An Access Midstream employee working on a natural gas pipeline. (Courtesy of Access Midstream)
With the shale gas revolution helping the U.S. move past Russia and Saudi Arabia to become the world’s largest oil and natural gas producer, more companies are turning to Am Law 100 firms for counsel on major M&A deals as they seek to consolidate market share.
The Williams Companies, a major pipeline operator, has now turned to Gibson, Dunn & Crutcher to advise on a $5.99 billion deal that will create one of the largest U.S. transporters of oil and gas. Tulsa-based Williams announced over the weekend its all-cash bid to take control of Access Midstream Partners, a natural gas drilling company owned by Global Infrastructure Partners (GIP), a New York-based infrastructure fund manager.
The deal, which is expected to close in the third quarter of this year, will see Williams take full control of Access by acquiring the 50 percent stake in the Oklahoma City-based company’s general partner that it doesn’t already own, as well as a 50 percent stake in a master limited partnership owned by GIP. ( As previously noted by The Am Law Daily, MLPs, which are publicly traded partnerships exempt from federal income tax because they return all their cash to shareholders, have kept many an energy deal lawyer busy in recent years.)
Reuters reports that Williams Partners, the MLP owned by Williams, will merge with the MLP controlled by GIP’s Access to create one of the largest MLPs by enterprise value at some $100 billion. Williams paid $2.4 billion in late 2012 for a stake in Access, according to our previous reports.
Gibson Dunn M&A partner Steven Talley took the lead for Williams on that deal, and according to an SEC filing by Williams on Monday has once again grabbed the lead role for the company on the transaction. Williams has been a longtime Gibson Dunn client.
The Am Law Daily reported two years ago on Gibson Dunn’s role advising Williams on its $2.5 billion buy of Caiman Midstream Energy, a natural gas processor focused on the Marcellus Shale formation. Williams also tapped Gibson Dunn for counsel on its ultimately unsuccessful $4.9 billion unsolicited offer for natural gas pipeline company Southern Union in 2011.
Frank MacInnis, an alumus and major donor to the University of Alberta’s law school, serves as chairman of the board at Williams, which sibling publication Corporate Counsel reported in 2010 had sought out innovative fee deals to pare down its outside counsel roster. Craig Rainey serves as Williams’ in-house legal chief, having replaced James Bender as general counsel in January 2012.
As for GIP, Latham & Watkins corporate partner Edward Sonnenschein Jr. in New York has taken the lead for the infrastructure fund on Access’ proposed deal with Williams. Sonnenschein advised Access back in 2012 on its first deal with Williams.
Joseph Blum, a former head of the project development and finance practice at Latham, left the firm in 2007 to join GIP as its general counsel and chief compliance officer. Adebayo Ogunlesi, a Harvard Law School graduate and former associate at Cravath, Swaine & Moore, serves as chairman and managing partner of GIP.