Andrew M. Baker

Partner

Andy Baker Photo

Houston

P: +1.713.229.1198 F: +1.713.229.2743

Dallas

P: +1.214.953.6735

Securities Offerings

  • Halliburton Company – $2.5 billion secondary offering of common stock, Rule 144A offerings of $1.05 billion of floating-rate and fixed-rate senior notes, $2 billion of senior notes, $500 million senior notes and $1.2 billion of convertible senior notes, exchange offer for $300 million of debentures
  • KBR, Inc. – $544 million initial public offering
  • Pennzoil Company – $2.5 billion nonrecourse production payment credit facility with Citibank, N.A., as agent
  • Goldman Sachs and Bear Stearns – $365 million underwriting of Class A common stock of Sabre Holdings Corporation
  • Kimberly-Clark Corporation – $2.1 billion public offering of debt securities
  • Dr Pepper/Seven-Up Companies, Inc. – $307 million initial public offering
  • Electronic Data Systems Corporation – $6 billion contribution of GM Class E shares to the Hourly Rate Pension Plan, $1.04 billion secondary public offering of common stock of EDS owned by the General Motors Corporation Hourly Rate Pension Plan, $1.4 billion offering of FELINE PRIDES, $1 billion offering of zero-coupon convertible senior notes, $1.1 billion Rule 144A offering of senior notes, $690 million Rule 144A offering of convertible senior notes
  • Lennox International Inc. – $175 million initial public offering

Mergers and Acquisitions

  • AT&T – $1.4 billion sale of Sterling Commerce to IBM
  • Halliburton Company – $2.8 billion split-off of KBR, Inc., $300 million purchase of Boots & Coots
  • Dr Pepper/Seven-Up Companies, Inc. – $1.7 billion tender offer by Cadbury Schweppes, the follow-up $3 billion merger and its $200 million acquisition of Hawaiian Punch from the Procter & Gamble Company
  • Electronic Data Systems Corporation – $27 billion split-off from the General Motors Corporation, $1.65 billion acquisition of MCI Systemhouse, “going-private” acquisition of the publicly held minority interest in Unigraphics Solutions Inc., $950 million acquisition of Structural Dynamics Research Corporation, $700 million acquisition of Sabre Holding Company’s airline outsourcing business, $300 million acquisition of MTech Corp., $200 million acquisition of McDonnell Douglas Systems Corporation
  • NRM Energy – $700 million roll-up of 33 publicly traded E&P partnerships, and acquisition of properties from OKC Limited Partnership
  • Pennzoil Company – acquisition of Choctaw Energy Company
  • Lennox International Inc. – $300 million acquisition of Service Experts Inc.

Corporate and Government Investigations

  • Halliburton Company – SEC, DOJ, FCPA and other government investigations
  • Electronic Data Systems Corporation – SEC investigation
  • i2 Technologies, Inc. – Audit Committee and SEC investigation
  • El Paso Corporation – SEC investigation and other government investigations
  • Lennox International – SEC investigation

Joint Ventures

  • Electronic Data Systems Corporation – joint venture with Hitachi, Ltd., regarding the investment in and operation of Hitachi Data Systems, Ltd., joint venture with Computer Associates International in connection with $2 billion settlement of licensing dispute, joint venture with MCI/WorldCom
  • First Data Corporation – joint venture with Loews Corporation
  • NRM Energy – joint ventures with numerous oil and gas exploration and production partners

Dispute Resolution

  • Halliburton Company – $5.3 billion global settlement of asbestos and silica liabilities
  • Electronic Data Systems Corporation – $2 billion settlement with Computer Associates