Matt Grunert advises clients on a broad range of compensation and employee benefits matters for public and closely-held companies, as well as private equity funds and portfolio companies. He has vast experience counseling clients with the design, implementation and on-going operation of Section 409A non-qualified deferred compensation plans and equity compensation arrangements, including stock options, restricted stock, phantom stock, Section 162(m) grandfathering issues and partnership profits interests. Matt also regularly counsels both companies and executives with the negotiation and drafting of executive compensation arrangements, including employment agreements, retention and severance agreements and change-in-control arrangements.
Matt is heavily involved in counseling clients on the executive compensation and employee benefits matters in corporate transactions such as mergers, acquisitions, divestitures, spin-offs and joint ventures, including allocation of benefits liabilities, 280G golden parachute matters and post-closing compensation and benefits administration. He also works with clients with credit and financing arrangements, as well as capital markets transactions, including representing issuers and underwriters in IPOs, follow-on equity offerings and debt offerings.
Matt advises clients with respect to the application of NYSE and NASDAQ listing rules and corporate and securities laws to compensation, including proxy and other public disclosures, Section 16 and various corporate governance matters. In addition, Matt works with clients on compensation matters relevant to proxy advisory firms such as ISS.
He also works with clients on the design, implementation, maintenance, merging and termination of defined contribution plans, defined benefit plans and health and welfare plans and has represented clients with respect thereto before various governmental agencies, including the Internal Revenue Service, the Department of Labor and the Pension Benefit Guaranty Corporation.
Recent Notable Matters
Phillips 66 — $3.8 billion acquisition of all of the publicly held common units of DCP Midstream, LP in a cash for unit merger transaction
Drilling Tools International — business combination with ROC Energy Acquisition Corp., a special purpose acquisition company, that resulted in DTI becoming a US publicly listed company
Phillips 66 — agreement to sell the Belle Chasse Terminal, formerly the Alliance Refinery, to Harvest Midstream
Sable Offshore Corp. — purchase from Exxon Mobil Corporation of the Santa Ynez field in Federal waters offshore California and associated onshore processing and pipeline assets, including pipeline assets acquired by Exxon Mobil from Plains Pipeline L.P. and the proposed merger with Flame Acquisition Corp., a special purpose acquisition entity
Steel Reef US Corporation — acquisition of Bison Midstream, LLC, a gas gathering system in North Dakota, from Summit Midstream Holdings, LLC for a total cash consideration of $40 million
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.
Invenergy and energyRe — as project sponsors, in forming a consortium of investors that secured one of six leases in the New York Bight offshore wind auction
Sol Systems — minority investment from KKR to scale Sol Systems’ Impact + Infrastructure approach and the formation of a strategic partnership with a commitment from KKR of up to $1 billion to acquire shovel-ready solar development projects
Cornerstone Building Brands, Inc. — acquisition of Prime Window Systems, LLC
Duquesne Light Holdings, Inc. — initial purchasers’ counsel in 144A offering of $350 million of senior notes
Houston Methodist — compensation and employee benefits counsel in connection with the issuance of $530 million Houston Methodist Taxable Revenue Bonds, Series 2020A and $370 million Harris County Cultural Education Facilities Finance Corporation Tax-Exempt Revenue Bonds (Houston Methodist), Series 2020B to finance and refinance improvements to hospitals and other health care facilities
Master limited partnership (MLP) — $2.2 billion “drop-down” transaction in which the MLP acquired the remained 68.43 percent membership interest in a distributor of motor fuels and 100 percent interest in a legacy retail business*
Private oil and gas company — private placement of equity securities representing an initial capital commitment of $525 million*
Public bank — public offering of subordinated notes in the reopening of the existing series of such notes*
Automated lending services provider — compensation and benefits matters related to $40 million sale of minority equity interest*
Medical device company — compensation and benefits matters related to $130 million sale of the company*
Private equity firm — acquisition of an assured dealer business that owns or leases more than 200 non-operated, independently franchises retail gas stations*
Upstream MLP — conversion from a public limited liability company to a public limited partnership. The transaction was the first of its kind*
North American subsidiary of global oil services company — compensation and benefits matters related to sale of certain subsidiaries*
Private equity firm — US-Canada cross-border credit facility with respect to a joint venture*
Industrial construction company — $195 million sale to global oil services company*
* Work completed prior to Bracewell