Locke Lord

Michelle Earley is a Partner in the Austin, Dallas and Houston offices of Locke Lord ‎LLP, Co-Chair of the Firm’s Capital Markets Group and is a member of Locke Lord’s Executive Committee. She is also the Co-Chair of the Firm's Diversity Committee and serves on the Legal Personnel and Partnership Admissions Committee and Lateral Hire Committee. In her practice, she handles a wide range of corporate and securities matters for public and private companies with a strong focus on securities offerings and disclosures, mergers and acquisitions and corporate governance. Michelle has extensive experience in representing issuers and selling stockholders in registered public offerings, Rule 144A transactions as well as equity and debt private placements, and merger and acquisition transactions. She also advises management and boards of directors on general corporate governance matters.

Michelle is an active member of the Austin community serving on the Executive Committee of the Austin Area Research Organization (AARO) and the Board of Directors of Austin Ed Fund and Westcave Outdoor Discovery Center. She served as General Counsel to the Austin Chamber of Commerce in 2017 and participates as a member of the Junior League of Austin, the Austin Chapter of Jack and Jill of America Inc., and Impact Austin. Michelle, together with her children, are also regular volunteers for Meals on Wheels. She is a Leadership Austin Class of 2011 Alumni and 2016 AARO McBee Fellow. In 2016, she was selected to participate as a Leadership Council on Legal Diversity Fellow.

Representative Experience

Capital Market Transactions

• Represented Lamar Advertising in its $400 million at-the-market ‎offering and its $400 million Rule 144A offering of Senior Notes
• Advised the Conflicts Committee of Spectra Energy Partners, LP ‎‎(SEP) in the completed conversion of all of Enbridge Inc.’s incentive ‎distribution rights (IDRs) and general partner economic interests in ‎SEP into 172.5 million newly issued SEP common units
• Represented large offshore oil and gas operator in its $100 million at-‎the-market offering
• Represented oil field service company in two separate $50 million at-‎the-market offering
• Represented regulated utility company in its $175 million private ‎placement of its unsecured senior notes and  its $835 million exchange ‎offer of senior secured notes
• Represented large offshore oil and gas operator in its $200 million ‎public senior convertible notes offering
• Represented master limited partnership in its private placement of ‎payment-in-kind securities,  Rule 144A offering of senior notes,  public ‎offerings of equity securities, and private debt offerings and subsequent exchange offers
• Represented various issuers in Rule 144A note offerings, exchange ‎offers, high yield note offerings and other equity and debt offerings ‎‎(registered and private)‎
• Represents several Fortune 1000 clients in Securities Exchange Act and ‎Securities Act matters

Recent Mergers and Acquisition Transactions

• Represented outdoor advertising company in its $418.5 million ‎acquisition of another outdoor advertising company
• Represented a publicly traded utility in its $4.7 billion acquisition by an investor group
• Represented a publicly traded industrial services company in its $335 million acquisition of a publicly traded industrial services company
• Represented a publicly traded software company in its $135 million acquisition of a company engaged in end-user experience and web application performance monitoring
• Represented a publicly traded distributor and contract manufacturer of specialized components in multiple acquisitions, dispositions and securities matters
• Represented privately held data analytics company in its sell to a private equity group

Professional History

• Partner, Locke Lord LLP
• Member, Firm Executive Committee
• Board of Directors, Adams Resources & Energy, Inc.‎
• Law clerk for the Honorable Thomas M. Reavley, Fifth Circuit Court of Appeals (1997 - 1998)

Professional Affiliations and Recognitions

• Member, American Law Institute
• Member, State Bar of Texas
• Fellow, Texas Bar Foundation
• Member, Austin Bar Association
• Member, Austin Black Bar Association
• Fellow, Leadership Council on Legal Diversity (2016)
• Frank McBee Jr. Fellow, Austin Area Research Organization (2016)
• Leadership Austin Class of 2011
• Rising Star, Texas Super Lawyers (2005 and 2009)
• Power Pipeline Class of 2006
• Leadership Texas Alumnae Association
• ‎2019 Top 10 Super Lawyer by Austin Black Business Journal

Community Leadership

• Austin Area Research Organization, Executive Committee (2018)‎
• Austin Ed Fund, Board of Directors/Executive Committee
• Westcave Outdoor Discovery Center, Board of Directors
• IMPACT Austin, Member
• Junior League of Austin (2007 - Present)
• Jack and Jill of America Inc., Austin Chapter (2008 - Present)
• Meals on Wheels Groceries to Go (Regular Volunteer)