G. Michael O'Leary

experienced

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Straight Talk® is good business
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Contact Information

Houston

600 Travis
Suite 4200
Houston, TX 77002
P: +1.713.220.4360
F: +1.713.220.4285
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G. Michael O'Leary

Partner

Houston Office
600 Travis
Suite 4200
Houston, TX 77002
P: +1.713.220.4360
F: +1.713.220.4285

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.

Representative Experience

  • Counsel to NGL Energy Partners LP in its offering of 7,400,000 9.00% Class B Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units.
  • Counsel to the sales agents in connection with the commencement of an at-the-market equity program having an aggregate offering price of up to $100 million of common units representing limited partner interests in Black Stone Minerals, L.P.
  • Counsel to an oil and gas company in its acquisition of conventional oil and gas assets in Houston and Walker Counties, Texas.
  • Counsel to an upstream oil and gas company in a $300 million Rule 144A private placement of its 9.75% Senior Notes due 2022.
  • Counsel to the Conflicts Committee of the Board of Directors of the General Partner of Shell Midstream Partners, L.P., in Shell Midstream Partners, L.P.’s acquisition of a 100% interest in the Refinery Gas Pipelines, Delta Pipeline and Na Kika Pipeline from Royal Dutch Shell Plc.
  • Counsel to GSO, the investment/financial partner to Sanchez Energy Corp., in the purchase of Eagleford Shale assets in South Texas from Anadarko Petroleum Corporation by a 50/50 joint venture between Sanchez Energy Corp. and Blackstone Energy Partners.
  • Counsel to the underwriters on the Jagged Peak Energy Inc. IPO.
  • Counsel to the underwriters in Energy Transfer Partners, L.P.'s offering of the issuance of $1.5 billion of senior notes.
  • Counsel to Energy Transfer Partners, LP in its acquisition of certain interests in PennTex Midstream Partners, LP.
  • Counsel to NGL Energy Partners LP and NGL Energy Finance Corp. in a private placement of $700 million aggregate principal amount of 7.5% Senior Notes Due 2023.
  • Counsel to the underwriters in Landmark Infrastructure Partners LP’s follow-on equity offering.
  • Counsel to Noble Midstream Partners LP in its IPO.
  • Counsel to the initial purchasers in a 144A offering of senior unsecured notes of Colorado Interstate Gas Company, L.L.C. and Colorado Interstate Issuing Corporation, including a Guaranty of the Notes pursuant to a Cross Guarantee Agreement with Kinder Morgan, Inc. ('KMI") and others.
  • Counsel to the underwriters in Landmark Infrastructure Partners LP’s preferred offering of preferred units.
  • Counsel to the underwriter in Genesis Energy, L.P.’s follow-on equity offering.
  • Counsel to the underwriters in Laredo Petroleum, Inc.'s follow-on equity offering.
  • Counsel to LongPoint Minerals, LLC in its Private Placement of equity securities representing an additional capital commitment of $106 million.
  • Counsel to the sales agents in the commencement of an at-the-market equity program by Energy Transfer Partners, L.P.
  • Counsel to the sales agents in an at-the-market equity program by Genesis Energy, L.P.
  • Counsel to NGL Energy Partners LP in the sale of $240 million aggregate principal amount of 10.75% Class A Convertible Preferred Units and Warrants representing the right to purchase Common Units to funds managed by Oaktree Capital Management L.P., including a vehicle funded by Partners Group, a global private markets investment manager.
  • Counsel to FourPoint Energy, LLC in its acquisition of Chesapeake Energy's remaining Western Anadarko Basin oil and gas assets, and in raising new equity proceeds, effecting an exchange of equity for debt, and restructuring its credit facility and senior debt.
  • Counsel to the Conflicts Committee of the Board of Directors of the General Partner of Shell Midstream Partners, L.P. in its acquisition of additional interests in Zydeco Pipeline Company, LLC, Bengal Pipeline Company and Colonial Pipeline Company from Shell Pipeline Company LP, a wholly owned subsidiary of Royal Dutch Shell plc.
  • Counsel to LongPoint Minerals, LLC in a private placement of equity securities representing an initial capital commitment of $525 million by an affiliate of the Canada Pension Plan Investment Board.
  • Counsel to the underwriters in Laredo Petroleum, Inc.’s follow-on equity offering.
  • Counsel to the underwriters in Landmark Infrastructure Partners LP’s preferred offering of preferred units.
  • Counsel to an affiliate of ArcLight Capital, in the sale of all the equity in Blue Hills Fuels, LLC, owner of an "assured dealer" business, consisting of over 200 Gulf, Exxon, Mobil and Sunoco branded, dealer operated retail motor fuel service stations.
  • Counsel to BP in the sale of its entire interest in the Pascagoula Gas Processing Plant to Enterprise.
  • Counsel to BP Products North America Inc. in its joint venture with Kinder Morgan, Inc., in which Kinder Morgan purchased 15 refined products terminals from BP and contributed 14 of the terminals into a new joint venture entity owned 75% by KM and 25% by BP.
  • Counsel to ArcLight Capital Partners in its affiliate's purchase of TransMontaigne GP LLC, the general partner of TransMontaigne Partners L.P., from NGL Energy Partners LP.
  • Counsel to ArcLight Capital Partners, LLC, in Gulf Oil Limited Partnership's sale of four refined products terminals to Arc Logistics Partners LP.
  • Counsel to Green Plains Partners LP in its acquisition of the storage and transportation assets of Green Plains Inc.'s ethanol production facilities.
  • Counsel to Chelsea Petroleum Products Holdings, LLC, an affiliate of ArcLight Capital, in its purchase of Gulf Oil Limited Partnership.
  • Counsel to Hilcorp Energy Company in the establishment of a newly formed partnership, Hilcorp Energy Development, L.P. In conjunction, the Carlyle Energy Mezzanine Opportunities Fund, L.P. and Carlyle Energy Mezzanine Opportunities Fund II, L.P., entered into a definitive agreement to invest up to $1.24 billion in the newly formed partnership.
  • Counsel to the Conflicts Committee of the Board of Directors of Enviva Partners GP, LLC, the general partner of Enviva Partners, LP, in the acquisition of the Southampton plant owned by Enviva Wilmington Holdings, LLC, a joint venture between Enviva Holdings and affiliates of John Hancock Life Insurance Company.
  • Counsel to the conflicts committee of the general partner of Shell Midstream Partners, L.P. in the acquisition by Shell Midstream of Pecten Midstream LLC, which owns the Lockport Crude Terminal and Auger Pipeline System, for $390 million from Shell Pipeline Company LP, a wholly owned subsidiary of Royal Dutch Shell plc.
  • Counsel to the underwriters in connection Kinder Morgan's offering of 32,000,000 depositary shares each representing a 1/20th interest in a share of 9.75% Series A Mandatory Convertible Preferred Stock.
  • Counsel to the Conflicts Committee of the Board of Directors of the General Partner of EV Energy Partners, L.P. in connection with four agreements with certain EnerVest Institutional Partnerships to acquire oil and natural gas properties.
  • Counsel to KBR, Inc. in the acquisition of its Canadian pipe fabrication facility by EPIC Piping, a portfolio company of Bernhard Capital Partners, in exchange for a minority interest in EPIC.
  • Counsel to KBR, Inc. in the creation of Brown & Root Industrial Services, LLC, which will be equally owned and managed with Bernhard Capital Partners.
  • Counsel to Crestwood Equity Partners LP in its agreement with Crestwood Midstream Partners LP to merge Crestwood Midstream Partners LP with a newly formed subsidiary of Crestwood Equity Partners LP to simplify Crestwood's corporate structure into a single publicly-traded partnership.
  • Counsel to FourPoint Energy, LLC in its purchase of properties from Chesapeake Exploration LLC; CHK Cleveland Tonkawa LLC; CLEVELAND TONKAWA ROYALTY PARTNERS, LP; TPG ORRI HOLDINGS, L.P.; and TPG CDP DASA (PE) AIV I, L.P. and increased private equity investment by GSO Capital in FourPoint Energy.
  • Counsel to ONEOK Partners, L.P. in a private placement of common units pursuant to 506(b).
  • Counsel to ONEOK Partners, L.P. in a registered direct offering of common units.
  • Counsel to the underwriters in the offering of $750 million aggregate principal amount of Senior Notes by Genesis Energy, L.P. and Genesis Energy Finance Corporation.
  • Counsel to the Conflicts Committee of QEP Midstream Partners GP, LLC in the merger of QEP Midstream Partners, LP with Tesoro Logistics LP
  • Counsel to the underwriters in Genesis Energy, L.P.’s follow-on equity offering.
  • Counsel to Genesis Energy, L.P. in a standby bridge financing to fund its purchase of offshore Gulf of Mexico pipelines and services business from Enterprise Products Partners L.P.
  • Counsel to the Initial Purchasers in Florida Gas Transmission Company, LLC‘s offering of $500 million aggregate principal amount of Senior Notes.
  • Counsel to Green Plains Partners LP in its IPO.
  • Counsel to the Conflicts Committee of the Board of Directors of the General Partner of Shell Midstream Partners, L.P. in its acquisition of a 36% equity interest in Poseidon Oil Pipeline Company L.L.C from Equilon Enterprises LLC, a subsidiary of Shell Oil Products US.
  • Counsel to the underwriters in Energy Transfer Partners, L.P.'s offering of $3 billion aggregate principal amount of Senior Notes.
  • Counsel to the underwriters in Energy Transfer Equity, L.P.’s public offering of $1 billion aggregate principal amount of Senior Secured Notes.
  • Counsel to the underwriters in the issuance of $400 million aggregate principal amount of senior notes by Genesis Energy, L.P. and Genesis Energy Finance Corporation.
  • Counsel to the underwriters in Landmark Infrastructure Partners LP’s follow-on equity offering.
  • Counsel to the Conflicts Committee of the Board of Directors of the General Partner of Shell Midstream Partners, L.P. in its acquisition of additional interests in Zydeco Pipeline Company, LLC and Colonial Pipeline Company from Shell Pipeline Company LP, a wholly owned subsidiary of Royal Dutch Shell plc.
  • Counsel to the underwriters in Black Stone Minerals, L.P.'s IPO.
  • Counsel to the underwriters in Genesis Energy, L.P.'s follow-on equity offering.
  • Counsel to Energy Transfer Partners, L.P. in its acquisition of the King Ranch project from Exxon Mobil Corporation, which included a 750 MMcf/d natural gas processing plant, a 42,000 Bbls/d NGL fractionator, a NGL pipeline that delivers products to Corpus Christi and the ETC King Ranch pipeline, which consists of 165 miles of mainline and gathering pipelines.
  • Counsel to ONEOK Partners, L.P. in its public offering of $800 million aggregate principal amount of Senior Notes.
  • Counsel to the underwriters in Laredo Petroleum, Inc.'s offering of Senior Notes.
  • Counsel to the underwriters in Kinder Morgan's offering of €1.25 billion senior notes.
  • Counsel to the underwriters in Energy Transfer Partners, L.P.'s offering of $2.5 billion senior notes.
  • Counsel to the underwriter in NGL Energy Partners LP's follow-on equity offering.
  • Counsel to Cheniere Energy, Inc. in its $625 million registered direct offering of convertible senior notes.
  • Counsel to the underwriter in Laredo Petroleum, Inc.'s follow-on equity.
  • Counsel to Evercore, the advisor to the Conflicts Committee of the Board of Directors of Tallgrass MLP GP, LLC, the general partner of Tallgrass Energy Partners, LP, in Tallgrass Energy Partners, LP's acquisition of 33.3% of Tallgrass Pony Express Pipeline, LLC.
  • Counsel to Evercore Partners, the financial advisor of the Conflicts Committee of the Board of Directors of Phillips 66 Partners GP LLC, the General Partner of Phillips 66 Partners LP, in Phillips 66 Partners LP's acquisition of equity interests in three pipeline systems from Phillips 66: Sand Hills NGL Pipeline System, Southern Hills NGL Pipeline System, and Explorer Refined Products Pipeline System.
  • Counsel to the underwriters in Kinder Morgan, Inc.'s offering of $800 million of senior notes.
  • Counsel to the underwriters in Phillips 66 Partners LP's follow-on equity offering.
  • Counsel to the underwriters in Phillips 66 Partners LP's offering of $1.1 billion of senior notes.
  • Counsel to the managers in the commencment of an at-the-market equity program by Regency Energy Partners LP.
  • Counsel to Evercore Partners, the financial advisor to the Conflicts Committee of the Board of Directors of CrossAmerica GP LLC, the general partner of CrossAmerica Partners LP, in the purchase by CrossAmerica Partners LP of 5% of the limited partner interests in CST Fuel Supply LP.
  • Counsel to Evercore Partners, the financial advisor to the Conflicts Committee of the Board of Directors of CrossAmerica GP LLC, the general partner of CrossAmerica Partners LP, in the purchase by CST Brands, Inc. and CrossAmerica Partners LP of 22 convenience stores from Landmark Industries.
  • 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.

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