.
The deal is expected to close sometime in the third quarter of this year.
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