Baker Botts corporate lawyers represent both domestic and international issuers, underwriters, placement agents and financial advisors in public and private offerings of equity and debt securities, and we work with our clients in designing new securities. We have represented both issuers and underwriters in a significant number of initial public offerings, including consolidation transactions. We represented Conoco Inc. in what was at that time the largest IPO in U.S. history.

Baker Botts has ranked nationally among the top law firms in public offerings for issuers and/or underwriters for more than three years. Transactions we regularly handle include IPOs, secondary offerings, shelf registrations, Rule 144A offerings, spin-off transactions, American Depositary Receipt offerings and standby redemptions. Baker Botts is one of the pioneers and market leaders in master limited partnership initial public offerings and postformation issuances of debt or limited partnership units.

Selected Experience

Initial Public Offerings – Issuer Representation:

• Westlake Chemical Corporation – $171 million of common stock
• Motive, Inc. – $50 million of common stock
• Hines Real Estate Investment Trust, Inc. – best efforts offering of up to $2 billion of common stock
• TODCO – $144 million of common stock
• K-Sea Transportation Partners L.P. – $85 million of common stock

Initial Public Offerings – Underwriter Representation:

• Raymond James – $240 million of common stock issued by NGP Capital Resources Company
• RBC Capital Markets – $108 million of common stock issued by Copano Energy, L.L.C.
• Lehman Brothers – $87 million of common units issued by Stonemor Partners L.P.
• Goldman, Sachs & Co. – $136 million of common units issued by Holly Energy Partners, L.P.
• A.G. Edwards & Sons, Inc. – $45 million of common stock issued by Crosstex Energy, Inc.

Public Offerings – Issuer Representation:

• Edge Petroleum Corporation – $50 million public offering of common stock
• TODCO – $269 million secondary public offering of common stock
• Liberty Media International, Inc. – $753 million right offering of common stock
• Centex Corporation – $350 million shelf take down of notes
• Marathon Oil Corporation – $1.04 billion public offering of common stock

Public Offerings – Underwriter Representation:

• Lehman Brothers – $127 million public offering of common units by Inergy L.P.
• Credit Suisse First Boston – $60 million public offering of common stock by Energy Partners, Ltd.
• Morgan Stanley – $286 million public offering of common stock by Newfield Exploration Company
• Citigroup - $349 million public offering of common units by Enterprise Products Partners L.P.
• Banc of America Securities LLC – $175 million public offering of senior notes by Comstock Resources Inc.

Rule 144A Offerings – Issuer Representation:

• NCI Building Systems, Inc. – $150 million of convertible notes
• Pride International, Inc. – $500 million of senior notes
• International Speedway Corporation – $300 million of senior notes
• Encore Acquisition Company – $150 million of senior notes
• U.S. Concrete, Inc. – $200 million of senior notes

Rule 144 A Offerings – Underwriter Representation:

• Lehman Brothers – $425 million of senior notes issued by Inergy, L.P.
• Wachovia Securities – $2 billion of senior notes issued by Enterprise Products Operating L.P.
• Banc of America Securities LLC – $350 million of senior notes issued by Plains All American Pipeline, L.P.
• Morgan Stanley – $325 million of senior notes issued by Newfield Exploration Company
• Goldman, Sachs & Co. – $200 million of notes issued by Sysco Corporation