Catherine S. Gallagher

Catherine Gallagher is the Deputy Chair of the Washington D.C. Corporate Department. Ms. Gallagher's practice focuses on representing issuers and underwriters in corporate securities transactions, including initial public offerings, private placements, Rule 144A/Regulation S offerings, registered secondary equity and debt offerings, continuous equity (ATM) programs and tender and exchange offers. She represents clients in mergers and acquisitions and provides guidance on securities and general corporate matters. Ms. Gallagher has extensive experience with foreign private issuers (FPIs), master limited partnerships (MLPs), real estate investment trusts (REITs) and clients in the shipping, offshore drilling and TMT sectors.

Capital Markets & Securities Offerings

• Höegh LNG Partners LP, an owner and operator of floating storage and regasification units (FSRUs) and other liquefied natural gas (LNG) infrastructure assets, in its $221 million initial public offering of common units (Selected as the IPO Deal of the Year, Marine Money Offshore, 2014), two secondary equity offerings and two ATM programs
• Golar LNG Partners LP, an owner and operator of FSRUs and LNG carriers, in its $310 million initial public offering of common units (Selected as the IPO Deal of the Year, Marine Money, 2011), seven secondary equity offerings and two ATM programs
• Underwriters to Borr Drilling Ltd., an owner and operator of offshore drilling rigs, in its $53 million U.S. initial public offering of common shares, $275 million follow-on offering and $40 million ATM program
• KNOT Offshore Partners LP, an owner and operator of shuttle tankers, in its $180 million initial public offering of common units and five secondary equity offerings
• Seadrill Partners LLC, an owner and operator of offshore drilling rigs, in its $220 million initial public offering of common units (Selected as the IPO Deal of the Year, Marine Money Offshore, 2012) and four secondary equity offerings
• Underwriters to Transocean Partners LLC, an owner and operator of offshore drilling rigs, in its $440 million initial public offering of common units (Selected to the Noteworthy Deals of the Year list, Marine Money Offshore, 2014)
• Underwriters to Delek Logistics Partners, LP, an owner and operator of crude oil and refined product pipelines and marketing assets, in its $193 million initial public offering of common units
• Underwriters to Teekay Offshore Partners LP, an international provider of marine transportation, oil production and storage services, in its $169 million initial public offering, eleven secondary equity offerings, two senior note offerings and one ATM program
• Underwriters to Teekay Corporation, an international provider of crude oil and gas marine transportation services, in three senior note offerings, one convertible debt offering, two common stock offerings and two ATM programs
• Underwriters to Teekay LNG Partners LP, an international provider of marine transportation services for LNG, liquefied petroleum gas and crude oil, in two offerings of cumulative redeemable perpetual preferred units
• Various issuers in MLP initial public offerings including, among others, Inergy, Penn Virginia Resource Partners, Penn Virginia GP Holdings, Sunoco Logistics Partners, Holly Energy Partners, Teekay LNG Partners, Calumet Specialty Products Partners, Navios Maritime Partners and Suncoke Energy Partners
• Various underwriters in MLP initial public offerings for Capital Product Partners, Atlas Energy Resources and Constellation Energy Partners
• Underwriters to Highwoods Properties Inc., an office REIT, in its $178 million initial public offering of common stock and subsequent debt and equity offerings, totaling over $5.0 billion
• Various underwriters in REIT equity and debt offerings for Washington Real Estate Investment Trust, Annaly Mortgage Management Inc., Archstone Communities Trust, Cousins Properties Incorporated, Federal Realty Investment Trust, IRT Property Company, Security Capital Industrial Trust, United Dominion Realty Trust and Weingarten Realty Investors
• Rayonier Inc., an international forest products company, in its $1.8 billion conversion from a C-corporation to a REIT

Mergers & Acquisitions

• MGM Growth Properties LLC – $17.2 billion sale of MGM Growth Properties LLC to VICI Properties Inc.
• Höegh LNG Partners LP – $167 million sale of Höegh LNG Partners LP to Höegh LNG Holdings Ltd.
• Golar LNG Limited – $3.1 billion sale of Hygo Energy Transition Ltd. to New Fortress Energy Inc.
• Golar LNG Limited – $251 million sale of Golar LNG Partners LP to New Fortress Energy Inc.
• Golar LNG Partners LP – $658 million purchase of equity interests in the entity that owns the floating liquefied natural gas (FLNG) vessel Hilli Episeyo
• Quintana Shipping Group – $365 million sale of 14-vessel fleet to Golden Ocean Group
• Golar LNG Partners LP – seven dropdowns of vessels from Golar LNG Limited
• Höegh LNG Partners LP – three dropdowns of interests in FSRUs from Höegh LNG Holdings Ltd.
• KNOT Offshore Partners LP – thirteen dropdowns of shuttle tankers from Knutsen NYK Offshore Tankers AS
• Seadrill Partners LLC – seven dropdowns of offshore drilling rigs from Seadrill Limited

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