Cases
Representative Matters: Energy: Represented Quanta Services, Inc. (NYSE: PWR) in negotiating
documenting a $2.2 billion bridge financing commitment in support of its acquisition of Blattner Holding Company, a privately held Minnesota company providing engineering
construction services to utility
renewable energy developers for wind, solar
energy storage projects.
Represented One Energy Enterprises LLC, an Ohio-based provider of Wind for Industry solutions for large electricity consumers, in securing $80 million in financing from Prudential Capital Group.
Represented a National Oil Company in negotiation of the acquisition of a non-operated interest in 130,000 acres for an investment of $475 million (transaction did not receive government approval).
Advised DJR Energy, a newly-formed Denver, Colorado-based exploration
production company, on a gas partnership with private equity firm Trilantic North America
family office Wavel
Energy Partners.
Represented foreign pension investment manager in acquisition of 50% of a Texas electric transmission provider which owns 375 miles of 345-kV transmission lines
six switching stations.
Advised an institutional investor in two investments totaling $2 billion in the first two trains of Freeport LNG's natural gas liquefaction
loading facility on Quintana Isl
near Freeport, Texas.
Represented publicly traded timber REIT in development of mineral leases for use on 2.4 million acres of l
.
Represented energy company in the transfer of net profits interests in concessions offshore of the Kingdom of Thail
.
Represented construction company in settling dispute over the construction of a gas pipeline with a subsidiary of Energy Transfer Partners.
Represented Equus Total Return, Inc., a private equity business development company, in its acquisition of oil
gas royalty interests from Warren American Oil Company.
Represented multiple sellers of upstream E&P assets in connection with transactions involving Magnum Hunter Resources, Whiting Petroleum, Apache Corporation, Noble Energy, Rubicon Energy Partners, Slawson Exploration Company
Mariner Energy Inc. (later acquired by Apache Corporation).
Represented Sonterra Resources Inc. (now Velocity Energy Inc.) in connection with a leveraged recapitalization with the Longview Marquis Master Fund L.P.
Represented DJ Resources II in obtaining $40 million private equity commitment from SW Energy Capital Partners.
Represented ERHC Energy in connection with an option to sell an interest in a concession in the territorial waters of Nigeria.
Represented Golden Energy in restructuring its private equity investment from Natural Gas Partners.
Represented PDC Energy in proposed merger with The Exploration Company of Delaware, Inc. (transaction terminated by mutual agreement).
Mergers
Acquisitions: Represented a private investment firm focused on commercial real estate in the U.S.
Europe in all aspects of the June 2020 acquisition
financing of a San Antonio-based property management firm with a portfolio including 30,000 apartment homes
the acquisition exp
s the investment firm's integrated real estate platform of capital raising, acquisitions
property management, as well as its holdings in the necessity housing market.
Represented Australian infrastructure
environmental services consulting firm Cardno Limited (ASX: CDD) in its $55 million acquisition of Raba Kistner Inc., a Texas-based 470-person engineering services firm
Raba Kistner becomes part of Cardno's Construction Sciences division - a leading construction materials testing business in Australia -
significantly exp
s Construction Sciences' geographic footprint.
Represented investor group in leveraged recapitalization of FINRA regulated broker dealer.
Represented private equity-backed seller of gas interests in Colorado
Wyoming in $5.6 million sale of assets to a Dallas-based energy private equity firm.
Represented Quanta Services, Inc. (NYSE:PWR) in entering into a definitive agreement to sell its fiber optic licensing operations to Houston-based Crown Castle International Corp. (NYSE: CCI) for $1 billion in cash.
Represented Viking International Resources in the sale of its stock
certain assets to two separate buyers. Magnum Hunter Resources Corporation purchased 100% of Viking's stock for $106.7 million
Magnum Hunter Resources preferred stock. GreenHunter Water, LLC purchased one salt water well, along with the stock of two Viking subsidiaries, one of which owned another disposal well, for $2 million in GreenHunter preferred stock.
Represented Quanta Services in reaching a definitive agreement to sell its telecommunications subsidiaries to Dycom Industries, Inc. for approximately $275 million.
Represented Main Street Capital Corporation in providing $40.5 million of financing, consisting of $38 million in senior, secured term debt
a $2.5 million direct equity investment.
Represented Sunoco Logistics Partners L.P. (NYSE: SXL)
Sunoco Inc. (NYSE: SUN) in connection with the negotiation of commercial arrangements for terminaling
related services in connection with Sunoco's divestiture of the Girard Point refinery to Philadelphia Energy Solutions.
Represented American Infrastructure Fund in connection with a $155 million acquisition of downstream energy assets.
Represented three undisclosed private sellers in connection with three transactions involving the divestiture of $114 million in assets to CRH plc.
Represented DJ Resources, a Colorado oil
gas producer, in its recapitalization
subsequent divestitures of $36 million in assets, some of which involved the transfer of BLM interests.
Represented The Park Agency in its divestiture of its oil
gas investments.
Represented NuCoastal Thail
Ltd. in connection with reverse merger with Petroworld Corp. on the London AIM
Toronto TSX-V exchanges (now Coastal Energy Company).
Represented Sonterra Resources Inc. (now Velocity Energy Inc.) in connection with a leveraged recapitalization with the Longview Marquis Master Fund L.P.
Represented Carlton Global Resources in its $26 million leveraged refinancing with Main Street Capital
D.E. Shaw.
Represented Preferred Unlimited in its structuring
arranging of Golden Gate Capital's $350 million acquisition of U.S. Silica.
Finance: Represented Louisiana-based construction company in its $35 million revolving line of credit with Cadence Bank.
Represented SEACOR Holdings Inc. (NYSE: CKH) in connection with its negotiation
documentation of an arrangement with its former subsidiary, SEACOR Marine Holdings Inc. (NYSE: SMHI), in which SEACOR Holdings agreed to permit SEACOR Marine to carry back net operating losses generated by SEACOR Marine in 2018
2019 to tax years prior to SEACOR Marine's spin-off from SEACOR Holdings in 2017.
Represented a public international energy services company
its U.S. subsidiary in Houston in the negotiation
documentation of a $50 million secured revolving credit facility.
Represented public energy services company in the negotiation
documentation of an amendment to its credit agreement pursuant to which its credit facility was amended to: increase the lenders' aggregate commitment by $500 million
provide for an extension of the maturity date
provide the company the option, subject to the conditions specified in its credit agreement, to increase the revolving commitments by up to an additional $500 million from time to time, upon receipt of additional commitments from new or existing lenders
provide that the company may request up to two additional one-year extensions of the maturity date.
Represented affiliates of American Energy Partners, LP in a private equity-backed equity investment in excess of $1.1 billion
subordinated debt investment of $450 million.
Represented an international public energy services company
its U.S. subsidiary based in Houston in the negotiation
documentation of an amended
restated $75 million senior secured revolving credit facility. Converted the credit facility from a single-lender facility to a $75 million syndicated credit agreement, extended its maturity, added a swingline loan facility
restructured the financial covenants
certain other provisions. Certain of the borrower's international affiliates guaranteed the obligations under the facility.
Represented a public company in negotiating
documenting its Fourth Amended
Restated Credit Agreement with a syndicate of lenders, increasing the capacity under the senior secured revolving credit facility from $1.3 billion to $1.8 billion. The entire amount of the facility may be used for loans
letters of credit in certain non-U.S. currencies.
Represented a public provider of offshore contract drilling services in negotiating
documenting a commercial paper program whereby the company may issue up to $1.5 billion aggregate principal amount outst
ing at any one time of unsecured, short-term commercial paper notes pursuant to the private placement exemption in Section 4(a)(2) of the Securities Act of 1933.
Represented borrower in $28 million secured revolving credit facility.
Represented lender in the negotiation
execution of a secured $30 million letter of credit facility.
Represented a provider of offshore contract drilling services in a $750 million financing transaction with a syndicate of banks.
Represented Quanta Services, Inc. as borrower in connection with a $700 million senior secured credit facility.
Represented Preferred Unlimited in connection with the $105 million leveraged recapitalization with KeyBank National Association.
Represented US Bank as indenture trustee in connection with $400 million senior note issuance by Linn Energy, LLC.
Represented Wachovia Bank, National Association as letter of credit provider in $121.4 million variable rate tax-exempt revenue bond refinancing by Memorial Hermann Healthcare System.
Represented Diamond Offshore Drilling, Inc. as issuer in connection with two $250 million capital markets senior debt offerings
related securities filings.
Represented Quanta Services, Inc. as borrower in connection with a $300 million senior secured credit facility.
Represented Diamond Offshore Drilling, Inc. as borrower in connection with a $285 million revolving credit agreement.
Represented Cohen & Co. in connection with a $12 million term-asset-backed securities loan from the Federal Reserve Bank of New York.
Represented lender in connection with a $4 million mezzanine financing of a 10MW photovoltaic solar electricity facility in Fairfield Township, New Jersey. The mezzanine financing was part of a $41 million overall project financing.
Represented developer in $22 million financing for the redevelopment of PlazAmericas (formerly known as Sharpstown Mall) through the Federal New Markets Tax Credit Program.
Bankruptcy: Represented largest unsecured creditor in the Buccaneer Resources bankruptcy case, including sitting on the unsecured creditors committee
advising the trustee to the liquidating trust.
Represented creditor in acquiring assets in a 363 sale in the American Optical Services bankruptcy case.
Represented parties in settling fraudulent conveyance
performance claims arising out of the Oil Patch Brazos Valley bankruptcy.
Represented public company in restructuring of a $340 million receivable with Niko Resources, Ltd.
Represented Chemtura Corp. in connection with commodity hedges
claims relating to a cogeneration facility in its bankruptcy case.
Represented various creditors in the Lyondell Chemical Company
Lehman Brothers Holdings bankruptcy cases relating to issues involving substantive consolidation
termination of derivative contracts.
Represented Bank of Montreal in connection with its claims as agent for two loan syndicates in the TXCO Resources bankruptcy case.
Represented Enron Corp. in connection with its DIP financing
numerous Section 363 asset sales in its bankruptcy case.
International: Represented foreign acquirer in preparing
filing a notice with the Committee on Foreign Investment in the United States ( CFIUS ).
Represented SBC Communications Inc. (now AT&T Inc.) in the restructuring of its joint venture in Mexico with Alestra, S.A. de C.V.
Represented Coastal Energy Co. in a financing secured by a Panamanian ship mortgage.
Represented KS Energy Services Ltd. in its $52 million restructuring
subsequent divestiture of its assets in the United States.
Corporate Governance: Represented Tinep, S.A. de C.V. in restructuring its joint-venture licensing relationship with Newpark Resources, Inc.
Represented the Special Committee of the Board of Directors of Quest Software in its stock-option-backdating investigation
the related derivative
class-action litigation
government investigations.
Represented the Compensation Committee of the Board of Directors of The Meridian Resource Corp. in restructuring the compensation of executive management.
Represented an affiliate of Deerfield Management Company, L.P. in a $540 million acquisition financing for the purchase of an office building at 345 Park Avenue South, New York, New York
for the redevelopment of the building as office building with lab space
financing included three mortgage loans
a mezzanine loan.
Real Estate: Represented a major private pension fund in connection with its add-on investment in a New York City mixed-use development.
Represented a private pension fund in three Texas retail/office acquisition
ownership disputes.
Represented Lovett Commercial LLC in a $25 million federal historic tax credit investment, made by made by the National Community Investment Corporation, for the renovation of a Houston post office building into a commercial space including a music venue
an urban farm.
Represented a Pennsylvania-based real estate fund manager in its sale of an 11-story, 193,998 square-foot, Class-A suburban Texas office building to a commercial real estate manager
the property is mixed-use with retail
office space
an adjacent parking garage.
Represented Lovett Commercial, a Houston-based commercial real estate developer, in the closing of Phase 2 of financing which consisted of $11.8 million in New Markets Tax Credit financing, a $25 million bridge loan from Cedar Rapids Bank & Trust,
a $40 million opportunity fund investment for the $150 million historic renovation of the former Houston Post Office Building, a mixed-use development to house a music venue, retail spaces
rooftop urban farm.
Represented Lovett Commercial, a Houston-based commercial real estate developer, in its New Markets Tax Credit financing of the $150 million historic renovation of the former Houston Post Office Building, a mixed-use development to house a Live Nation music venue, retail
makers' spaces
rooftop urban farm.
Represented German manufacturing company in the acquisition
construction of an industrial manufacturing facility in Houston, Texas.
Represented developer of self-storage facilities in the acquisition of two facility sites in Houston, Texas.
Represented publicly traded real estate investment trust in the release of collateral from two real estate mortgage investment conduits
delivered related legal opinions.
Represented borrower in the refinance of two apartment complexes in Dallas, Texas.
Represented investment company in the acquisition of six restaurants in San Antonio, Texas
the sale leaseback financing of the same.
Represented property owner in a multi-state $23,210,000 refinancing of five student housing properties.
Represented property owner in a multi-state $178,900,000 refinancing of a portfolio of assisted living facilities.
Represented investor in refinancing
recapitalization of 276 unit apartment building in Dallas, Texas, with conduit financing source.
Represented publicly traded REIT in connection with the acquisition
financing of hotel in San Antonio, Texas.
Represented publicly traded REIT in the simultaneous defeasance of the indebtedness on two properties.
Negotiated a 40,000 square foot lease of data center space in Commack, New York for mindSHIFT Technologies, Inc., a subsidiary of Ricoh Americas, Corporation
a leading IT outsourcing
cloud services provider.
Represented shopping center owner in defeasance
refinance of shopping center in Houston, Texas.
Represented an investor group in connection with the development of a $41 million water park in Corpus Christi, Texas, which is part of a $552 million master plan for hotels, condos, a marina
an extended canal system.
Represented a subsidiary of a public company regarding the h
ling of national lease-related documentation, including negotiating
drafting numerous commercial leases, amendments, subleases, subordination agreements, estoppels
termination agreements.
Represented public utility company in its eminent domain
real estate acquisition matters.
