Preston Bernhisel

Partner

[email protected]

Dallas

P: +1.214.953.6783
F: +1.214.661.4783
Preston Bernhisel

Preston Bernhisel is the Deputy Chair of the Dallas Corporate Department. His practice focuses on mergers and acquisitions, joint ventures, capital markets transactions, securities laws and other corporate matters, particularly in the oil & gas, power and renewable energy industries. He brings a depth of experience representing issuers and investment banking firms in equity and debt securities offerings, including initial public offerings (IPOs), other public and private offerings of equity securities, registered and Rule 144A debt offerings and liability management transactions.

In addition, Mr. Bernhisel has extensive experience advising clients regarding Exchange Act reporting, stock exchange compliance and corporate governance.

Related Experience

Capital Markets Experience

  • Counsel to corporations, MLPs and underwriters in all forms of securities offerings, including IPOs, bought deals, overnight offerings, secondary offerings, 144A private placements of high yield debt securities, registered offerings of debt securities, at-the-market continuous offering programs (ATMs), tender offers, consent solicitations, exchange offers and other liability management transactions
  • EnLink Midstream – numerous Rule 144A senior notes offerings (over $2 billion in aggregate) and public senior notes offerings (over $4 billion in aggregate), $400 million registered preferred unit offering, debt tender offers and exchange offers, follow-on and secondary equity offerings, registered direct offerings and ATM programs
  • NRG Energy, Inc. – numerous Rule 144A senior notes offerings (secured and unsecured) (over $5.6 billion in aggregate), including sustainability-linked bonds, $575 million of convertible senior notes, pre-capitalized trust securities (P-caps), debt tender offers and exchange offers
  • Clearway Energy, Inc. – numerous Rule 144A “Green Bond” senior notes offerings (over $2.3 billion in aggregate), $100 million equity offering, $75 million secondary equity offering, ATM program, debt tender offers, consent solicitation and exchange offer
  • Initial public offerings include VTTI Energy Partners LP, Foresight Energy LP, OCI Resources LP and MetroPCS Communications, Inc.
  • Other issuers represented include QVC, Inc., GCI Liberty, Inc., DZS, Inc., Dr. Pepper Snapple Group, Inc., MetroPCS Wireless, Inc., Monitronics International, Inc., Ascent Capital Group, Inc., Matador Resources Company, PERU LNG and Forum Energy Technologies
  • Bookrunners represented include Barclays, Bank of America Merrill Lynch, Citigroup, Credit Suisse, Deutsche Bank, Goldman Sachs, J.P. Morgan, Morgan Stanley, Raymond James, UBS and Wells Fargo, among others
  • Issuers in underwriter representation include of Targa Resources Partners LP, Stone Energy Corporation, SM Energy Company, Oil States International, Inc. and Hiland Partners

Representative Mergers and Acquisitions

  • EnLink Midstream, LLC – simplification acquisition of EnLink Midstream Partners, LP to form a $13 billion enterprise value company
  • EnLink Midstream Partners, LP – $4.8 billion combination with midstream assets of Devon Energy Corporation
  • EnLink Midstream Partners, LP – $800 million joint venture with Natural Gas Partners
  • EnLink Midstream, LLC – $900 million sale of the remaining 25 percent equity interest in EnLink Midstream Holdings, LP to EnLink Midstream Partners, LP
  • EnLink Midstream Partners, LP – $600 million acquisition of Coronado Midstream Holdings LLC
  • EnLink Midstream, LLC – $193 million sale of E2 Appalachian Compression, LLC and E2 Energy Services, LLC to EnLink Midstream Partners, L.P.
  • EnLink Midstream Partners, LP and EnLink Midstream, LLC – $235 million acquisition of natural gas pipeline assets from Chevron Pipe Line Company and Chevron Midstream Pipelines LLC
  • EnLink Midstream Partners, LP – $100 million acquisition of LPC Crude Oil Marketing LLC
  • Matador Resources Company – $150 million acquisition of Delaware Basin assets through a merger and joint ventures with Harvey E. Yates Company, a subsidiary of HEYCO Energy Group, Inc.
  • Matador Resources Company – $500 million joint venture formation of San Mateo Midstream, LLC with Five Point Energy LLC
  • Matador Resources Company – joint venture formation of San Mateo Midstream II, LLC with Five Point Energy LLC
  • Energy Trust Partners – $100 million joint venture with Abraxas Petroleum Corporation to develop the Eagle Ford Shale play in South Texas
  • CIC Partners – acquisition of majority stake in Activa Resources, LLC
  • CIC Partners – formation of Magnolia Petroleum Company, LLC, a joint venture with Burnett Petroleum
  • Perot Systems Corporation – $3.9 billion two-step cash tender offer / merger with Dell Inc.
  • Liberty Media Corporation – $530 million investment in secured debt of Sirius XM Radio, Inc. and various other financing transactions
  • Centex Corporation – formation of joint venture and $528 million sale of a portfolio of properties to the joint venture in which the company retained an interest
  • Affiliated Computer Services, Inc. – $65 million acquisition of Systech Integrators, Inc.
  • Private merger of a healthcare provider – $45 million
  • Formation of Sabra Dipping Company, LLC – a joint venture between Frito-Lay Dip Company, Inc. and S.E. USA, Inc.
  • Hunt Consolidated – various mergers, acquisitions and other transactions involving electric transmission and distribution companies
  • Hunt Consolidated – formation of a vehicle to make private equity investments in electrical power development projects
  • Formation of multiple energy private equity funds, including for Energy Trust, Energy Spectrum, CIC Partners and Hawkeye Partners

Awards & Community

Recognized as a Texas Super Lawyer-Rising Star (Thomson Reuters), 2013-2018 (final year of eligibility)

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Events

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2020 Virtual M&A Primer

On December 1, 3, 8 and 10 at 11:00a.m. - 12:00 p.m. CT, Baker Botts is hosting the Virtual M&A Primer, presented by the Baker Botts Corporate group across various offices.