Josh Davidson handles a wide range of corporate and securities work, and he is nationally recognized for his experience in transactions involving master limited partnerships, (MLPs), YieldCos and royalty trusts. Mr. Davidson is head of the firm's Capital Markets and MLP/YieldCo Practice and has concentrated on MLPs for almost 25 years. He has participated in hundreds of equity and debt public offerings and private placements of MLPs and other alternative entities, including over 60 initial public offerings. Mr. Davidson works with companies in the pipeline, midstream, oil and gas, renewable energy, shipping, refining, coal, propane and heating oil industries.
Mr. Davidson also represents private equity funds and other institutional investors in acquiring MLP securities from issuers and selling unitholders; issuers, conflicts committees and financial advisors in asset dropdowns, restructurings, management buyouts, acquisitions, asset dispositions, mergers, going private transactions, tender offers and proxy filings; companies and institutional investors in establishing private MLPs; and MLP issuers in their ongoing corporate and securities work.
Mergers & Acquisitions
- Conflicts Committee of Williams Partners, L.P. – $11.4 billion financial repositioning transaction with The Williams Companies, Inc.
- Board of Directors of Plains GP Holdings, L.P. – $7.2 billion simplification transaction with Plains All American Pipeline, L.P.
- Conflicts Committee of Williams Partners L.P. – proposed $13.8 billion acquisition by The Williams Companies, Inc.
- Conflicts Committee of Kinder Morgan Energy Partners (KMP) and Special Committee of Kinder Morgan Management (KMR) – $70 billion purchase of KMP, KMR and El Paso Pipeline Partners by Kinder Morgan, Inc.
- Conflicts Committee of Williams Partners, L.P. – $50 billion merger of Williams Partners with Access Midstream Partners, L.P.
- Conflicts Committee of Williams Partners, L.P. – numerous asset dropdowns from The Williams Companies, Inc., totaling over $15 billion
- Conflicts Committee of Kinder Morgan Energy Partners – dropdown of Tennessee Gas Pipeline Company and 50% of El Paso Natural Gas from Kinder Morgan Inc. for $6.2 billion
- Conflicts Committee of Kinder Morgan Energy Partners – dropdown of 50% of El Paso Natural Gas and 50% of El Paso Midstream Investment Company from Kinder Morgan Inc. for $1.7 billion
- Special Committee of Western Gas Equity Partners – partial financing for the $750 million acquisition by Western Gas Partners of oil and gas gathering pipelines from Anadarko Corporation
- Barclays Capital – financial advisor to Memorial Resource Development Corp. in its $4.4 billion merger with Range Resource Corp.
- SunPower Corporation – various dropdowns of assets to 8point3 Energy Partners
- Westmoreland Coal Company – acquisition of the general partner of Oxford Resource Partners and recapitalization of Oxford Resource Partners
- Bowie Resources, LLC – acquisition of Canyon Fuel Company, LLC from Arch Coal, Inc.
- Lazard – financial advisor to Furmanite Corporation in its $335 million merger with Team, Inc.
- Regency Energy Partners – acquisition by merger of PVR Partners
- TEPPCO Partners, L.P. – $3.3 billion going private merger with Enterprise Products Partners L.P.
- Tudor, Pickering & Holt – merger of Inergy Holdings, L.P. with Inergy, L.P.
- Harold Hamm – $369 million going private acquisition of Hiland Partners, LP and Hiland Holdings GP, L.P.
- Quest Midstream Partners, L.P. – recombination going private transaction with Quest Energy Partners, L.P. and Quest Resource Corporation to form PostRock Energy Corp.
- Occidental Petroleum Corporation – Acquisition of a 10% interest in the general partner of Plains All American Pipeline, L.P.
- The First Reserve Corporation and The Blackstone Group – Formation of a $2 billion refining joint venture with Petroplus
- ArcLight Capital Partners – $412 million purchase with Kelso & Company of the general partner of Buckeye GP Holdings and a 63 percent limited partner interest in Buckeye GP Holdings L.P. and subsequent tender offers for the minority interest
- Lehman Brothers Inc. – purchase of the general partner of Pacific Energy Partners from The Anschutz Corporation and subsequent sale of this interest to Plains All American and $2.4 billion merger of Pacific Energy Partners with Plains All American
- Kimbell Royalty Partners, L.P. – initial public offering (in registration)
- SunPower Corporation – formation and initial public offering of 8point3 Energy Partners, a joint venture YieldCo with First Solar, Inc.
- 8point3 Energy Partners – ongoing securities/corporate counsel work
- EQT Midstream Partners and EQT GP Holdings, LP – initial public offerings and ongoing securities/corporate counsel work
- Shell Midstream Partners – initial public offering
- Tallgrass Energy GP, LP – initial public offering
- Transocean Partners LLC – initial public offering
- Underwriters for the initial public offering for NextEra Energy Partners, LP, the first "YieldCo" to be structured as an MLP
- Various MLP underwriters – initial public offerings for, among others: Columbia Pipeline Partners, Höegh LNG Partners, Foresight Energy, Cypress Energy Partners, Midcoast Energy Partners, Sprague Resources, Plains GP Holdings, OCI Resources, Western Refining Logistics, World Point Terminals, Summit Midstream Partners, Rose Rock Midstream, Inergy Midstream Partners, Niska Gas Storage Partners, PAA Natural Gas Storage, Chesapeake Midstream Partners, Pioneer Southwest Energy Partners, Quest Energy Partners, Spectra Energy Partners, Cheniere Energy Partners, Duncan Energy Partners, Targa Resources Partners, Universal Compression Partners, Breitburn Energy Partners, Calumet Specialty Products Partners, DCP Midstream Partners, Global Partners, Teekay LNG Partners, Hiland Partners, Copano Energy, Holly Energy Partners, MarkWest Energy Partners, Sunoco Logistics Partners, Natural Resource Partners, Penn Virginia Resource Partners, Inergy, NuStar Energy, Alliance Resource Partners, Plains All American Pipeline and Enterprise Products Partners
- Various royalty trust underwriters – initial public offerings for Chesapeake Granite Wash Trust, Enduro Royalty Trust, VOC Energy Trust and ECA Marcellus Trust
Awards & Community
Recommended as a “Leading Lawyer” for Energy Transactions in The Legal 500 U.S., 2011-2016
Listed in Chambers USA, 2003-2016
Recognized as a Texas Super Lawyer, (Thomson Reuters), 2004-2016
Listed in The Best Lawyers in America, (Woodward/White Inc.), 2006-2016
Listed in The International Who’s Who of Business Lawyers-Capital Markets, Mining, Law Business Research Ltd, 2008-2016
Dealmaker of the Week, The American Lawyer, October 31, 2014
Law360 MVP Award for Capital Markets, November 2014
Publications, Speeches & Presentations
2016 – Energy Mergers and Acquisitions Maintain Momentum; Oil and Gas Markets Begin to Climb Back; Will Uncertainty Cloud the Outlook for 2017?Updates
The Delaware Supreme Court Limits Expansion of Dual Direct/Derivative Claims in El Paso Pipeline GP Company, L.L.C. v. Brinckerhoff (No. 103, 2016 (Del. Dec. 20, 2016))Updates
Securities Litigation Update
Baker Botts is a platinum sponsor of the MLPA 2016 Annual Investor Conference in Orlando, Florida.
Baker Botts partners Josh Davidson, David Sterling, and A.J. Ericksen, discussed the important process takeaways for MLP dropdowns following the April 2015 El Paso decision of the Delaware Court of Chancery.