King & Spalding advises on $800 Million Clean Energy Project in Ohio

King & Spalding advised Oregon Clean Energy, LLC in the development of a contract for the engineering, procurement and construction of a greenfield 860 megawatt combined-cycle natural gas-fired generation facility in the Toledo, Ohio, suburb of Oregon. The financing for the transaction and the full notice to proceed under the contract occurred on November 14. The dollar amount of the transaction was not disclosed.

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Halliburton and Baker Hughes Reach Agreement to Combine in Stock and Cash Transaction Valued at $34.6 Billion

Baker Botts lawyers represent Halliburton in one of the largest energy deals of 2014.

Under the deal, Halliburton will acquire all the outstanding shares of Baker Hughes in a stock and cash transaction. The transaction is valued at $78.62 per Baker Hughes share, representing an equity value of $34.6 billion and enterprise value of $38.0 billion, based on Halliburton’s closing price on November 12, 2014, the day prior to public confirmation by Baker Hughes that it was in talks with Halliburton regarding a transaction. Upon the completion of the transaction, Baker Hughes stockholders will own approximately 36 percent of the combined company.

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Kirkland & Ellis LLP Represents Wynnchurch Capital in Raising $1.2 Billion Fund

Kirkland & Ellis LLP represented Wynnchurch Capital in the raising of its fourth private equity fund, Wynnchurch Capital Partners IV, L.P., which announced its final closing at $1.2 billion of limited partner commitments. The fund, which had a target of $900 million, was oversubscribed, resulting in the fund reaching its hard cap closing relatively quickly after its initial launch in September 2014.

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Willkie Launches Houston Office

Willkie Farr & Gallagher LLP today announced that it is opening an office in Houston, Texas. The office will be the New York firm’s first new domestic office opening in more than 30 years. Willkie has a substantial client base in Texas including a number of the most highly regarded energy-related funds and most active industrial buyout firms in the region. This move furthers the firm’s strategy to combine the strengths of its existing relationships, the private equity, leveraged finance, M&A and capital markets skills of a traditional Wall Street firm and the talents of Houston-based attorneys specializing in energy and buyout transactions.

Launching the Houston office will be Willkie corporate partner Bruce Herzog, together with Michael Piazza, who joins from Bracewell & Giuliani LLP, and Angela Olivarez, who joins from Jones Day.

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King & Spalding Advises Edens Investment Trust on $762 Million Aquisition

King & Spalding represented real estate owner and developer Edens Investment Trust in its acquisition of all outstanding shares of AmREIT, Inc., in an all-cash transaction valued at $762 million. The deal was unanimously approved by AmREIT’s board of directors. It is expected to close in the first quarter of 2015.

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Baker Botts Represents Evercore as Financial Advisor to Special Committee in Western Gas Partners’ $1.5 Billion Acquisition of Nuevo Midstream

Western Gas Partners, LP (NYSE: WES) (“WES” or the “Partnership”) announced that it agreed to acquire Nuevo Midstream, LLC (“Nuevo”), a leading Delaware Basin gas gatherer and processor, for $1.5 billion. The Partnership expects the acquisition will close in the fourth quarter of 2014, subject to regulatory approval and customary closing conditions.

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Shell Midstream Partners Prices Largest MLP IPO in History

Shell Midstream Partners, L.P., a limited partnership formed by Royal Dutch Shell, announced the pricing of its initial public offering of 40,000,000 common units representing limited partner interests at $23.00 per common unit. The underwriters of the offering have a 30-day option to purchase up to an additional 6,000,000 common units from Shell Midstream Partners. The common units will begin trading on the New York Stock Exchange on October 29, 2014 under the ticker symbol “SHLX.”  The offering is expected to close on or about November 3, 2014, subject to customary closing conditions.

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McGuireWoods Advises Tesoro Logistics in $2.5 Billion Acquisition of QEP Resources’ Midstream Business

McGuireWoods lawyers from the firm’s Houston and Chicago offices advised Tesoro Logistics LP in its $2.5 billion acquisition of QEP Resources Inc.’s natural gas pipeline and processing business, the latest in a series of major asset acquisitions McGuireWoods has negotiated for the Fortune 100 energy company.

Tesoro Logistics is an affiliate Tesoro Corp., which operates six petroleum refineries in the western United States with a combined capacity of more than 850,000 barrels per day. Its acquisition of QEP Field Services includes strategically located, high-quality natural gas pipelines and processing facilities in the Rockies, the Uinta Basin and North Dakota. The acquisition of QEP Field Services will enable Tesoro Logistics to offer integrated crude oil and natural gas services throughout its geographic footprint. The transaction is expected to close in the fourth quarter of 2014 and is subject to regulatory approval.

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