The following deals, involving at least one Texas-based company, were announced in 2014. Sources include Texas Lawyer, The Am Law Daily, Thomson Reuters and corporate press releases.
KINDER MORGAN INC (KMI) acquisition of KINDER MORGAN ENERGY PARTNERS (KMP), KINDER MORGAN MANAGEMENT (KMR) and EL PASO PIPELINE PARTNERS (EPB)
Description: Houston-based KMI acquired all outstanding equity securities of KMP, KMR and EPB in an approximately $78 billion transaction that consolidated the company into KMI. Closed in August 2014.
Counsel to KMI: In-house; Bracewell & Giuliani; Weil, Gotshal & Manges; Cleary Gottlieb Steen & Hamilton; White & Case
Counsel to KMP audit and conflicts committee and KMR special committee: Baker Botts; Jones Day
Counsel to EPB: Vinson & Elkins; Latham & Watkins
AT&T acquisition of DIRECTV
Description: AT&T of Dallas agreed to acquire DirecTV, a California company, for about $67 billion. Pending.
Counsel to AT&T: Sullivan & Cromwell; Crowell & Moring; Arnold & Porter; Sidley Austin; Gibson, Dunn & Crutcher; Kellogg, Huber, Hansen, Todd, Evans & Figel; Debevoise & Plimpton; Creel, Garcia- Cuellar, Aiza y Enriquez
Counsel to DirecTV: Weil, Gotshal & Manges; Jones Day; Harris Wiltshire & Grannis; Shearman & Sterling; Cleary Gottlieb Steen & Hamilton
HALLIBURTON CO. acquisition of BAKER HUGHES
Description: Halliburton Co., of Houston, agreed to acquire Baker Hughes, also of Houston, in deal valued at about $34.6 billion. Pending.
Counsel to Halliburton: In-house; Baker Botts; Wachtell, Lipton, Rosen & Katz; Shearman & Sterling; Fangda Partners
Counsel to Baker Hughes: Davis Polk & Wardwell; Wilmer Cutler Pickering Hale and Dorr; Sullivan & Cromwell; Bowman Gilfillan
SIEMANS AG acquisition of DRESSER-RAND GROUP
Description: Siemans AG, a Munich company, agreed to acquire Houston-based Dresser-Rand Group in a deal valued at about $7.6 billion including assumed debt. Pending.
Counsel to Siemans: In-house; Latham & Watkins; Sullivan & Cromwell; Blake, Cassels & Graydon; Freshfields Bruckhaus Deringer
Counsel to Dresser-Rand: In-house; Baker Botts; Wachtell, Lipton, Rosen & Katz; Gibson, Dunn & Crutcher; Debevoise & Plimpton; Osler, Hoskin & Harcourt
ENCANA CORP. ACQUISITION OF ATHLON ENERGY
Description: Calgary-based Encana acquired Athlon Energy of Fort Worth in a deal valued at $7.1 billion including assumed debt. Completed in November 2014.
Counsel to Encana: Vinson & Elkins; Paul, Weiss, Rifkind, Wharton & Garrison; Blake, Cassels & Graydon; Cravath, Swaine & Moore
Counsel to Athlon: Latham & Watkins; Sullivan & Cromwell; Counsel to Apollo Global Management: Akin, Gump, Strauss, Hauer & Feld
TARGA RESOURCES PARTNERS and TARGA RESOURCES CORP. acquisition of ATLAS PIPELINE PARTNERS and ATLAS ENERGY
Description: Targa Resources Partners and Targa Resources, both of Houston, acquired Oklahoma-based Atlas Energy and subsidiary Atlas Pipeline Partners in two-step deal valued at about $7.7 billion. Closed in February 2015.
Counsel to Targa: In-house; Vinson & Elkins
Counsel to Atlas: Wachtell, Lipton, Rosen & Katz; White & Case
Counsel to Atlas Pipeline board’s special conflicts committee: Covington & Burling
Counsel to special committee of the board of directors of the general partner of Targa Resources: Richards, Layton & Finger
SOUTHWESTERN ENERGY CO. acquisition of CHESAPEAKE ENERGY CORP. OIL AND GAS ASSETS
Description: Southwestern Energy Co., of Houston, acquired shale assets in West Virginia and Pennsylvania from Chesapeake Energy Corp., of Oklahoma City, for about $5 billion. Completed in December 2014.
Counsel to Southwestern: In-house; Wachtell, Lipton, Rosen & Katz
Counsel to Chesapeake: Porter Hedges; Commercial Law Group
ENTERPRISE PRODUCTS PARTNERS acquisition of OILTANKING PARTNERS
Description: Enterprise Products Partners, of Houston, acquired the general partner and limited partnership interests in Oiltanking Partners of Houston in a deal valued at $4.41 billion. Closed in October 2014.
Counsel to Enterprise: In-house; Andrews Kurth; Akin Gump Strauss Hauer & Feld; White & Case
Counsel to Oiltanking: Vinson & Elkins; Skadden, Arps, Slate, Meagher & Flom; Latham & Watkins
DYNEGY acquisition of EQUIPOWER RESOURCES CORP. and BRAYTON POINT HOLDINGS
Description: A subsidiary of Houston-based Dynegy acquired power generation company EquiPower Resources Corp. and Brayton Point Holdings from private equity company Energy Capital Partners in a cash and stock deal valued at $3.45 billion. Closed in April 2015.
Counsel to Dynegy: Skadden, Arps, Slate, Meagher & Flom
Counsel to Energy Capital: Latham & Watkins
NATIONAL OILWELL VARCO spinoff of NOW
Description: National Oilwell Varco, of Houston, spun off its energy and industrial distribution business into a new company called NOW, through a pro rata distribution of all outstanding share of NOW common stock to National Oilwell Varco shareholders. The transaction was valued at $3.3 billion. Closed in May 2014.
Counsel to National Oilwell: Locke Lord
