Eric Johnson has extensive experience representing private and public companies, including master limited partnerships, in a broad range of corporate and securities matters. For more than a decade, Mr. Johnson has focused his practice on capital markets transactions, mergers and acquisitions, and corporate governance matters. Mr. Johnson has represented issuers, underwriters and selling stockholders in more than $10 billion of capital markets transactions, including registered and private offerings of equity and debt securities, tender offers, and exchange offers. Mr. Johnson has represented both publicly-traded and privately-held purchasers and sellers in dozens of acquisition and disposition transactions, with transaction values ranging from $10 million to more than $2 billion. Mr. Johnson also has extensive experience representing investors and companies in venture capital transactions, including representing both lenders and borrowers in subordinated debt financings. Mr. Johnson assists his publicly-traded clients on corporate governance matters, disclosure issues, and matters related to the Dodd-Frank Act and the related SEC rules and regulations. Mr. Johnson also assists clients in connection with general commercial and contractual matters.
Education
- J.D., Baylor University School of Law, 1998
- B.A., Baylor University, 1993
Bar Admissions
Representative Experience
Recent Capital Markets Transactions
- Represented the owner of North America’s largest interstate pipeline system in a liability management program effecting multiple cash tender offers (including dutch auction tender offers) and a private exchange offer for more than $4 billion in aggregate principal amount of outstanding bonds.
- Represented various underwriters in multiple registered offerings of common units by a Dallas-based master limited partnership specializing in the gathering and processing, transportation, and storage of natural gas and natural gas liquids, raising more than $500 million in net proceeds.
- Represented an interstate pipeline transportation company in its $300 million Rule 144A offering of senior notes, the net proceeds of which were used to finance expansion projects on its pipeline system.
- Represented a master limited partnership focusing on terminalling and storage services for petroleum products and by-products, natural gas gathering and processing services and marine transportation services in multiple registered offerings of common units raising more than $175 million in net proceeds.
- Represented a master limited partnership focused on gathering and processing natural gas produced from the Barnett Shale in a $55 million registered offering of common units, the net proceeds of which were used to reduce outstanding indebtedness under its credit facility.
- Represented a provider of wholesale power to utilities and municipalities in a $235 million private offering of senior unsecured notes to its largest stockholder and the subsequent resale of the notes by the stockholder pursuant to Rule 144A.
- Represented North America’s largest provider of deathcare products and services in a $150 million registered offering of senior notes, the net proceeds of which were used to partially fund its $250 million acquisition of a large funeral home operator.
- Represented North America’s largest provider of deathcare products and services in a $250 million registered offering of senior notes.
- Represented a provider of wholesale power to utilities and municipalities in its private repurchase of $830 million of senior notes held by various Franklin Templeton funds.
- Represented one of the nation’s leading diversified natural gas companies in the remarketing of $100 million of senior notes originally issued as part of the company’s equity units.
- Represented North America’s largest provider of deathcare products and services in its $400 million cash tender offer for outstanding notes and in its related $400 million Rule 144A offering of new senior notes to finance the tender offer.
- Represented North America’s largest provider of deathcare products and services in its $500 million Rule 144A offering of senior notes, the net proceeds of which were used to finance its $856 million acquisition of its largest competitor.
- Represented the owner of North America’s largest interstate pipeline system in its withdrawn spin-off its exploration and production businesses, including the offering of approximately $2 billion in senior notes to recapitalize the businesses in connection with the spin-off.
Recent Merger and Acquisition Transactions
- Represented High Sierra Energy LP in its $693 million merger transaction with NGL Energy Partners LP.
- Represented a leading worldwide provider of equipment and components used in oil and gas drilling and production operations in its $777 million acquisition of a publicly-traded, multi-national manufacturer of highly-engineered products and materials for the chemical, industrial, energy, transportation and infrastructure markets.
- Represented NATCO Group Inc., a publicly-traded manufacturer of oil and gas production equipment specializing in separation and decontamination technologies, in its $780 million stock for stock merger transaction with Cameron International Corporation.
- Represented a leading, privately-owned energy services company, focusing on providing environmentally conscious water solutions and other well-site services in every major North American shale play, in connection with its concurrent acquisition of three separate services companies located in the United States and Canada.
- Represented the largest publicly-traded energy partnership and a leading North American provider of midstream energy services in its $125 million acquisition of the Great Divide Gathering System, a 32-mile natural gas gathering pipeline in the Piceance Basin of northwestern Colorado.
- Represented NATCO Group Inc. in acquisitions of oil field equipment manufacturers and service companies located in Texas, Montana, North Dakota and South Dakota.
- Represented the Special Committee of Independent Directors of one of the largest rural and suburban wireless communications services companies in its $2.8 billion stock for cash merger transaction with AT&T.
- Represented an Australian-based, international engineering and construction management company providing services to the energy sector and complex process industries, in multiple acquisitions of engineering firms, including firms providing marine-related engineering and diving services, nuclear power engineering services and other energy related services.
Professional History
- Partner, Locke Lord LLP
- Senior Staff Member, Commercial Audit, Arthur Andersen (1994-1995)
Professional Affiliations & Achievements
- Member, Houston Bar Association
- Member, State Bar of Texas
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