© 2013 The Texas Lawbook.
By Natalie Posgate
Staff Writer for The Texas Lawbook
Texas lawyers from three firms are involved in a $7 billion midstream energy partnership announced Monday between Houston-based Crestwood Midstream Partners LP and Crestwood Holdings LLC and Kansas City, Mo.-based Inergy, LP and Inergy Midstream, LP.
Vinson & Elkins is representing Inergy in the deal, with Houston corporate partner Gillian Hobson and New York corporate partner Mike Rosenwasser as the lead attorneys. Also assisting in the deal are Houston tax partner John Lynch and Houston associates Kai Liekefett, Julian Seiguer and Ryan Carney.
Vinson & Elkins has acted as a legal counsel for Inergy since its December 2011 initial public offering.
Inergy’s general counsel is Laura Ozenberger, who was an in-house attorney at Sprint Corporation for 13 years before joining Inergy.
Crestwood’s general counsel is Kelly Jameson, who has been with the company since 2010. Before joining Crestwood, Jameson served as the U.S. corporate secretary and senior counsel for TransCanada PipeLines, senior counsel of El Paso Corporation and vice president and GC of Cornerstone Natural Gas Inc.
Akin Gump Strauss Hauer & Feld and Simpson Thacher & Bartlett are representing Crestwood in the transaction.
Leading the Akin Gump team are partners John Goodgame and W. Thomas Weir and counsel Andy Lehman, all based in the firm’s Houston office.
The Simpson Thacher team predominantly consists of New York lawyers, but the two Texas attorneys involved in the deal are partner John Pitts and counsel Christopher May, both in the firm’s Houston office.
A few Delaware law firms are involved in the transaction as well: Morris, Nichols, Arsht & Tunnell is representing the conflicts committee of the Crestwood Midstream Board of Directors; Richards, Layton & Finger is representing a committee of independent directors of the Inergy LP Board of Directors; and Potter Anderson & Corroon is advising a committee of independent directors of the Inergy Midstream Board of Directors.
The combination of Crestwood and Inergy creates a diverse platform of midstream assets providing a plethora of services in the premiere shale plays in North America, including the Marcellus Shale, Bakken Shale, Eagle Ford Shale, Permian Basin, Powder River Basin, Niobrara Shale, Utica Shale, Barnett Shale, Fayetteville Shale, Granite Wash, Haynesville Shale and Monterey Shale.
The combination of Inergy and Crestwood will be executed through a series of transactions. In the first transaction, expected to close this year in mid-June, Crestwood Holdings will acquire the general partner of Inergy LP for $80 million in cash.
The second transaction is cross-conditioned with the first transaction and is expected to close at the same time. Crestwood Holdings will contribute to Inergy LP 100 percent of its interest in Crestwood Gas Services GP LLC (Crestwood’s general partner) in exchange for 35.1 million common units and 4.4 million subordinated units of Inergy LP.
The third transaction is expected to close in the third calendar quarter of 2013 and Crestwood Midstream will merge into a subsidiary of Inergy Midstream.
The name of the combined company will be decided as the companies move closer to finalizing the entire transaction. Once it closes, the combined partnership will be based in Houston with executive offices in Fort Worth and Kansas City, Mo.
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