A pair of Am Law 200 firms have landed lead roles on a $1.6 billion deal announced Monday that finds utility holding company The Laclede Group acquiring Energen Corp.’s Alabama Gas Corp. (Alagasco), the largest natural gas utility in the state.
The sale—for $1.28 billion in cash and the assumption of $320 million in Alasgaco debt—allows Birmingham-based Energen to reduce its short-term debt and sharpen its focus on the oil and gas exploration and production of its holdings in Alabama, Colorado, New Mexico and Texas. Laclede, meanwhile, gets Alasgasco’s 422,000 customers and enhances its geographic profile by expanding into the growing Southeast.
Akin Gump Strauss Hauer & Feld corporate partners Jeffrey Kochian and Lucas Torres and associates Nitzi Davis and Erika Leon are advising St. Louis–based Laclede on the transaction. The firm advised Laclede in late 2012 on the company’s acquisition of natural gas utilities in Massachusetts and Missouri for roughly $1 billion, according to our previous reports.
Mark Darrell is Laclede’s chief compliance officer and general counsel, while Mary Kullman serves as the company’s chief administrative officer and corporate secretary. Laclede hired former Atlanta-based McKenna Long & Aldridge partner L. Craig Dowdy earlier this year to fill the newly created role of senior vice president of external affairs, corporate communications and marketing.
Davis Polk & Wardwell corporate partner Jason Krywood is leading a team from the firm counseling Credit Suisse Securities (USA), which is providing a $1.35 billion bridge loan to Laclede to help finance its acquisition of Alagasco from Energen.
For its part, Energen has turned to Bradley Arant Boult Cummings as counsel on the Alasgasco sale, which is expected to close later this year. John Molen, corporate and securities partner in Birmingham and vice chair of Bradley Arant’s finance committee, is leading a team from the firm representing Energen.
Other Bradley Arant lawyers working on the matter include M&A partners Laura Washburn and Frederic Smith Jr., banking and finance partner Susan Doss, labor and employment chair John Hargrove, employee benefits partners Andrew Elbon, B. David Joffe and Gordon Nichols, environmental and toxic tort chair Sid Trant, environmental partner David Roth, tax partner Stuart Frentz, antitrust partner Joseph Mays Jr., antitrust and IP partner Michael Denniston, government affairs chair J. David Stewart, utility regulation partner Henry Walker, litigation partner John Watson and associates Taryn Ely, Sarah Merkle and C. Samuel Todd.
U.S. Senate records show that Energen paid Bradley Arant $70,000 last year to lobby government officials on the company’s behalf in connection with “issues related to oil and natural gas production,” supporting natural gas vehicles and opposing the “Effluent Limitations Guidelines for Coalbed Methane.” J. David Woodruff Jr. serves as the general counsel of both Energen and Alasgasco. Attorney T. Michael Goodrich is an independent member of Energen’s board of directors.
Energen’s Alasgasco is the second major gas utility to change hands within the past month.
In March, the city of Philadelphia sold its natural gas utility to UIL Holdings for roughly $1.9 billion in a deal that yielded roles for Ballard Spahr and Sullivan & Cromwell, according to sibling publication The Legal Intelligencer. UIL and its S&C lawyers reportedly beat out more than 30 other bidders to land the Philadelphia Gas Works.