Adam Nalley represents public and private companies in corporate and securities matters, including equity and debt capital markets transactions, mergers and acquisitions, SEC compliance, private equity investments, corporate governance, and general corporate and commercial matters.
Adam represents clients across a range of industries, including the energy (upstream, midstream and downstream), oilfield services, clean tech, death care services and manufacturing industries. He also represents investment banking firms, investors and issuers in capital market transactions.
Honors & Recognitions
Texas Rising Stars, Mergers & Acquisitions, 2014-2020
Houston Young Lawyers Association, Member
J.D., University of Houston Law Center, cum laude, 2009
Order of the Barons
Houston Law Review, Notes and Comments Editor
B.A., Texas A&M University, History and International Studies, magna cum laude, 2003
Adam’s representations have included the following:
- An NYSE-listed diversified energy company in multiple transactions, including its $45 million acquisition of select refining assets in Hawaii, its financing of its $358 million acquisition of a refinery and logistics business in the Pacific Northwest, its $300 million senior secured notes offering, its common stock rights offerings totaling $100 million, its $115 million convertible senior notes offering, and its $74.8 million registered direct offering of common stock.
- An NYSE-listed death care services company in its offering of $325 million of senior notes and in its exchange of approximately $115 million of its convertible senior notes for common stock and cash.
- A private equity firm in its majority investment in a construction services company.
- A seller regarding the sale of its Texas-based frac valves business to a private equity fund for $30 million.
- An NYSE-listed exploration and production company in a private placement and exchange offer of $200 million of senior notes.
- A seller regarding the sale of an IT services business to a private equity investor.
- An NYSE-listed exploration and production company in a $200 million senior note offering.
- A private equity investor in recapitalizing and acquiring several oilfield services companies.
- The special committee of the board of directors in a going-private transaction.
- 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.
- Underwriters of an exploration and production company's $250 million IPO focused on exploring, acquiring, and developing oil and natural gas resources in the Eagle Ford shale.
- An NYSE- and Amex-listed international offshore drilling company in Rule 144A note offering of $1 billion, and subsequent tack-on offering of $225 million.
- Underwriters in IPOs and follow-on public offerings of equity securities by companies in the energy industry.
- Private equity firms in portfolio company investments, acquisitions and dispositions.
- An NYSE oilfield services company in an internal reorganization of its domestic and international subsidiaries.
- Forming and capitalizing of new business entities.
- Negotiating joint ventures, stockholder agreements and limited liability company agreements.
- Preparing and reviewing commercial agreements.
- Acquisitions by both publicly and privately held companies in various industries.
- Publicly held companies in general representations regarding corporate governance and SEC reporting and compliance.
- Porter Hedges Represents Par Pacific Holdings in its Pricing of Private Offering of $105 Million of 12.875% Senior Secured Notes Due 2026Firm News, 05.28.2020
- Recognition, 03.06.2020
- Porter Hedges Represents Carriage Services in its $75 Million Senior Notes Offering and Amendment to its Credit FacilityFirm News, 12.19.2019
- Porter Hedges Represents Synthesis Energy Systems in its $36 Million Acquisition of Australian Future EnergyFirm News, 10.11.2019
- Porter Hedges Represents Par Pacific in its Agreements to Exchange $31.7 Million of its 5.00% Convertible Senior Notes Due 2021 for Common Stock and CashFirm News, 05.16.2019
- Recognition, 03.04.2019
- Firm News, 01.23.2019
- Porter Hedges Represents Par Pacific in Financing its $358 Million Acquisition of U.S. Oil & Refining Co. in WashingtonFirm News, 01.15.2019
- Porter Hedges Represents Par Pacific in the Closing of its $45 Million Acquisition of Select Refining Assets from Island Energy ServicesFirm News, 12.20.2018
- Firm News, 10.16.2018
- Porter Hedges Represents Par Pacific in the $45 Million Acquisition of Select Refining Assets from Island Energy ServicesFirm News, 08.30.2018
- Firm News, 05.31.2018
- Porter Hedges Represents Carriage Services in Connection with its Exchange of Approximately $115 Million of its Convertible Subordinated NotesFirm News, 05.16.2018
- Firm News, 03.27.2018
- Firm News, 03.12.2018
- Porter Hedges Represents Par Pacific in $70M+ Acquisition of Cenex® Zip Trip Retail Locations in Washington and IdahoFirm News, 01.09.2018
- Firm News, 12.21.2017
- Porter Hedges Represents Family-Owned Oildom Publishing in its Acquisition by Gulf Publishing CompanyFirm News, 05.01.2017
- Firm News, 03.08.2017
- Porter Hedges Represents Red Mountain Energy and IOG Capital in the Sale of STACK Position to SandRidge EnergyFirm News, 02.28.2017
- Porter Hedges Represents Energy Transfer in the Closing of a $2B Sale of a Minority Stake in Bakken Pipeline Project to Enbridge and Marathon PetroleumFirm News, 02.16.2017
- Porter Hedges Represents Seaport Global Securities in $69M Common Stock Offering by Abraxas PetroleumFirm News, 02.07.2017
- Firm News, 08.26.2016
- Firm News, 08.25.2016
- Porter Hedges Represents Energy Transfer and Sunoco Logistics in the $2B Sale of a Minority Stake in Bakken Pipeline Project to Enbridge and Marathon PetroleumFirm News, 08.03.2016
- Firm News, 06.23.2016
- Firm News, 06.21.2016
- Porter Hedges Represents Par Pacific Holdings in the $271M Proposed Acquisition of Wyoming Refining CompanyFirm News, 06.17.2016
- Porter Hedges Represents Johnson Rice & Company and Canaccord Genuity in a $27M Public Offering by Abraxas PetroleumFirm News, 05.25.2016
- Porter Hedges Represents Credit Suisse Securities (USA) and J.P. Morgan Securities in $95 Million Public Offering by Callon PetroleumFirm News, 03.09.2016
- Firm News, 03.04.2016
- Firm News, 02.17.2016
- Firm News, 11.23.2015
- Firm News, 11.18.2015
- Firm News, 03.13.2015
- Firm News, 03.06.2015
- Firm News, 02.02.2015
- Media Mention, 05.08.2019
- Media Mention, 03.31.2019
- Media Mention, 01.25.2019
- Media Mention, 10.24.2018
- Media Mention, 10.19.2018
- Media Mention, 10.15.2018
- Media Mention, 05.03.2017
- Media Mention, 08.08.2016
- Media Mention, 08.04.2016
- Media Mention, 08.03.2016
- Media Mention, 08.03.2016
- "Enbridge Energy Partners, Marathon Petroleum to buy $2B stake in pipeline system," Houston Business JournalMedia Mention, 08.03.2016
- Media Mention, 11.03.2014
- Media Mention, 10.28.2014
State Bar of Texas, Member
Houston Bar Association, Member
Houston Young Lawyers Association, Member