Andy’s practice focuses on representing public and private companies in a variety of corporate and securities transactions, including mergers and acquisitions, public offerings and private placements, entity formation and capitalization, joint ventures and other strategic business combinations, as well as ongoing governance matters.
Recent Notable Matters
Phillips 66 — realignment of its economic and governance interests in DCP Midstream, LP and Gray Oak Pipeline, LLC through the merger of existing joint ventures owned by Phillips 66 and Enbridge Inc.
Altus Midstream Company — combination of Altus Midstream Company (NASDAQ: ALTM) and privately-owned BCP Raptor Holdco LP (BCP) in an all-stock transaction. BCP is the parent company of EagleClaw Midstream, which includes EagleClaw Midstream Ventures, the Caprock Midstream and Pinnacle Midstream businesses, and a 26.7% interest in the Permian Highway Pipeline. The combination forms the largest integrated midstream company in the Delaware Basin with an estimated enterprise value of $9 billion at announcement.
Entity affiliated with GeoSouthern Energy Corp. — upstream joint venture with a subsidiary of The Williams Companies, Inc. for the acquisition of an interest in and development of Williams’ South Mansfield Assets in the Haynesville Shale
Sixth Street — $700 million acquisition of equity interests in joint venture owning various energy products pipelines and related logistics assets
Kinder Morgan, Inc. — $1.225 billion acquisition of Stagecoach Gas Services LLC, a natural gas pipeline and storage joint venture between Consolidated Edison, Inc. and Crestwood Equity Partners LP
Juniper Capital Advisors, L.P. — investment in Penn Virginia Corporation (NASDAQ: PVAC) with a value of $188.4 million, including: i) a cash investment of $150 million and ii) a contribution of complementary oil and gas assets, resulting in Juniper-affiliated entities owning approximately 59 percent of the equity of Penn Virginia through a Penn Virginia subsidiary, in an up-C structure
J&J Worldwide Services — sale to Arlington Capital Partners, a DC-based private equity firm
Financial Advisor to Conflicts Committee of Shell Midstream Partners, L.P. — $800 million acquisition of Shell’s 25.97 percent equity interest in Explorer Pipeline Company and 10.125 percent equity interest in Colonial Pipeline Company
Special Committee of the Board of Directors of Western Gas Partners, LP — acquisition of the all the publicly held common units of Western Gas Partners, LP and substantially all of the units owned by Anadarko Petroleum Corporation in a unit-for-unit, tax-free exchange, and simultaneous acquisition by Western Gas Partners, LP of substantially all the remaining midstream assets of Anadarko for $4.015 billion
Bristow Group Inc. — co-counsel in the all-stock merger with Era Group Inc. (NYSE: ERA), a helicopter transport operator United States with related services in Brazil, Colombia, India, Mexico, Spain and Suriname
Conflicts Committee of the Board of Directors of the General Partner of Tallgrass Energy, LP — acquisition of all of Tallgrass Energy, LP’s publicly held common shares by a group led by Blackstone Infrastructure Partners for approximately $3.2 billion
DCP Midstream, LLC — an IDR simplification transaction that eliminated all incentive distribution rights in DCP Midstream, LP valued at $1.53 billion
Enbridge Energy Partners, L.P. and Enbridge Energy Management, L.L.C. — represented two Special Committees of the Board of Directors of Enbridge Energy Management, L.L.C. in the acquisition of all public equity of Enbridge Energy Partners, L.P. and Enbridge Energy Management, L.L.C. by Enbridge Inc. in share-for-unit transactions valued at $3.5 billion
TC Energy Corporation — approximately $1.275 billion sale of US midstream assets held by its subsidiary, Columbia Midstream Group, to a subsidiary of UGI Corporation
Conflicts Committee of the Board of Directors of the general partner of Tallgrass Energy Partners, LP — acquisition of all of Tallgrass Energy Partner, LP’s publicly held common units by Tallgrass Energy GP, LP in exchange for newly issued Class A Shares of Tallgrass Energy GP, LP valued at approximately $2.2 billion
Matlin & Partners Acquisition Corporation — merger and contribution agreement with U.S. Well Services, LLC, creating one of the first publicly traded oilfield service companies with all-electric hydraulic fracturing capabilities with an enterprise value of $588 million
Tallgrass Energy Partners, LP — representing the Conflicts Committee of the Board of Directors of the General Partner of Tallgrass Energy Partners, LP (TEP) in the merger agreement between Tallgrass Energy GP, LP (TEGP) and TEP, in which TEGP will acquire all TEP common units held by the public
PetroLogistics Company LLC — – formation of PetroLogistics II LLC, a joint venture between the founders of PetroLogistics, Quantum Energy Partners, Stonecourt Capital LP, and others with initial capital commitments in excess of $500 million for the development of petrochemical facilities
Holly Energy Partners, L.P. — representing Holly Energy Partners, L.P. in an IDR simplification transaction that will eliminate the incentive distribution rights held by its general partner and convert its general partner interest into a non-economic general partner interest in exchange for the issuance of common units of Holly Energy valued at $1.25 billion
Plains All American Pipeline, L.P. — sale of 100 percent of the equity interests of Bluewater Natural Gas Holding, LLC to WEC Energy Group, Inc.
VTTI Energy Partners LP — representing the Conflicts Committee of the Board of Directors of the general partner of VTTI Energy Partners LP in a merger agreement between VTTI Energy Partners LP and VTTI B.V. pursuant to which VTTI B.V. will acquire, for cash, all of the outstanding publicly held common units of VTTI Energy Partners LP
Midcoast Energy Partners, L.P. — represented the Conflicts Committee of the Board of Directors of the general partner of Midcoast Energy Partners, L.P. in a merger agreement between MEP and Enbridge Energy Company, Inc., an indirect subsidiary of Enbridge Inc., whereby EECI will acquire, for cash, all of the outstanding publicly held common units of MEP
Independent oil and natural gas exploration and production company — acquisition of Clayton Williams Energy, Inc. for $2.7 billion in stock and cash