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Professionals

Education

J.D., summa cum laude, The University of Texas School of Law, Grand Chancellor, 2008

B.B.A., summa cum laude, Economics and Finance, Loyola University New Orleans, 2005

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Texas

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Joe Morrel is a partner in the corporate practice group of Porter Hedges. He represents public and private companies in mergers and acquisitions, as well as in general corporate matters and compliance with securities laws.

Joe advises clients in the acquisition or disposition of businesses and going concerns through mergers, equity purchase agreements, asset purchase agreements (including out of Section 363 bankruptcy proceedings), and other forms of combination or exchange agreements. He also represents clients in the formation of new companies and the negotiation of joint ventures, stockholder agreements and limited liability company agreements. In addition, Joe has prepared and reviewed various commercial agreements for his clients, including supply, master services, confidentiality, licensing, employment, and consulting agreements.

Joe has been selected for inclusion in the 2013, 2014, 2015, 2016, 2017 and 2018 Texas Rising Stars list for Mergers & Acquisitions. Prior to joining Porter Hedges, Joe clerked for the Honorable Carolyn Dineen King of the United States Court of Appeals for the Fifth Circuit. While in law school, he served as a member of the Texas Law Review and as a Teaching Quizmaster. Additionally, he is a member of the Order of the Coif.

Representative Experience

Mergers and Acquisitions

Energy Industry – Joe Morrel’s experience with energy-related mergers and acquisitions includes asset and equity transactions involving oilfield services companies and equity transactions in the midstream and upstream segments.

  • Represented Davis Petroleum Acquisition Corp. in all-stock merger agreement with Yuma Energy, Inc.
  • Represented public oilfield services company in spinoff disposition of assets.
  • Represented Azure Midstream Energy in the leveraged equity acquisition of TGGT Holdings from BG Group and EXCO in a transaction valued at $910 million.
  • Represented Thomas Petroleum in combination transaction with Pilot Logistics Services.
  • Represented EPL Oil & Gas in the equity acquisition of a Hilcorp Energy subsidiary owning upstream assets located in the Gulf of Mexico in a transaction valued at $550 million.
  • Represented Cameron International Corporation (NYSE: CAM) in the stock acquisition of LeTourneau Technologies Drilling Systems, Inc. from Joy Global (NYSE: JOY) in a transaction valued at $375 million.
  • Represented Cameron International Corporation (NYSE: CAM) as US counsel in the stock acquisition of TTS Energy from TTS Group in a transaction valued at $270 million.
  • Represented the special committee of Benchmark Performance Group, Inc., in a four-company combination transaction sponsored by SCF Partners.
  • Represented a family-owned NGL retail company in the contribution to and formation of an MLP with a combined value of approximately $100 million.
  • Represented oilfield equipment manufacturer in the $62.5 million strategic acquisition from private individuals of five manufacturing companies, including a company formed under the laws of the Sultanate of Oman.
  • Represented the sellers in the sale of a closely held oilfield services company to a private-equity sponsored acquirer for a combined cash and stock value of approximately $50 million.
  • Represented the sellers in the sale of Grayson Armature Large Motor Division, Inc. and Grayson Armature Orange Texas, Inc. in the equity sale to Sulzer, Ltd.
  • Represented the sellers in the sale of a family-owned oilfield services company to a private-equity sponsored acquirer in a transaction valued at $15 million.
  • Represented oilfield equipment manufacturer in disposition of assets located in Eastern Europe.
  • Represented NYSE listed oilfield services company in disposition of assets located in Texas.

Additional M&A Experience

  • Represented Quantum Capital in the acquisition by merger of Apache Industrial Services.
  • Represented an international plastics manufacturer in the stock acquisition of an Italian joint stock company’s US and Canadian operations in a transaction valued at $200 million.
  • Represented an international plastics manufacturer in a Sec. 338(h)(10) stock acquisition of a family-owned company in a transaction valued at $90 million.
  • Represented the US subsidiary of a private-equity sponsored and UK-based provider of remote medical and safety services in a merger with a US provider of travel insurance and emergency extrication services resulting in a combined entity with valued at approximately $60 million.
  • Represented a private-equity sponsor in a contribution agreement with the owners of a closely held company providing rail-car cleaning services and government contractor services in a transaction valued at approximately $26 million.
  • Represented an international plastics manufacturer in a Sec. 338(h)(10) stock acquisition of a closely held S corporation with an approximate value of $25 million.
  • Represented UGHS Senior Living, Inc. in sale of senior care company to Cornerstone Health Group Holding, Inc. for $24.75 million under §363 of the bankruptcy code.
  • Represented debtor in sale of hospital company under §363 of the bankruptcy code.
  • Represented a private equity portfolio company in the equity acquisition of a privately held manufacturer of industrial silencers in a transaction valued at $19 million.
  • Represented a private equity sponsored recycling company in the sale of all of the glass collecting assets of one of its subsidiaries to a strategic buyer in a transaction valued at approximately $7.5 million.
  • Represented a family-owned company in a Sec. 338(h)(10) stock acquisition of a closely held S corporation involved in manufacturing specialty firearms and munitions in a transaction with an approximate value of $3 million.

Representative Securities Work

  • Represented PetroQuest Energy (NYSE: PQ) in public offering of $150 million of senior notes.
  • Represented PetroQuest Energy (NYSE: PQ) in private placement and exchange offer of $200 million of senior notes.
  • Represented US Well Services in private placement of $46 million of senior secured notes.
  • Represented exploration and production and oilfield service companies with '34 Act reporting compliance.

Closely Held Companies and Other Matters

  • Represented oilfield services company in negotiation of warrants in connection with establishing a lending facility to fund acquisitions.
  • Represented the sellers in the sale of a closely held oilfield services company to a private-equity sponsored acquirer for a combined cash and stock value of approximately $50 million.
  • Represented the sellers in the sale of a family-owned oilfield services company to a private-equity sponsored acquirer in a transaction valued at $15 million.
  • Represented the sellers in the sale of Grayson Armature Large Motor Division, Inc. and Grayson Armature Orange Texas, Inc. in the equity sale to Sulzer, Ltd.
  • Assisted two owners of a closely held printing shop company negotiate the buyout of a third owner’s equity interest.
  • Assisted Family-owned investment company with tax-free restructuring of real estate assets and buyout of partner.
  • Assisted founder of craft malt brewer with company formation and initial capitalization.
  • Assisted founders of independent oil and gas E&P company with company formation and initial capitalization.
  • Advised the management and board of a company with the fiduciary duties in a "going dark" transaction, counseled a company in restructuring its subsidiaries in compliance with state laws and with its existing credit facility, and advised a company in connection with implementing a stock repurchase program.

Professional / Civic Affiliations

  • American Bar Association, Member
  • State Bar of Texas, Member
  • Houston Bar Association, Member
  • Houston Bar Association, Merger and Acquisitions Section, Council Member
  • Houston Livestock Show & Rodeo, Gatekeepers Committee Member (2013-present)
  • Texas Bar Foundation, Fellow
  • University of Texas School of Law Houston Young Alumni Steering Committee, Member

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