Deal Wrap, published periodically, is a compilation of some of the largest deals carried out in Texas.
Foley Gardere partner Chris Converse helped Dallas private equity company Strait Lane Capital Partners buy Griswold LLC in 2015. Then, after the firm handled a wide range of legal work for the portfolio company over the last three years, Converse guided Griswold’s sale in July to Rogers Corp.
The sale of the company on July 6 concluded what Converse calls a “life-cycle representation,” with the firm helping longtime client Strait Lane buy and then sell Connecticut-based Griswold, which makes engineered cellular rubber and microcellular polyurethane products. While owned by Strait Lane, the firm acted as outside general counsel to the company.
Covington & Burling represented Rogers in the acquisition, with Washington, D.C., partner Andrew Jack leading the deal team.
Arizona-based Rogers did not reveal how much it paid for Griswold, but the company’s revenues over the last 12 months were nearly $30 million and Strait Lane stated that it made more than $100 million in profit from the sale of Griswold and two other companies.
Tidewater Acquisition of GulfMark Offshore
In a big energy deal, Weil, Gotshal & Manges and Jones Walker are advising Tidewater in its pending all-stock acquisition of GulfMark Offshore, which would create a company valued at $1.25 billion. Gibson, Dunn & Crutcher represents GulfMark.
On July 16, Tidewater and GulfMark announced that the boards of directors of both companies have unanimously approved a definitive agreement to combine the companies. Both companies are based in Houston and the merger would create the industry’s largest fleet of offshore support vessels. GulfMark shareholders will receive a total of about $340 million in value in the transaction.
The company will be known as Tidewater and the deal is expected to close during the fourth quarter, subject to customary closing conditions, including approval by GulfMark stockholders and issuance of the shares by Tidewater stockholders.
The Weil team for Tidewater is led by Dallas corporate partner James Griffin, with assistance from tax partner Jonathan Macke of Dallas; environmental partner Annemargaret Connolly of Washington, D.C.; antitrust partner John Scribner of Washington, D.C.; technology partner Karen Ballack of Silicon Valley; cybersecurity, data privacy and information management partner Randi Singer of New York, and executive compensation and benefits partner Amy Rubin of New York.
Jones Walker lawyers in New Orleans working on the deal for Tidewater include M&A partner Curt Hearn, maritime finance partners William Baldwin and John Broders, corporate compliance partner Alexander Breckinridge, finance partners Amy Scafidel and Benjamin Woodruff, labor and employment partner Sidney Lewis, M&A and executive compensation/benefits partner Hope Spencer, and corporate securities partner Alexandra Layfield. Others are environmental partner Boyd Bryan of Baton Rouge and environmental partner Michael Chernekoff of Houston and New Orleans,
At Gibson Dunn, partners Sean Griffiths and Eduardo Gallardo, both of New York, lead the team for GulfMark.
U.S. Well Services to Go Public Through Merger
Bracewell represents Matlin & Partners Acquisition Corp. (MPAC) in a pending merger with U.S. Well Services, a Houston-based fracking industry company that will go public as a result of the deal. U.S. Well Services turned to Winston & Strawn.
Under the deal, U.S. Well Services will combine with MPAC, a publicly traded special acquisition company in New York. U.S. Well Services provides hydraulic fracturing services. The company will have an anticipated initial enterprise value of $588 million.
Along with the combination, funds managed by Crestview Partners, a private equity firm in New York, will invest $135 million in the company through a private investment in public equity (PIPE) sale of stock.
Following the closing, MPAC will be renamed U.S. Well Services.
The transaction is expected to close during the fourth quarter. It is contingent on customary closing conditions, including regulatory approvals and approval from MPAC stockholders.
The Bracewell team includes partners Charles Still Jr., Rebecca Baker, Scott Sanders, Constance Gail Rhebergen and Bruce Jocz, all of Houston; Elizabeth McGinley and Michele Alexander, both of New York; and Timothy Wilkins of Austin.
Names of the Winston & Strawn deal team were not immediately available from the firm.