G. Michael O'Leary
Mike is a member of the Policy Committee and co-chair of the Corporate/Securities practice.
Mike has an extensive corporate securities and mergers and acquisitions practice with particular emphasis on representation of issuers and underwriters in public and private offerings of equity and debt securities; representation of buyers, sellers and special committees in mergers and acquisitions (domestic and foreign) and of private equity firms' investments in energy and energy infrastructure; redemptions and exchanges of corporate debt; negotiating complex partnerships and joint ventures; structuring spin-offs and "going private" transactions; and corporate governance. The clients Mike represents include some of the largest and best-known names in the energy business. He has a significant reputation in master limited partnerships, energy and oilfield services, energy infrastructure, private equity investments, pipeline company transactions, royalty trusts and forest products companies.
- Counsel to placement agents for the commencement of an at-the-market equity program by Kinder Morgan Inc.
- Counsel to ONEOK Partners, L.P. in its acquisition of natural gas liquids pipelines and related assets from affiliates of Chevron Corporation.
- Counsel to the underwriters in a $6 billion public offering of senior notes by Kinder Morgan, Inc.
- Counsel to the Conflicts Committee of Crestwood Equity Partners LP ("CEQP") in CEQP's sale of 100% of its membership interest in Tres Palacios Gas Storage LLC to a joint venture between Crestwood Midstream Partners LP and Brookfield Infrastructure Group.
- Counsel to Cheniere Energy Partners LP Holdings LLC in its primary offering of common shares.
- Underwriters counsel on the Landmark Infrastructure Partners LP IPO.
- Underwriters counsel on the Dominion Midstream Partners, LP IPO.
- Issuer’s counsel in the Noble Energy Inc. (a 50/50 owner of CONE Midstream LP) and CONE Midstream Partners LP IPO.
- Counsel to the underwriters in Genesis Energy, L.P.'s follow-on equity offering.
- Counsel to GSO Capital, a preferred equity owner of Crosstex Energy Partners, in the business combination of Crosstex Energy Inc. with Devon Energy Corporation and the contribution of Devon's midstream assets with Crosstex Energy Partners.
- Counsel to the underwriters in Kinder Morgan Energy Partners, L.P.'s public offering of $1.2 billion of senior unsecured notes.
- Counsel to Regency Energy Partners in its acquisition of Eagle Rock Energy Partners L.P.'s midstream assets.
- Counsel to the conflicts committee of QEP Midstream Partners, LP in the acquisition of 40% of Green River Processing, LLC QEP Resources.
- Counsel to the initial purchasers in Chesapeake Oilfield Operating, L.L.C.'s (CKA Seventy Seven Energy Inc.) offering of $500 million of 6.5% Senior Notes.
- Counsel to the underwriters in the offering of $350 million of 5.625% Senior Notes of Genesis Energy, L.P.
- Counsel to El Paso Pipeline Partners Operating Company, L.L.C. in its issuance of $600 million of Senior Notes.
- Counsel to El Paso Pipeline Partners, L.P. for its acquisition of Kinder Morgan, Inc.'s interests in Ruby Pipeline, Gulf LNG and Young Gas Storage.
- Counsel to El Paso Pipeline Partners, L.P. in its follow-on offering of common units.
- Counsel to Zenergy, Inc. in connection with its partnership with Apollo Global Management, LLC for the formation of Zenergy, LLC.
- Counsel to GSO as selling unitholders in the sale of common units of EnLink Midstream Partners, LP.
- Counsel to Evercore Partners, the financial advisor to the conflicts committee of Phillips 66 Partners, in Phillips 66's dropdown of certain assets.
- Counsel to American Energy - Woodford, LLC in the raising of $500 million in equity commitments.
- Counsel to the underwriters in connection with the offering of common units in Kinder Morgan Energy, L.P.
- Counsel to the underwriters in Kinder Morgan Energy Partners, L.P.'s issuance of $1.5 billion senior unsecured notes.
- Counsel to Regency Energy Partners in its acquisition of Hoover Energy Partners LP's midstream assets.
- Counsel to FourPoint Energy, LLC in its acquisition of oil and gas properties and midstream assets from affiliates of EnerVest, Ltd., and in the Joint Development Agreement and Area of Mutual Interest Agreement to own, operate and develop oil and gas properties in the Western Anadarko Basin with EnerVest, Ltd. Further, represented FourPoint Energy, LLC in a $1 billion equity and debt financing, and a $250 million senior secured credit facility.
- Counsel to a private company in an approximately $500 million equity commitment an E&P vehicle.
- Counsel to Cheniere Energy Partners LP Holdings, LLC in its IPO.
- Counsel to the Conflicts Committee of Pioneer Southwest Energy Partners L.P. in its merger with Pioneer Natural Resources Company.
- Counsel to NGL Energy Partners in Private Placement of Publicly Traded Common Units.
- Counsel to NGL Energy Partners LP in the financing of Gavilon, LLC.
- Counsel to the initial purchasers in a 144A Private Placement of $1.5 billion Senior Notes.
- Counsel to NGL Energy Partners LP in the issuance of Senior Notes.
- Counsel to the underwriters in an initial public offering of common units representing limited partner interests.
- Counsel to Evercore Partners in the merger of Crestwood Midstream Partners LP and Inergy Midstream, L.P.
- Counsel to American Energy Partners, LP and its affiliates in the formation of American Energy – Utica, LLC and American Energy Ohio-Holdings LLC.
- Counsel to the underwriters in Energy Transfer Partners, L.P.'s issuance of several series of Senior Notes.
- Counsel to the underwriters in a follow-on offering by Genesis Energy, L.P.
- Counsel to Integrated Electrical Services, Inc., in its acquisition of all outstanding common stock of MISCOR Group, Ltd.
- Counsel to the underwriters in a follow-on offering of common stock by Laredo Petroleum Holdings, Inc.
- Counsel to the underwriters in a follow-on offering of common stock by Triangle Petroleum Corporation.
- Counsel to Constellation Energy Partners LLC in its acquisition of oil, natural gas and natural gas liquids assets Sanchez Energy Partners I, LP.
- Counsel to the underwriters in connection with the issuance and sale by Kinder Morgan Energy, Partners, L.P. of Senior Notes.
- Counsel to the underwriters in connection with Phillips 66 Partners LP's IPO.
- Counsel to Energy Transfer Partners, L.P. in its sale of Southern Union Gathering Company (jointly owned with Energy Transfer Equity, L.P.) to Regency Energy Partners LP.
- Counsel to American Midstream Partners for the issuance of $90 million of Series A convertible preferred units to a portfolio company of ArcLight Capital Partners, LLC.
- Counsel to El Paso Pipeline Partners, L.P. in an at-the-market program.
- Counsel to the underwriters in connection with the public offering by Kinder Morgan Energy Partners, L.P. (the Partnership) of $1.0 billion of Senior Notes.
- Counsel to the underwriters in connection with the offering of 4,600,000 (4,000,000 firm units and 600,000 option units) common units of Kinder Morgan Energy, L.P.
- Counsel to placement agent in an equity distribution program for Energy Transfer Partners, L.P. (ETP).
- Counsel to the underwriters in Energy Transfer Partners, L.P.'s issuance of $1.25 billion of Senior Notes.
- Counsel to Rose Rock Midstream, L.P. in its private placement of an indirect interest in White Cliffs Pipeline.
- Counsel to Hilcorp Energy in the acquisition by General Electric and other investors of a 75% joint venture interest in Harvest's south Texas crude oil and condensate gathering and transportation pipeline system.
- Counsel to First Reserve Corporation in Crestwood Midstream Partners LP's purchase of the remaining interest in Crestwood Marcellus Midstream LLC.
- Counsel to El Paso Pipeline Partners Operating Company, L.L.C. in its issuance of senior notes.
- Counsel to the underwriters in connection with MPLX LP's IPO.
- Counsel to Energy Transfer Partners, LP in connection with the sale of ETC Canyon Pipeline, LLC to Summit Midstream Partners, LLC. ETC Canyon gathers and processes natural gas in the Piceance and Uinta Basins in Colorado and Utah, mainly under long-term, fee-based agreements.
- Delaware Chancery Court Confirms an MLP’s Right to Contractually Eliminate Fiduciary Duties, Including the Duty of Disclosure (April 25, 2016)
- SEC Re-Proposes Disclosure Rules for Payments by Resource Extraction Issuers (December 17, 2015)
- SEC Staff Updates Proxy “Unbundling” Guidance for M&A Transactions (December 1, 2015)
- SEC Adopts Pay Ratio Disclosure Rule (August 20, 2015)
- SEC Proposes Pay Versus Performance Disclosure Rule (May 11, 2015)
- SEC Charges Investors Participating in Going Private Transactions with Violating Beneficial Ownership Reporting Requirements (March 27, 2015)
- SEC Charges Public Companies and Insiders with Violating Stock Ownership Reporting Requirements (September 30, 2014)
- Conflict Minerals Rule Update: Court Denies Request for Stay (May 16, 2014)
- SEC Issues Partial Stay of Conflict Minerals Rule (May 2, 2014)
- The Conflict Minerals Rule: Important Recent Developments (May 2, 2014)
- SEC Proposes Pay Ratio Disclosure Rule (October 10, 2013)
- SEC Provides Guidance on Dodd-Frank Conflict Minerals Rule (June 19, 2013)
- JOBS Act Options for General Counsel to Ponder in IPOs In-House Texas, A Publication of Texas Lawyer in Association with The General Counsel Forum (May 13, 2013)
- SEC Adopts Rules Implementing Dodd-Frank Disclosure Requirements for Payments by Resource Extraction Issuers (September 13, 2012)
- Recent Ruling Allows a Shareholder Lawsuit to Proceed After a Negative Say-on-Pay Vote: Quirk or Harbinger? (October 6, 2011)
- DC Circuit’s Proxy Access Decision to Stand, but SEC to Allow “Private Ordering” of Proxy Access (September 20, 2011)
- Oil and Gas Companies Should Expect Increased SEC Scrutiny of Operations and Reserves (September 6, 2011)
- SEC Replaces Credit Ratings with New Wide Market Following Test for Shelf Registration Statement Eligibility (September 1, 2011)
- PCAOB Floats Possibility of Mandatory Audit Firm Rotation Financial Fraud Report (January 2012) (August 31, 2011)
- DC Circuit Panel Vacates Proxy Access Rule (July 28, 2011)
- PCAOB Considers Changes to Standards for Auditors’ Reports on Audited Financial Statements Financial Fraud Report (November/December 2011) (July 6, 2011)
- SEC Proposes Rules for Compensation Committees and Compensation Advisers (April 21, 2011)
- SEC Proposes Rules to Implement the Dodd-Frank Act’s Mine Safety Disclosure Requirements (January 25, 2011)
- SEC Proposes Disclosure Rules for Payments by Resource Extraction Issuers (January 13, 2011)
In The News
- Quoted in "Rationalizing the Midstream Business," The Deal Pipeline (December 19, 2014)
- Interviewed in "Andrews Kurth's Michael O'Leary on Chesapeake's Asset Sales," by David Marcus, The Deal Pipeline (June 11, 2012). Click here to view the interview.
- Briefing the Board: 2014 Annual Disclosure Seminar (January 2015)
- Trends in the Capital Markets, RR Donnelley SEC Hot Topics Institute (October 16, 2014)
- Briefing the Board: 2013 Annual Disclosure Seminar (January 2013)
- 2012 Trends in Annual Disclosures (January 17, 2012)
- "MLPs—Measuring Cost of Capital by Evaluating IDRs and Restructurings," The MLP Conference, New York (October 17, 2011)
- Platts 2011 MLP Symposium (October 11, 2011)
- 2011 Trends in Annual Disclosures (January 12, 2011)
- Recognized as a leading lawyer in Capital Markets law, Who’s Who Legal (2015)
- Who’s Who in Law, Energy, Houston Business Journal (2015)
- Lawyer of the Year in Corporate Law in Houston, Best Lawyers (2015)
- Recognized in “Who’s Who in Energy,” Houston Business Journal (2014)
- Profiled as one of the leading Energy: Oil & Gas (Transactional) (2012-2016) and Corporate/M&A (2014-2016) lawyers in the world, Chambers & Partners Global: The World's Leading Business Lawyers
- Profiled as one of the leading Oil & Gas (2010-2015) lawyers in the United States, Chambers & Partners USA: America's Leading Business Lawyers
- Profiled as one of the leading Capital Markets (Debt & Equity) (2013-2015), Corporate/M&A (2006-2015), and Energy & Natural Resources (2009) lawyers in Texas, Chambers & Partners USA: America's Leading Business Lawyers
- The Best Lawyers in America, Corporate Law; Mergers & Acquisitions Law (2006-2016)
- Texas Super Lawyer in Securities and Corporate Finance, Texas Monthly (2003-2015)
- Profiled as one of the leading Mergers and Acquisitions (2009-2015), Capital Markets Debt Offerings (2012-2015) Capital Markets Equity Offerings (2012-2015) and Energy Transactions (2012-2015) lawyers in the United States, The US Legal 500
- Chemicals, Petrochemicals and Refining
- Energy Regulatory
- Energy Services
- Energy Transactions
- Liquefied Natural Gas (LNG)
- Natural Gas
- Oil and Gas
- Private Equity
- Equity and Debt Capital Markets
- Initial Public Offerings (IPOs)
- Master Limited Partnerships (MLPs)
- Mergers and Acquisitions
- Private Equity
- White Collar and Regulatory Enforcement
- JD, 1980, with honors, University of Houston Law Center
- BS, 1977, cum laude, Finance, The University of Alabama
- Texas 1980
- Houston Bar Association
- State Bar of Texas
- 3/17/2016Andrews Kurth Recognized in Prestigious 2016 Chambers Global Legal Directory
- 9/8/201537 Andrews Kurth Lawyers Named in Texas Super Lawyers 2015
- 8/25/2015Andrews Kurth Elects 2015-2016 Policy Committee
- 8/17/201557 Andrews Kurth Lawyers Named Best Lawyers in America 2016
- 6/4/2015The 2015 Legal 500 Guide Ranks Andrews Kurth in 14 Practice Areas