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About Will

Will Anderson, co-chair of the firm's corporate and securities practice, chair of the firm’s financial institutions group and a member of the firm's management committee, focuses on capital markets transactions, mergers and acquisitions and SEC compliance and disclosure matters. 

Will is consistently recognized as a national leader in capital markets offerings and large-deal M&A transactions by The Legal 500 United States.  Will's capital markets practice includes initial public offerings, follow on equity offerings and high-yield and investment-grade debt offerings. Will has advised issuers and underwriters in more than 100 securities offerings that have collectively raised more than $50 billion. His M&A practice encompasses all types of transactions, including acquisitions and sales of public and private companies, private equity investments and joint ventures.  Will also has significant experience representing conflicts committees, MLPs and sponsors in MLP buy-ins, drop-downs and other related-party transactions, and investment banking firms in fairness opinions rendered to special committees.

Will is a certified public accountant and practiced law for nine years with Sullivan & Cromwell prior to joining Bracewell.

Experience

Recent Notable Matters

Phillips 66 — multiple offerings of senior notes totaling over $10 billion

DCP Midstream, LLC — an IDR simplification transaction that eliminated all incentive distribution rights in DCP Midstream, LP valued at $1.53 billion

Prosperity Bancshares, Inc. — $2.1 billion acquisition of LegacyTexas Financial Group, Inc.

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

PreCheck, Inc. — sale of PreCheck, Inc., the healthcare industry’s leading provider of background screening, compliance monitoring and credentialing solutions, to Cisive

Bluescape Resources Company LLC — investment by BRC Special Situations III LLC, a subsidiary of Bluescape Resources Company LLC, in the mandatory convertible preferred equity issued by FirstEnergy Corp. in a $2.5 billion issuance

Merchants Choice Payment Solutions — represented Delta Card Services Inc., the holding company for Merchants Choice Payment Solutions, in the sale of substantially all of the assets of MCPS to Paysafe Group plc for $470 Million

Drilling Tools International, Inc. — multiple acquisitions, including acquisitions of RIK, Incorporated, a downhole drilling tool rental company, and the drill pipe rental division of Premium Oilfield Services LLC.  DTI is majority-owned by Hicks Equity Partners, the private equity arm for Hicks Holdings LLC, a holding company for the Thomas O. Hicks family’s assets

Phillips 66 — exchange of Phillips Specialty Products Inc. to Berkshire Hathaway Inc. for shares of Phillips 66 stock held by Berkshire Hathaway affiliates valued at approximately $1.4 billion

DCP Midstream, LLC — a transaction combining all of the assets and debt of DCP Midstream, LLC with DCP Midstream, LP. The combination created the largest gathering and processing master limited partnership in the United States with a pro-forma enterprise value of approximately $11 billion

Great Plains Energy Incorporated — revised stock-for-stock merger of equals transaction with Westar Energy, Inc., creating a company with a combined equity value of approximately $14 billion, and with nearly 13,000 MW of generation capacity and more than 51,000 miles of distribution lines

Woodforest National Bank — sale of its asset-based and equipment finance lending businesses, including $495 million loan portfolio, to Sterling National Bank

Holly Energy Partners, L.P. — an IDR simplification transaction that eliminated the incentive distribution rights held by its general partner and converted its general partner interest into a non-economic general partner interest in exchange for the issuance of common units of Holly Energy Partners valued at $1.25 billion

Western Refining Logistics, LP — represented the Conflicts Committee of the Board of Directors of the general partner of Western Refining Logistics, LP in its merger with Andeavor Logistics LP in a unit-for-unit transaction valued at $1.8 billion

VTTI Energy Partners LP — represented 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. acquired, 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 acquired, for cash, all of the outstanding publicly held common units of MEP

ConocoPhillips — spin-off of its downstream business, Phillips 66, in a transaction valued at $26 billion

ConocoPhillips — multiple offerings of senior notes totaling $10.5 billion

Placement Agents’ Counsel for Veritex Holdings, Inc. — $75 million offering of subordinated notes

Underwriters’ Counsel for Bank7 Corp. — $64.6 million initial public offering of common stock

Underwriters’ Counsel for Green Bancorp, Inc. — multiple public offerings by selling shareholders of common stock totaling $105 million and $70 million initial public offering of common stock

Underwriters’ Counsel for Spirit of Texas Bancshares, Inc. — $48.3 million initial public offering of common stock

Allegiance Bancshares Inc. — $60 million initial public offering of common stock

Veritex Holdings, Inc. — $40.4 million initial public offering of common stock

Underwriters' Counsel for Independent Bank Group, Inc. — multiple public offerings of subordinated notes totaling $105 million

Credentials

Education

South Texas College of Law Houston,
J.D.
1994
summa cum laude
Stephen F. Austin State University,
B.B.A., Accounting
1986

Bar Admissions

Texas
California
New York

Certifications

Certified Public Accountant, Texas

Affiliations

Tri-Cities Chapter of the National Association of Corporate Directors, Houston Advisory Board Member
Texas General Counsel Forum, Houston Board Member

News

News

Charter Migration, The Other Way into Banking

December 1, 2017
BankingExchange.com

Munger Tolles Helps Buffett End 2013 With One More Deal

December 31, 2013
American Lawyer - Online

Insights

Insights

Delaware Chancery Court Dismisses Challenge to MLP Drop Down Transaction

The Delaware Chancery Court recently dismissed a challenge to a transaction in which a master limited partnership (the "MLP") repurchased an interest in a crude oil pipeline in 2015 previously sold to its general partner (the "General Partner") in 2009. The plaintiff alleged that the defendants, in the course of approving the transaction, breached the MLP’s limited partnership agreement, the implied covenant of good faith and fair dealing and default fiduciary duties. In finding for the defendants, the court concluded that under the applicable standard set forth in the limited partnership...

Noteworthy

Noteworthy

The Legal 500 United States
Mergers & Acquisitions (M&A) Large Deals ($1 Billion plus), 2015 - 2020; Capital Markets: Debt, 2013, 2016 - 2020; Capital Markets: Equity, 2015 - 2018; Energy: Transactions, 2015
Euromoney Institutional Investor PLC
IFLR1000 Financial & Corporate Guide
2018 - 2020