5 Firms on Big Texas Electric Utility Deal
Gibson, Dunn & Crutcher; Hunton Andrews Kurth; White & Case; Vinson & Elkins, and Baker Botts all tapped for roles on the transaction.
October 26, 2018 at 04:16 PM
3 minute read
Gibson, Dunn & Crutcher is representing Dallas-based InfraREIT in its pending $1.3 billion acquisition by Oncor Electric Delivery Co., which turned to Vinson & Elkins.
Hunton Andrews Kurth represents InfraREIT's conflicts committee in the transaction, while Sempra Energy, Oncor's majority equity owner, is using White & Case. Baker Botts represents another utility company involved in the transaction, Sharyland Utilities of Dallas.
On Oct. 18, Oncor and Sempra announced agreements for Dallas-based Oncor to acquire all of the equity interests of InfraREIT, including all partnership units in its subsidiary InfraREIT Partners, for about $1.3 billion. Concurrently, Sempra will acquire a 50 percent limited partnership interest in a holding company that will own Sharyland for about $98 million. With that deal, Oncor, through subsidiaries of InfraREIT, will acquire Texas assets of Sharyland.
Oncor operates the largest distribution and transmission system in Texas, and Sempra, based in San Diego, is an energy services holding company. Sharyland is a transmission utility that after the transactions will be 50 percent owned by Sempra and 50 percent by entities controlled by Hunter Hunt and other members of the Ray Hunt family.
The transaction was unanimously approved by InfraREIT's board of directors and conflicts committee, but is subject to regulatory and stockholder approvals and other customary closing conditions. It is expected to close by mid-2019.
The Gibson Dunn team is led by Dallas partner Douglas Rayburn, assisted by Dallas partner Jeffrey Chapman. Others are CFIUS partner Judith Lee and environmental partner Michael Murphy, both of Washington, D.C., and real estate partner Douglas Champion of Los Angeles.
Hunt Utility Services manages InfraREIT, and its in-house lawyers are working on the transaction, including Stacey Dore, senior vice president and general counsel at Hunt Utility Services, and Krysta Edwards, assistant general counsel.
The Hunton Andrews Kurth lawyers representing the InfraREIT conflicts committee include partners Michael O'Leary, John Clutterbuck, Taylor Landry and Robert McNamara, all of Houston.
The V&E team for Oncor was led by corporate partners Chris Rowley and Alan Bogdanow, both of Dallas. Others include energy regulatory partner Jo Ann Biggs of Dallas; tax partners Jim Meyer of Dallas and Chris Mangin of Richmond; finance partner Chris Dawe of Dallas; executive compensation/benefits partner David D'Alessandro of Dallas; REIT partner Daniel LeBey of Richmond; regulatory and CFIUS partner Billy Vigdor of Washington, D.C.; intellectual property partner Peter Mims of Houston; and environmental partner Larry Nettles of Houston.
The White & Case team that advised on the transaction includes partners Thomas Lauria and Michael Deyong, both of New York.
The Baker Botts lawyers for Sharyland and Hunt Consolidated include corporate partner Geoff Newton of Dallas; tax partners Steve Marcus and Josh Mandell, both of Dallas; and employee benefits and labor matters partners Eric Winwood and Jennifer Trulock, both of Dallas.
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