Tanner L. Groce

Capital Markets

• Represented NuStar Energy L.P. in connection with its offering of 14,950,000 common units for estimated gross proceeds of approximately US$229.5 million
• Represented Western Midstream Partners, LP in connection with a public offering by its subsidiary, Western Midstream Operating, LP, of US$750 million aggregate principal amount of senior notes
• Represented NuStar Energy L.P. in connection with a public offering of US$1.2 billion aggregate principal amount of senior notes
• Represented the underwriters in connection with three public offerings by Southwest Airlines Co. of US$2.0 billion of common stock, US$2.0 billion aggregate principal amount of convertible senior notes and US$2.0 billion aggregate principal amount of senior notes
• Represented Enterprise Products L.P. in connection with a public offering of US$3.0 billion aggregate principal amount of senior notes
• Represented Legacy Reserves Inc. in connection with its restructuring of US$1.4 billion of indebtedness in the Bankruptcy Court for the Southern District of Texas and US$256 million of new capital from backstopped equity commitments and a rights offering
• Represented Enterprise Products L.P. in connection with a public offering of US$2.5 billion aggregate principal amount of senior notes
• Represented NuStar Energy L.P. in connection with a public offering of US$500 million aggregate principal amount of senior notes
  
• Represented Cheniere Energy Partners, L.P. in connection with multiple exchange offers of its senior notes
• Represented NuStar Energy L.P. in connection with a private placement of US$590 million of Series D Cumulative Convertible Preferred Units
• Represented affiliates of Stonepeak Infrastructure Partners in connection with an exchange of preferred securities of Sanchez Midstream Partners LP
• Represented Legacy Reserves LP in connection with an exchange offer of US$130 million aggregate principal amount of convertible senior notes for outstanding senior notes
• Represented Apergy Corporation in connection with a private offering pursuant to Rule 144A of US$300 million aggregate principal amount of senior notes
• Represented Noble Midstream Partners LP in connection with a public offering of US$175 million of common units
• Represented NuStar Energy L.P. in connection with a public offering of US$150 million of Series C fixed-to-floating rate cumulative redeemable perpetual preferred units
  
   

Mergers and Acquisitions

• Represented Blue Ocean Acquisition Corp., a special purpose acquisition company, in its definitive agreement to merge with TNL Mediagene, a digital-media company formed in May 2023 by the merger of two large Asian media companies: Taipei-based The News Lens Co. (TNL) and Tokyo-based Mediagene Inc. (MG).
• Represented Reliance Midstream, LLC in connection with a US$355 million acquisition of Reliance Gathering, LLC by OMOG JV, LLC, a joint venture between affiliates of Oryx Midstream and Diamondback Energy, Inc. 
• Represented the conflicts committee of the board of directors of the general partner of Andeavor Logistics LP in connection with MPLX LP’s US$9.4 billion acquisition of Andeavor Logistics LP
• Represented United Airlines, Inc. in connection with the purchase of ExpressJet Airlines, Inc. from SkyWest, Inc. by ManaAir LLC, an entity in which United has a minority investment, and the purchase by United of aircraft-related equipment from ExpressJet Airlines, Inc.
• Represented the special committee of the board of directors of Antero Resources Corporation in connection with Antero Midstream GP LP’s US$4.7 billion acquisition of Antero Midstream Partners LP
• Represented the conflicts committee of the board of directors of the general partner of Andeavor Logistics LP in connection with Andeavor Logistics LP’s US$1.55 billion acquisition of logistics assets from Andeavor
• Represented NuStar Energy L.P. in connection with its US$740 million acquisition of NuStar GP Holdings LLC
  
   

Other Representative Matters

• Represented NuStar Energy L.P. in connection with its US$750 million term loan agreement with funds managed by Oaktree Capital Management, L.P.
• Represented InnerWorkings, Inc. in connection with its cooperation agreement with Engaged Capital 
• Represented Luby’s, Inc. in connection with its proxy contest defense against Bandera Partners
• Represented InnerWorkings, Inc. in connection with its proxy contest defense against Engine Capital