Koch Industries, the Wichita-based conglomerate controlled by the billionaire Koch brothers, has agreed to take private a petrochemical plant owner whose operations are geared toward converting shale gas into plastics.
The terms of the transaction—which is valued at $2.1 billion, including assumed debt, call for Houston-based PetroLogistics LP to be acquired by Koch affiliate Flint Hills Resources. PetroLogistics owns a 67-acre propane dehydrogenation plant in Houston that makes propylene, a chemical used to produce polypropylene, a polymer used in packaging, labels and textiles.
Weil, Gotshal & Manges corporate partner Glenn West—the managing partner of the firm’s embattled Dallas office—is leading a team advising PetroLogistics that also includes tax partner Jared Rusman, environmental partner Annemargaret Connolly, employee benefits partner Michael Nissan and counsel Steven Margolis, technology and IP transactions partner Charan Sandhu and associates Elliott DeRemer, Mark Dundon, Joshua Gelfand, Thomas Goslin, Dilen Kumar, Adrian Perry, Mandy Price and Eric Schecter.
Vinson & Elkins is also providing counsel to PetroLogistics on its proposed sale to Flint Hills, which is expected to close before year’s end. A Vinson spokeswoman declined a request for comment on the names of the firm’s lead lawyers working on the matter.
New York–based private equity firm Lindsay Goldberg—whom Weil has advised in the past—and hedge fund York Capital Management helped fund the construction of PetroLogistics’ Houston plant and will now sell their stakes in the master limited partnership, which raised $595 million through an initial public offering in 2012.
An SEC filing at the time shows that the listing yielded $2.4 million in legal fees and expenses. Vinson took the lead for PetroLogistics on its IPO, while Andrews Kurth advised underwriters.
Richard Rice, a former Bracewell & Giuliani partner and head of the firm’s oil and gas practice, serves as general counsel for PetroLogistics. Lance Hirt, a former Sullivan & Cromwell attorney, serves as a director of PetroLogistics’ general partner, as does Davis Polk & Wardwell alum Zalmie Jacobs.
Koch, whose controlling owners were the focus of a lengthy New York Times story this month that detailed the genesis of their political beliefs, has tapped Jones Day to advise its Flint Hills unit on the PetroLogistics deal.
Troy Lewis, the cohead of Jones Day’s M&A practice in Texas, is leading a team of lawyers working on the deal for Flint Hills that includes capital markets partner James O’Bannon and associates Patrick Baldwin and Isaac Griesbaum. Alan Hallock serves as general counsel for Flint Hills, which was previously known as Koch Petroleum.
Latham & Watkins has traditionally done work for Flint Hills’ parent Koch. The firm took the lead for the company earlier this year on its $3 billion purchase with Goldman Sachs of ink and print consumables supplier Flint Group and $7.2 billion acquisition late last year of electronic connector maker Molex.
Mark Holden serves as Koch’s general counsel. Holden, who spoke with sibling publication Corporate Counsel about his job in 2012, gained some extra attention last year when he claimed that the Obama administration had tried to intimidate the company because of its founders’ conservative political beliefs.
U.S. Senate lobbying records show that Koch has paid $240,000 to Hunton & Williams since the beginning of 2013 to advise on climate change issues and renewable fuels standards.