J.R. Ewing is back on television, and the oil and gas business is seeing a reprise of the boom times he came to symbolize in the 1980s. M&A in the sector is as active as it’s been in a generation, despite the lack of a blockbuster merger so far this year. The largest oil and gas acquisition announced last year, Kinder Morgan Inc.’s $38 billion purchase of rival natural gas pipeline operator El Paso Corporation [Big Deals, December 2011], has spawned three other large deals. Apollo Global Management LLC teamed with Riverstone Holdings LLC and Access Industries Inc. to pay $7.15 billion for El Paso’s oil and gas exploration and production unit [Big Deals, April], and Kinder Morgan Inc. agreed in August to sell $6.2 billion in assets to affiliate Kinder Morgan Energy Partners L.P., which in turn struck a deal to sell $3.3 billion in assets to Tallgrass Energy Partners. Below we detail the advisers on those two asset sales and several other transactions in the sector.
Kinder Morgan Energy Partners / Tennessee Pipeline
Kinder Morgan Energy Partners L.P. agreed on August 6 to pay Kinder Morgan Inc. $3.86 billion for the Tennessee Gas Pipeline and a 50 percent stake in the El Paso Natural Gas Pipeline. The buyer also assumed $2.36 billion in debt in the deal, which closed in August.
For acquiror Kinder Morgan Energy Partners L.P. (Houston)
Baker Botts: Joshua Davidson and Tull Florey.
For seller Kinder Morgan Inc. (Houston)
Bracewell & Giuliani: Gregory Bopp, W. Cleland Dade, and Gary Orloff.
Tallgrass Energy Partners / Kinder Morgan Rockies Assets
Tallgrass Energy Partners agreed on August 20 to pay $1.8 billion for a package of assets owned by Kinder Morgan Energy Partners L.P. that includes Kinder Morgan Interstate Gas Transmission, Trailblazer Pipeline Company, the Casper-Douglas natural gas processing and West Frenchie Draw treating facilities in Wyoming, and a 50 percent interest in the Rockies Express Pipeline. Tallgrass will also assume $1.5 billion in debt at the Rockies Express Pipeline. The seller agreed in March to dispose of the assets so that the Federal Trade Commission would approve Kinder Morgan Inc.’s purchase of El Paso Corporation. The parties hope to close the deal in the fourth quarter pending FTC approval.
For acquiror Tallgrass Energy Partners (Tulsa)
Stinson Morrison Hecker: Mark Hargrave, Scot Hill, and Patrick Respeliers.
For Tallgrass co-owner Energy & Minerals Group (Houston)
Baker Botts: Michael Bengtson, Stephen Marcus, and Laura Lanza Tyson. The firm also helped represent private equity firm Kelso & Company on the deal.
For Tallgrass co-owner Kelso & Company (New York)
Debevoise & Plimpton: Paul Brusiloff, Margaret Andrews Davenport, and David Schnabel.
For Energy & Minerals Group shareholder Magnetar Financial LLC (Evanston, Illinois)
Sidley Austin: Mark Borrelli, William Kerr, and Glenn Pinkerton.
For seller Kinder Morgan Energy Partners L.P. (Houston)
Bracewell & Giuliani: Gregory Bopp, W. Cleland Dade, and Robin Miles.
National Oilwell Varco / Robbins & Myers
Oil field services company National Oilwell Varco Inc. agreed to buy Robbins & Myers Inc., an energy and chemical equipment maker, for $2.5 billion in cash on August 9. The companies expect to close the deal in the fourth quarter pending approvals from regulators and Robbins & Myers shareholders.
For acquiror National Oilwell Varco Inc. (Houston)
Fulbright & Jaworski: David Peterman and P. Kevin Trautner.
For target Robbins & Myers Inc. (Dayton)
Thompson Hine: Linn Harson and David Neuhardt.
Chicago Bridge & Iron / Shaw Group
Chicago Bridge & Iron Company N.V. agreed on July 30 to pay $3.1 billion in cash and stock for Shaw Group Inc., an engineering and construction company that provides services to oil and gas companies. The parties hope to close the deal in the first quarter of 2013 pending approvals from regulators and both sets of shareholders.
For acquiror Chicago Bridge & Iron Company N.V. (The Hague)
Wachtell, Lipton, Rosen & Katz: Daniel Neff and David Shapiro.
For target Shaw Group Inc. (Baton Rouge)
Vinson & Elkins: Jeffrey Floyd, Keith Fullenweider, and David Oelman.
Jones, Walker, Waechter, Poitevent, Carrère & Denègre: Scott Chenevert.