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Bracewell LLP

711 LOUISIANA STREET, STE 2300, HOUSTON, TX 77002, USA
Tel:
Work +1 713 223 2300
Fax:
Fax +1 800 404 3970
Email:
Web:
www.bracewell.com

Gary Orloff

Tel:
Work +1.713.221.1306
Email:
Web:
www.bracewell.com/people/gary-w-orloff
Bracewell LLP

Work Department

Corporate and Securities

Position

Gary Orloff has experience in domestic and foreign transactions, with specific emphasis on the legal and business implications of business plans and strategies, particularly in the areas of corporate and project finance. An experienced securities lawyer, Gary is equally knowledgeable regarding mergers, acquisitions and divestitures, including management and leveraged buy-outs. He advises corporate clients, master limited partnerships and other entities on governance, fiduciary duties and change of control. Gary represents committees of boards of directors with respect to corporate governance, and counsels special committees in the sale of the company and going-private transactions. Gary represents issuers and investment bankers in public and private offerings of debt, equity, convertible and hybrid securities, secured and unsecured borrowings, high-yield debt and non-recourse project financings, initial public offerings, shelf and secondary offerings, and Rule 144A and Regulation S offerings. Gary represents business clients in the negotiation and implementation of commercial contracts, and advises clients with respect to stockholder voting, buy-sell arrangements and public stockholder and stock exchange matters.

Education

J.D., University of Houston Law Center, 1973; B.B.A., The University of Texas at Austin, 1970


United States: M&A/corporate and commercial

M&A: large deals ($1bn+)

Within: M&A: large deals ($1bn+)

Bracewell LLP remains a big name in energy sector transactions, particularly midstream and upstream oil and gas deals. It has extensive experience in transactions involving master limited partnerships (MLPs), a business venture structure often used in the oil and gas sector. Notable recent deals include advising Great Plains Energy on its amended merger agreement with Westar Energy for a $15bn stock-for-stock merger of equals. It also advised HPS Investment Partners and Kingfisher Midstream on a merger agreement between Kingfisher, Silver Run Acquisition Corporation II and Alta Mesa Holdings, with the combined company being renamed Alta Mesa Resources. In another headline oil and gas transaction, it represented Kinder Morgan Texas Pipeline in the joint venture and transportation agreements with DCP Midstream for the $1.7bn Gulf Coast Express Pipeline Project. Managing partner Gregory Bopp is a prominent practitioner, particularly in deals involving MLPs. Cleland Dade, Charles Still, William Anderson, Jason Jean, Troy Harder, Gary Orloff,  Alan Rafte and New York-based John Klauberg are also key members of the team. All named partners are based in Houston unless stated otherwise.

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