Energy: transactions: oil and gas in United States
The team at Baker Botts L.L.P. has 'deep knowledge and relevant industry experience' across the full range of upstream, midstream and downstream oil and gas work. Key figures in the practice group include Jason Bennett, who co-heads the global projects department from the Houston office, Mike Bengston, who chairs the firm-wide corporate department in New York, and Steven Miles, who leads the LNG practice from Washington DC. Active clients include BP, Tellurian and Chesapeake Energy Corporation. Having recently been promoted to partner, Erin Hopkins represented BHP in its binding agreements for the sale of its entire interests in the Eagle Ford, Haynesville, Permian and Fayetteville onshore US oil and gas assets for a combined base consideration of $10.8bn as part of BHP’s publicly-announced desire to exit the US shale oil and gas business. Houston-based Scott Looper was also promoted to partner. Additionally, the firm saw a number of personnel changes in 2018. New York-based Michael Rosenwasser, Michael Swidler and Adorys Velazquez, and Washington DC-based Catherine Gallagher joined the team from Vinson & Elkins LLP, and Craig Vogelsang and Justin Hoffman joined the Houston office from Winston & Strawn LLP and Kirkland & Ellis LLP, respectively. Hugh Tucker, Coleson Bruce and Jeremy Kennedy left for Shearman & Sterling LLP.
Gibson, Dunn & Crutcher LLP
Gibson, Dunn & Crutcher LLP acts for governments, national oil companies, investors, project sponsors, suppliers, lenders and insurers in oil and gas ventures, energy infrastructure projects, asset acquisitions, and debt and equity finance transactions. In the Houston office, practice head Michael Darden and Justin Stolte advised EnerVest on its $2.7bn sale of Eagle Ford and Austin Chalk assets to TPG Pace Energy Holdings, an energy-focused SPV. Other key figures in the Houston office include Hillary Holmes, who specializes in energy-sector capital markets transactions. In the Denver office, Beau Stark handles M&A and joint ventures in the energy sector, and Robyn Zolman focuses on capital markets and securities regulation.
Kirkland & Ellis LLP is instructed by public and private companies, investment banks, private equity firms and hedge funds in transactions in the power, renewables and infrastructure sectors, and has experience across the spectrum of upstream, midstream and downstream oil and gas matters. Andrew Calder and Anthony Speier jointly head the practice from the Houston office, which also includes David Castro, William Benitez and John Pitts, who specialize in energy-sector corporate transactions. Douglas Bacon and Sean Wheeler, the latter of whom joined the team from Latham & Watkins LLP, advised Rowan Companies on its $12bn all-stock merger with Ensco. The team was considerably strengthened by a number of additional new arrivals in 2018: Kevin Crews, Ryan Gorsche and Benjamin Adelson joined from Weil, Gotshal & Manges LLP; Michael Considine and Alex Rose joined from Jones Day; Dilen Kumar was hired from Winston & Strawn LLP; David Wheat joined from KPMG; Thomas Laughlin, Lanchi Huynh and Houston-based Julian Seiguer were brought on from Vinson & Elkins LLP; also in Houston, Chad Smith joined from Latham & Watkins LLP and Brooks Antweil joined from Hunton Andrews Kurth LLP. All new arrivals are based in Dallas unless stated otherwise.
Latham & Watkins LLP is 'always responsive and exceptionally adaptable' and 'has built a very deep and dependable practice'. Highlights have included Houston-based Debbie P. Yee and Washington DC-based Nicholas P. Luongo acting for Silver Run Acquisition Corporation in its $3.8bn acquisition of Kingfisher Midstream and Alta Mesa. Also recommended in the Houston office is Robin Fredrickson, who 'brings a ton of value to any transaction'; Ryan Maierson, who heads the Houston corporate team; and Stephen Szalkowski, who focuses on M&A, joint ventures and private equity investments in the upstream and midstream sectors. New York-based Christopher Cross chairs the oil and gas group. Sean T. Wheeler left the firm for Kirkland & Ellis LLP.
Primarily based in Houston, Vinson & Elkins LLP's 'thorough, responsive, and engaged' practice group is 'able to handle complex transactions in a down-to-earth manner and is really focused on getting deals done'. Jointly headed by John Connally and Kaam Sahely, the team advises developers, pipeline and oil field services companies, commercial banks, export-credit agencies and private equity investors on the purchase, sale, development and financing of oil and gas assets and projects; the firm also has a formidable oil and gas regulatory practice. Douglas Bland and Mark Brasher advised Driftwood LNG and Tellurian on four fixed-price lump-sum turnkey agreements between Tellurian and Bechtel Oil, Gas and Chemicals, totaling $15.2bn, for the engineering, procurement and construction of Driftwood LNG, a liquefied natural gas export facility near Lake Charles, Louisiana. Also recommended are corporate head Keith Fullenweider, Danielle Patterson, Bryan Loocke, who has 'knowledge of everything in the oil and gas space, from basic concepts to complex mechanics', and Thomas Zentner, who has 'built institutional knowledge that allows him to provide consistently insightful, comprehensive advice'. Houston-based Jay Cuclis left for White & Case LLP and New York-based Mike Rosenwasser joined Baker Botts L.L.P.
Akin Gump Strauss Hauer & Feld LLP advises public and private energy companies, project sponsors, banks and investors on construction and development mandates, operational matters and finance transactions. Standout highlights included Dallas-based Seth Molay and New York-based Jeffrey Kochian acting for Diamondback Energy in its announced $9.2bn acquisition of Energen Corporation. The practice is jointly headed by Rick Burdick in the Washington DC office, and John Goodgame and Christine LaFollette in Houston. Other key lawyers include Michael Byrd, who specializes in upstream M&A, and David Elder, who focuses on securities offerings and corporate governance. Steven Otillar left for White & Case LLP, but David Sweeney and Robert Shearer joined the team from K&L Gates and Baker & Hostetler LLP, respectively.
Bracewell LLP is instructed by participants at every stage of the oil and gas chain, including upstream exploration and development companies, oil field service businesses, pipeline, storage and terminals companies, refining and chemicals companies, and commercial and investment banks and trading houses. Alan Rafte, who divides time between Houston, New York and London, chairs the firm’s business and regulatory department, and Houston-based James McAnelly acts for energy-sector companies in a wide range of transactions. Of late, Rafte advised HPS Investment Partners and Kingfisher Midstream on a merger agreement between Kingfisher, Silver Run Acquisition Corporation and Alta Mesa Holdings, which created a combined company valued at approximately $3.8bn.
King & Spalding LLP assists energy companies, private equity firms and strategic investors with various transactions ranging from capital raising and finance transactions to acquisitions and dispositions. The department is headed in the Houston office by Scott Greer, who is supported by the co-head of the midstream segment Stuart Zisman and the co-head of the upstream segment Peter Hays. Significant arrivals include New York-based James Woolery from Hudson Executive Capital, and Carol Burke, Kimberlee Cagle and Susan Berry who joined from Reed Smith LLP. Daniel Rogers, who co-heads the LNG and gas segment, and Washington DC-based James Bowe advised Hawaii Gas on the procurement of long-term LNG supplies for import into Kaui, and the long-term chartering-in of an LNG floating storage and regasification unit. David Strickland joined White & Case LLP and Archie Fallon left for Willkie Farr & Gallagher LLP.
Norton Rose Fulbright US LLP provides 'high quality legal support' in relation to the construction of LNG facilities, pipelines and storage unites, and also handles transactions and projects in the downstream and petrochemicals sector. The global energy practice is headed in the Houston office by John Mauel, who has 'a brilliant non-confrontational way of advocating for a position in a negotiation'. Other key figures in the Houston office include Deborah A Gitomer, Jay Stiffler and Julie Mayo, the last of whom has 'an exceptional memory that allows her to keep track of agreement linkages' and also demonstrates 'outstanding ethical standards and meticulous drafting capabilities'. Also recommended is associate Jessica Rodriguez, 'a rising star in the LNG practice, who is thorough and has an excellent work ethic'. Dallas-based Mark R Wasem left for Spencer Lane LLP and Washington DC-based Patrick Groomes joined Winston & Strawn LLP.
Simpson Thacher & Bartlett LLP advises on a range of energy-sector transactions including asset and project financing, investment, acquisitions and disposals. Key figures in the department include New York-based head of energy and infrastructure David Lieberman, and Robert Rabalais, who heads the firm's Houston office. Also in the Houston office, Christopher May and Breen Haire acted for JP Morgan Securities and Tudor Pickering Holt & Co Advisors, as financial advisers to Energen Corporation, in connection with its announced sale to Diamondback Energy, an all-stock transaction valued at approximately $9.2bn. New-York based Eli Hunt joined the team from Latham & Watkins LLP and Natalie Regoli came from Baker McKenzie LLP and is praised by clients for 'her ability to easily communicate with clients and get the commercial concepts into writing'.
Thompson & Knight LLP
Thompson & Knight LLP has 'in-depth knowledge of the energy industry', where it regularly handles infrastructure project finance and development, midstream joint ventures, tax and private equity transactions. The international energy practice is led by Dallas-based Andrew Derman, who has 'an immense spread of experience to draw on and a very deep understanding of all facets of a client's business'. Also in the Dallas office, Debra Villarreal, heads the oil and gas practice group, while Hunter White chairs the energy industry group from Houston. Other contacts in the Houston office include Timothy Samson and Roger Aksamit, who advised Roan Holdings on the $2.6bn consolidation of Roan Holdings’ and Linn Energy’s respective 50% interests in Roan Resources LLC under a newly formed publicly traded company. Alfredo Ramos and Robert Eickenroht joined the Houston office from Greenberg Traurig LLP and Locke Lord LLP, respectively; Steven Bartz joined DLA Piper LLP (US)'s Dallas office, Houston-based Sarah McLean left for Shearman & Sterling LLP and Michael Pierce joined Vinson & Elkins LLP. Additionally, Cole Bredthauer and Nathan Meredith were made partners in the Dallas office.
Based primarily in Houston, the team at Hunton Andrews Kurth LLP acts for a wide range of project sponsors, trusts and investors in transactions involving oil and gas exploration, production, development, storage and transportation. The practice group is jointly headed by Harve Truskett and Hal Haltom, and includes Michael O’Leary, who co-heads the firm's corporate group. Recent highlights included Robert Jewell acting for the Conflicts Committee of the Board of Directors of the General Partner of Antero Midstream GP (AMGP) in AMGP’s acquisition of all outstanding common units of Antero Midstream Partners in a stock and cash transaction valued at $7.2bn. DCP Midstream Partners, Hilcorp Energy Company and Sinopec are among the team's key clients. Christopher Richardson and Charlie Ofner joined White & Case LLP.
Jones Day advises clients operating in the upstream, midstream and downstream oil and gas markets on M&A, asset disposals, joint ventures and other commercial transactions and corporate restructurings. The Houston-based team is headed by Jeffrey Schlegel, who acted for Western Refining de México in connection with the formation of a joint venture with CFEnergía for the design, development, construction, operation and maintenance of a strategic storage center for petroleum products in Mexico. Also recommended are Houston-based Stephen Olson, who specializes in private equity investments, and Elise Zoli, who joined the Boston office from Goodwin and focuses on the development, financing and operation of clean energy projects. Key clients include Southern Company, Total and Chevron. Omar Samji left for Shearman & Sterling LLP.
Porter Hedges LLP is instructed by independent exploration and production companies, oil field services and pipeline companies, and private equity investors in various transactions across the upstream, midstream and downstream sectors. The team is jointly headed in the Houston office by Robert H Thomas and Randy King, who, alongside Jeremy Mouton, acted for Noble Energy in the $1.1bn sale of its remaining Marcellus upstream assets to HG Energy II. Another key figure is Oklahoma-based Ray Lees, who has particular expertise in commercial energy transactions. Jacqueline Moy joined the team from Apache Corporation and Benjamin Rajabi joined from Eversheds Sutherland.
Shearman & Sterling LLP focuses on upstream projects and advises on multiple types of project development and finance, capital markets deals and M&A. Key figures in the practice group include Houston-based Hugh Tucker, who recently joined from Baker Botts L.L.P., New York-based Gregory Tan, who focuses on financing and restructuring in the energy sector, and New York-based Robert Freedman, who heads the global energy group. Another contact in Houston is Robert Masella, who acted for TD Securities in relation to Encana Corporation’s acquisition of Texas-based Newfield Exploration Company in an all-stock transaction valued at C$5.5bn. Also recommended are Coleson Bruce and associate Ryan Staine, who make 'an excellent team, and do a great job delivering good advice to clients'. The Houston office was further expanded by the arrivals of Sarah McLean and Todd Lowther from Thompson & Knight LLP, Jeremy Kennedy and Coleson Bruce from Baker Botts L.L.P., and Omar Samji from Jones Day.
Skadden, Arps, Slate, Meagher & Flom LLP
Skadden, Arps, Slate, Meagher & Flom LLP acts for strategic buyers, sellers, investors and lenders in M&A and joint venture transactions involving exploration and production companies and assets, oilfield services companies and midstream businesses. Jointly headed by Frank Bayouth and Eric Otnness in the Houston office, the team also handles infrastructure development in the midstream and downstream sectors.
Weil, Gotshal & Manges LLP advises energy companies and private equity firms on M&A, joint ventures, project financing and restructuring transactions. New York-based practice head Rodney Moore has 'deep industry knowledge' and acts for clients in upstream and midstream property, pipeline and processing facility acquisitions and midstream joint venture transactions. Also in New York, Howard Chatzinoff advised Westinghouse Electric Company on the $4.6bn sale of its global business to Brookfield Business Partners. Dallas-based Kevin Crews left for Kirkland & Ellis LLP.
White & Case LLP acts on oil & gas project financing; including refineries, petrochemical projects, LNG liquefaction trains, offshore drilling and development and tolling arrangements. The global oil and gas industry group is headed by New York-based Jason Webber, who 'has the ability to simplify very complex issues for a client, and demonstrates exemplary talent in contract negotiations'. Webber recently advised Global Infrastructure Partners on its $1.8bn acquisition of Medallion Gathering & Processing, the owner of the largest privately held crude oil transportation system in the Midland Basin of West Texas. Other key lawyers include New York-based Arthur Scavone and Miami-based Christian Hansen. In 2018, the Houston team was strengthened by a number of new arrivals. Jay Cuclis joined from Vinson & Elkins LLP, Steven Otillar joined the team from Akin Gump Strauss Hauer & Feld LLP, Christopher Richardson and Charlie Ofner joined from Hunton Andrews Kurth LLP, and David Strickland was brought over from King & Spalding LLP.
Cleary Gottlieb Steen & Hamilton advises investors, developers and sponsors, production facilities and utilities companies on exploration and production activities, refining and marketing activities, and the development and commercial operation of pipelines, liquefied natural gas facilities and gas to liquids projects. Based in New York, the practice is headed by Richard Cooper, who focuses on domestic and international restructurings, and Jeffrey Lewis, who has expertise in emerging market transactions. Also in the New York office, Nicolas Grabar, Francesca Odell and David Lopez acted for Petróleo Brasileiro in several transactions, including an abbreviated five-day exchange offer and related tender offer, with offerings totaling $8.5bn; a $2bn SEC-registered debt offering; and several multibillion-dollar debt purchase transactions.
DLA Piper LLP (US)’s global energy department is headed by Robert Gruendel, who is based in New York and has considerable expertise in project development. Other key figures include Houston-based Glenn Reitman, who focuses on project finance and M&A, Miami-based John Murphy, who specializes in international commercial transactions, and New York-based William Candelaria, who advises on cross-border financing with a particular focus on emerging markets. Recent highlights included the team acting for Silverpeak in its $132m acquisition of oil and gas assets in Utah’s Uinta Basin from LINN Energy.
Hogan Lovells US LLP has extensive experience of project financing and development, and also handled various commercial agreements and corporate transactions and energy-sector regulatory issues. Primarily based in the Houston office, the team is instructed by clients in all sectors of the industry, including upstream exploration and production, oil and natural gas transmission companies, liquefied natural gas operators, and crude oil refining, distribution and trading groups. Key figures in the team include Greg Hill, Bruno Ciuffetelli and Taylor Evans.
The energy group at McGuireWoods LLP has experience of capital markets transactions and securities law, corporate governance, tax and accounting, and regulatory compliance matters. Ryan Purpura leads the energy industry group from the Pittsburgh office, and focuses on energy-sector M&A and joint ventures. Of particular note, Purpura recently acted for a major oil and gas operator in four high-value transactions, including the acquisition of upstream and midstream oil and gas assets from Royal Dutch Shell; the sale of midstream assets to UGI Energy Services; a term bridge loan provided by White Oak Global Advisors; and an equity commitment agreement with Tsunami Partners. Another contact in the Pittsburgh office is Anthony Carna, who chairs the oil and gas practice and has particular experience of project development and mineral conveyancing.
Based in the New York office, the team at Milbank advises debt and equity investors, private sponsors and government lenders in various types of oil and gas projects, including exploration, production, refining, transmission and transportation, and storage facilities. In one matter, Daniel Michalchuk acted for a group of lenders in connection with the $3bn financing for Dominion’s Cove Point LNG import and export facility, which includes related gas storage and pipeline facilities. Other contacts in the global projects, energy and infrastructure finance group include Daniel Bartfeld, Jonathan Green and Eric Silverman. Société Générale and EIG Global Energy Partners are among the department's key clients.
Morgan, Lewis & Bockius LLP is 'a one-stop-shop for a variety of energy-sector transactions'. Jointly headed by New York-based James Tynion and Boston-based Richard Filosa, the team has broad experience of a range of upstream, midstream and downstream oil and gas mandates, and is instructed by energy companies, traders and investors as every stage in the oil and gas chain. Also recommended is Houston-based Felipe Alice, who is 'always available to address clients' needs', and has 'a wealth of knowledge about oil and gas in Latin America'. Alice is acting for a major utility company in connection with the EPC contract for the development of a natural gas treatment, gas processing, and liquefaction facility.
Orrick, Herrington & Sutcliffe LLP is especially active in the downstream market, where it advises on acquisitions, joint ventures and project development, though the team also handles financing and asset acquisitions in the midstream and upstream sectors. New York-based Blake Winburne and Bradford Gathright jointly head the global energy and infrastructure group, which counts Chevron, Equinor and Wells Fargo Bank among its key clients. Also in New York, King Milling and Tal Hacohen advised Superior Plus Corporation on the $900m acquisition of the outstanding equity interest in NGL Propane.
Reed Smith LLP
Reed Smith LLP’s energy group has considerable experience of oil and gas asset acquisitions and disposals. Key contacts in the Houston office include Gary Johnson, Todd Culwell and Peggy Heeg, and Pittsburgh-based Dwight Howes is also recommended. The Washington DC office was strengthened by the arrivals of Colette Honorable from the Federal Energy Regulatory Commission, and Regina Speed-Bost, who joined the team from Schiff Hardin LLP.
Willkie Farr & Gallagher LLP is 'unique' due to 'the depth of knowledge it has about various aspects of the energy industry, as well as the technical acumen and commercial instincts that its lawyers offer'. Jointly headed by Bruce Herzog and Michael De Voe Piazza, the latter of whom is among ‘the foremost private investment attorneys in the energy space', the Houston-based team has experience of upstream and midstream asset acquisitions and disposals, the negotiation of drilling partnerships and other joint venture agreements, and energy finance and capital markets transactions. Piazza advised Samson Resources II on the sale of its East Texas and North Louisiana assets to an affiliate of Rockcliff Energy II for a cash purchase price of $525m. Another recommended lawyer is Cody Carper, who is ‘extremely responsive, informed, and commercial in negotiations’. Archie Fallon joined the team from King & Spalding LLP, Steven Torello joined from DLA Piper LLP (US), and Washington DC-based Norman Bay joined from the Federal Energy Regulatory Commission.
Fielding ‘a diverse group of lawyers, who are practical in their approach and have wide-ranging skill sets’, Winston & Strawn handles a range of corporate and financing transactions such as asset securitization, acquisitions and disposals, joint venture structuring, equity and debt financing, and other investment transactions. San Francisco-based Joseph Karp heads the energy practice group, and Houston-based Douglas Atnipp focuses specifically on transactions in the oil and gas industry. In the Los Angeles office, Justin Rawlins advised US Well Services on its merger with Matlin & Partners Acquisition Corporation, wherein the client will combine with Matlin & Partners to become a publicly listed company with an anticipated initial total enterprise value of approximately $588m. Washington DC-based Tyson Smith left for PG&E and Houston-based Craig Vogelsang joined Baker Botts L.L.P.; however, 2018 also saw a litany of new joiners from Norton Rose Fulbright US LLP, Greenberg Traurig LLP, O'Melveny & Myers LLP and Locke Lord LLP.
Baker & Hostetler LLP is instructed by insurers, underwriting syndicates and commercial banks in relation to contentious and non-contentious commercial contract matters including joint development and exploration agreements, drilling contracts, licensing agreements and contractual disputes involving oil and gas leases. The team also has experience of patent infringement litigation and offshore environmental compliance. Names to note include Poe Leggette and Gary Alletag, who are both based in Houston.
Baker McKenzie LLP advises private and public-sector clients on downstream, midstream and upstream oil and gas matters, including onshore and offshore exploration and production, infrastructure and pipeline developments, chemical and refining transactions, asset acquisitions and commercial disputes. Based in the Houston office, Louis Davis heads the oil and gas practice in North America and David Lang leads the global LNG team. Also recommended is Denmon Sigler, who is advising Enterprise Products on a variety of ongoing commercial agreements related to pipeline development projects in the US. Natalie Regoli left for Simpson Thacher & Bartlett LLP.
Eversheds Sutherland acts for clients across the spectrum of the oil and gas supply chain and has extensive experience of oil and gas-asset acquisitions and disposals, licensing and concession agreements, financing transactions, joint operating and production sharing contracts, and gas supply agreements. Key lawyers in the US are Benjamin Clark and Ram Sunkara, who are both based in Houston.
Greenberg Traurig LLP advises integrated, independent and national oil companies, governments, and equipment manufacturers on energy finance, project development, M&A, tax and environmental compliance mandates. A major client of the firm is the State of Alaska, which Washington DC-based Kenneth M Minesinger advised on multiple transactional and project development issues relating to Alaska Gasline Development Corporation’s efforts to facilitate the construction of a major LNG export project worth over $40bn. William Garner is another key contact. In 2018, Douglas C Atnipp left the firm for Winston & Strawn LLP, Edwin Nazario joined Reed Smith LLP, Derek Anchondo left for HFW USA LLP, and Alfred Ramos joined Thompson & Knight LLP. All lawyers are based in Houston unless stated otherwise.
Mayer Brown advises oil companies, natural gas and liquids pipeline companies, LNG project developers, petrochemical companies and refiners, and lenders and investors on a wide range of industry matters including exploration and production operations, construction contracts, concession agreements, and upstream and midstream project finance and development. Key lawyers include Jose Valera and Thomas Moore, who are based in Houston.
Acting for energy companies, lenders and investors, Paul Hastings LLP has experience of M&A and asset disposals, corporate and tax structuring, and capital markets transactions particularly in the upstream and midstream oil and gas sectors. Greg Nelson chairs the Houston office, which also includes Paris Theofanidis and Jimmy Vallee.