The week after Labor Day signified the return to work for a lot of Texas deal lawyers, despite the residual damage in Houston from Hurricane Harvey. Herewith are some highlights of recent deals that portend a busy fall, at least in the energy sector.
AKK handles M&A for MPLX, Blackhawk, Lexitas
Andrews Kurth Kenyon recently announced several deals and offerings it worked on, the biggest being advising MPLX LP’s conflicts committee on its Sept. 1 purchase of pipelines and storage facilities from Marathon Petroleum Corp. $1.05 billion.
Houston partners Mike O’Leary and Tom Ford, Proctor led the deal. Other AKK lawyers involved include Houston partner O’Banion Williams, Austin partner Lisa Shelton and Houston associates Warren Knull, Brett Reamer, Garrett Hughey, Amanda Thienpont and Jocelyn Tau. Baker Botts partner Joshua Davidson and associate Leslie Daniel in Houston represented Jefferies, the committee’s financial adviser.
AKK did some financial adviser representation of its own. Houston partner Mark Young counseled Tudor, Pickering, Holt & Co., which advised the board of Calumet Specialty Products Partners LP’s general partner when it sold its Wisconsin refinery to a unit of Husky Energy for $435 million.
Kirkland & Ellis partner John Pitts in Houston represented Calumet.
AKK also did some non-energy work, including advising Blackhawk Network Holdings Inc. on its $175 million purchase of CashStar Inc. That mostly Dallas team included partners Vic Zanetti, Peter Bogdanow and Will Becker, partner Matt Grunert (Houston), partner Isabel Crosby, of counsel Michael Massiatte, senior attorney Micala Bernardo and associates Claire Wilson, Ethan Post and Stephanie McDermott.
The firm also represented Trinity Hunt Partners-backed Deposition Solutions LLC (which does business as Lexitas) on its purchase of Hoorwitz Inc. (dba Deitz Court Reporting) for an undisclosed sum. That deal, which closed July 31 but wasn’t announced until Aug. 10, was worked on by Zanetti, Becker and Wilson but also of counsel Bill Rivers and associates Chrissy Williford and Anne Langford, all of Dallas.
The firm’s securities work included closing NGPL PipeCo LLC’s $1.4 billion worth of debt offerings. The team included Houston partners Henry Havre, George Vlahakos and Robert McNamara, Dallas partner Tom Popplewell and Houston associates Jerry Chandapillai, Brooks Antweil and Brooke Milbauer along with Proctor, Shelton and Tau.
AKK also represented Barclays and Morgan Stanley and other underwriters on a $1 billion follow-on equity offering of units representing limited partner interests in Energy Transfer Partners LP that closed Aug. 18. That team included D.C. partner Bill Cooper, Houston partners Jordan Hirsch and Robert McNamara and Houston associates Phil Haines and Chris Adcock along with Shelton, Procter, Williams, Milbauer and Tau.
The firm also is representing underwriters led by BofA Merrill Lynch and Piper Jaffray’s Simmons & Co. International in the planned initial public offering of Quintana Energy Services Inc. That group includes includes O’Leary, Vlahakos, Ford, Popplewell, Becker, Shelton and Tau as well as Austin of counsel Lydia Gromatzky and Houston associates Taylor Landry, Mike Hoffman and Paul Knowlton.
Vinson & Elkins partners Sarah K. Morgan and Gillian A. Hobson in Houston are counseling Quintana.
V&E advises MS Energy, Daseke on deals
Vinson & Elkins did a Texas two-step the first week of September announcing its involvement with two M&A deals, one of which it advised the seller and the other the buyer.
V&E counseled MS Energy Services and its backers Denham Capital Management and NGP Energy Capital Management on its sale to Patterson-UTI Energy for $215 million. The parties announced the sale for the directional drilling services provider on Sept. 5.
The team was led by partner Matt Strock, senior associate Shamus Crosby and associates Daniel McEntee, Jing Tong and Mariam Boxwala, all of Houston. Also advising were Houston partner Stephen Jacobson and Dallas associate Gina Hancock (executive compensation/benefits); Houston partner Sean Becker (labor/employment); partner Larry Nettles and senior associate Brandon Tuck in Houston (environmental); partner Devika Kornbacher and associate Sean Hill in Houston (intellectual property); and Houston partner John Lynch (tax). V&E’s litigation team in Washington, D.C. also participated.
Piper Jaffray’s Houston-based energy unit Simmons & Co. International provided financial advice to the seller. Gibson Dunn assisted Patterson-UTI, including Houston partner Tull Florey and Dallas associate Jonathan Whalen.
V&E also worked on a non-energy deal assisting Addison, Texas-based Daseke Inc. on its purchase of R&R Trucking for an undisclosed sum, its fourth company acquisition since May. Daseke, which went public earlier this year, is a consolidator and the largest owner of flatbed and specialized transportation services in North America and target R&R Trucking transports defense and commercial arms, ammunition and explosives cargo.
Senior associate Thomas Laughlin in Dallas and associate Michael Gibson in Austin led the corporate team with assistance from Bogdanow and Dallas associate Michael Andrews. Also advising were partner Brian Bloom and associate Karsten Busby in Dallas (executive compensation/benefits); partner Randy Jurgensmeyer and associates Courtney Hammond and Kevin Koskovich, all of Dallas (real estate); partner Chris Dawe and associates Rafael Alvarado and Daniela Gutierrez, all of Dallas (finance); Dallas partner Vanessa Griffith (labor/employment); counsel Larry Pechacek and associate Ross Woessner of Houston (environmental); counsel Scott Brown in Houston (intellectual property); Dallas partner Jim Meyer and Houston associate Neil Clausen (tax); and D.C. partner David Johnson (government contracts).
Hogan Lovells assisted the seller with attorneys out of its D.C. office (Joseph E. Gilligan and Brian C. O’Fahey).
Tellurian buys gas assets while Carrizo sells them
Two Texas energy companies did some trading of natural gas assets recently in what look to be strategic moves.
Houston-based Tellurian Inc. said Sept. 6 it agreed to acquire natural gas producing assets and undeveloped acreage in northern Louisiana’s Haynesville Shale from an unnamed private seller for $85 million. The company will now have an inexpensive source of natural gas to feed a liquefied natural gas export facility it’s developing nearby.
The company’s general counsel, Daniel Belhumeur, didn’t respond to a request for comment, but Davis Graham & Stubbs’ John A. Elofson in Denver has advised the company in the past. Dillon Ferguson, an energy and litigation partner at Pillsbury Winthrop Shaw Pittman in Austin, is on the company’s board.
Carrizo Oil & Gas, also based in Houston, announced Sept. 5 that it agreed to sell almost all of its assets in the Utica Shale in Ohio to an unnamed buyer for $62 million in cash and $15 million in potential contingency payments. Company management had previously said the properties weren’t core to its operations.
That deal was primarily handled in-house with a team led by general counsel Gerry Morton, Marcus Bolinder and Mike Kennington. Baker Botts’ Gene Oshman said the firm provided minor backup. Carrizo expects to close the transaction by Oct. 31.