Sarah J. Dodson

Sarah J. Dodson represents public and private companies in mergers and acquisitions, public and private securities offerings and general corporate concerns. She also advises clients on securities compliance issues, including Exchange Act reporting.

Mergers and Acquisitions (Including Spin-offs)

• Lime Rock Partners in its sale of GEODynamics, Inc. to Oil States International Inc. for $525 million in cash and stock.
• Halliburton Company in various acquisitions, including the acquisition of Summit ESP Inc.
• Halliburton Company in its proposed $35 billion acquisition of Baker Hughes Incorporated.
• Conflicts Committee of the board of directors of the general partner of Antero Midstream Partners LP in connection with the $1.05 billion drop down of Antero Resources Corporation's integrated water business.
• Sunnova Energy Corporation in acquisitions of distributed generation residential solar assets.
• Conflicts Committee of Kinder Morgan Energy Partners and Special Committee of Kinder Morgan Management in $70 billion purchase of KMP, KMR and El Paso Pipeline Partners by KinderMorgan, Inc.
• Chesapeake Energy Corporation in $3.1 billion spin-off of its oilfield services division, Seventy Seven Energy Inc.

Capital Markets Issuer Representation

• Sunnova Energy International Inc. in its initial public offering and various other financings, including Series A, B and C fundraising rounds and convertible notes and asset-backed securitizations collateralized by a pool of consumer loans.
• Shell Midstream Partners, L.P. in various financings, including $680 million public offering of common units with a concurrent $300 million private placement, a $275 million private placement of common units and a $300 million private placement of common units.
• Summit Midstream Partners, LP in $300 million offering of 9.50% fixed-to-floating rate cumulative redeemable perpetual preferred units.
• American Midstream Partners, LP in $300 million private placement of senior unsecured notes.
• Chesapeake Energy Corporation in $1.5 billion exchange offers of 8.00% senior secured second lien notes due 2022 in exchange for certain outstanding senior unsecured notes.
• Linn Energy, LLC in privately-negotiated exchanges of $2 billion outstanding senior unsecured notes for $1 billion of newly issued senior secured second lien notes.
• Carrizo Oil & Gas, Inc. in $650 million public offering of senior notes and concurrent tender offer/redemption of senior notes.
• Shell Oil Company in $1.1 billion initial public offering of Shell Midstream Partners, L.P.
• Enable Midstream Partners, LP in $575 million initial public offering.
• Parker Drilling Company in $360 million private placement of senior notes and concurrent tender offer.

Capital Markets Underwriter Representation

• Rowan Companies plc $500 million public offering of senior notes and $750 million debt tender offer.
• Athlon Energy Inc. $570 million public offering of common stock.
• Athlon Energy Inc. $559 million public offering of common stock.

Other Matters

• Atwood Oceanics, Inc. (ATW) refinancing of $1.55 billion senior revolving credit facility secured by offshore drilling rigs.
• Debtors' counsel to Global Geophysical Services, Inc. in chapter 11 cases.

Public Company Corporate Counsel

• Corporate counsel to Sunnova Energy International Inc., Shell Midstream Partners, L.P. and Summit Midstream Partners, LP - Exchange Act reporting; NYSE matters; board matters; corporate governance; Reg FD issues; Section 16 compliance.

Recognized as a Texas Super Lawyer-Rising Star (Thomson Reuters), 2020

Recognized as a "Rising Star" by The Legal 500 U.S., 2019