The first corporate deal Baker Botts handled for newly Texas transplanted client Waste Connections Inc. was a fast-paced doozy, says Theodore Paris, the Houston partner who led the deal team.
Paris says Waste Connections hired the firm right before the Labor Day weekend to help it acquire R360 Environmental Solutions, and by Sept. 17, Waste Connections announced an agreement to buy the business and operation subsidiaries of R360 for $1.3 billion in cash.
“We brought to the table full teams on the environmental, real estate, tax, IP and corporate side to jump right in, beginning right before the holiday weekend and through the holiday weekend” and through Sept. 16, Paris says.
Paris says Waste Connections had a team doing due diligence on R360 for some time prior to hiring his firm, and the deal moved fast. “It was very little sleep. We jumped in,” Paris says in describing the pace of the work in early September.
“It was our first corporate deal for Waste Connections. . . . They were interested in hiring a full-service law firm in the Houston market, someone who would be very accessible, including physically,” he says, noting that he and others from Baker Botts drove north on several occasions to Waste Connections’ offices in The Woodlands.
R360, which provides nonhazardous oilfield waste treatment, recovery and disposal services in locations including the Permian, Bakken and Eagle Ford basins, is headquartered in Houston. Waste Connections, an integrated solid-waste services company, is headquartered in The Woodlands. In December 2011, it announced it would move its corporate headquarters to The Woodlands from Folsom, Calif.
The acquisition is expected to close during the fourth quarter of 2012, pending certain closing conditions including regulatory approvals. Paris says the acquisition is a “fascinating opportunity” for Waste Connections. “It really puts them in a great position in the nonhazardous waste area,” he says.
Patrick Shea, vice president, general counsel and secretary of Waste Connections, did not return a telephone call seeking comment.
In addition to Paris, the Baker Botts team includes corporate partner Breen Haire and senior associates A.J. Ericksen and Jon Nelsen; tax partner Daniel Kroll; employee benefits partner James Raborn; environmental partners Matthew Kuryla and Derek McDonald; real estate partner Robert Wright; and intellectual property partner Mitchell Lukin. All are of Houston except for McDonald, who is in Austin.
Lawyers from Wachtell, Lipton, Rosen & Katz, led by corporate partner Ante Vucic, represent R360. Others from Wachtell in New York City include corporate associates DongJu Song and Kevin Cooper; antitrust partner Joseph Larson; executive compensation and benefits partner Adam Shapiro and associate Adam Kaminsky; real estate associate Richard Ross; restructuring and finance partner Joshua Feltman and associate Neil Snyder; and tax partners Jodi Schwartz and Joshua Holmes.