Joseph L. Morrel

Education

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

Grand Chancellor
Teaching Quizmaster
Texas Law Review
Order of the Coif

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

Admissions

Texas

Clerkships

• The Honorable Carolyn Dineen King of the United States Court of Appeals for the Fifth Circuit

Joe’s representations include the following:

Energy Industry Mergers and Acquisitions

• Davis Petroleum Acquisition Corp. in an all-stock merger agreement with Yuma Energy, Inc.
• A public oilfield services company in a spin-off disposition of assets.
• Azure Midstream Energy in the leveraged equity acquisition of TGGT Holdings from BG Group and EXCO in a transaction valued at $910 million.
• Thomas Petroleum in a combination transaction with Pilot Logistics Services.
• 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.
• 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.
• 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.
• The special committee of Benchmark Performance Group, Inc. in a four-company combination transaction sponsored by SCF Partners.
• A family-owned NGL retail company in the contribution to and formation of an MLP with a combined value of approximately $100 million.
• An 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.
• The sellers in selling a closely held oilfield services company to a private equity sponsored acquirer for a combined cash and stock value of approximately $50 million.
• The sellers in selling Grayson Armature Large Motor Division, Inc. and Grayson Armature Orange Texas, Inc. in the equity sale to Sulzer, Ltd.
• The sellers in selling a family-owned oilfield services company to a private equity sponsored acquirer in a transaction valued at $15 million.
• An oilfield equipment manufacturer in disposing of Eastern European assets.
• An NYSE-listed oilfield services company in disposing of Texas assets.

Non-Energy Mergers and Acquisitions

• Quantum Capital in its acquisition-by-merger of Apache Industrial Services.
• An international plastics manufacturer in acquiring the stock of an Italian joint stock company’s US and Canadian operations in a transaction valued at $200 million.
• An international plastics manufacturer in a Sec. 338(h)(10) stock acquisition of a family-owned company in a transaction valued at $90 million.
• 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 valued at approximately $60 million.
• 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.
• An international plastics manufacturer in the Sec. 338(h)(10) stock acquisition of a closely held S corporation with an approximate value of $25 million.
• UGHS Senior Living, Inc. in its sale of a senior care company to Cornerstone Health Group Holding, Inc. for $24.75 million under §363 of the bankruptcy code.
• A debtor in selling a hospital company under §363 of the bankruptcy code.
• A private equity portfolio company in the equity acquisition of a privately held manufacturer of industrial silencers in a transaction valued at $19 million.
• A private equity sponsored recycling company in selling all of the glass collecting assets of one of its subsidiaries to a strategic buyer in a transaction valued at approximately $7.5 million.
• A family-owned company in its 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

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

Closely Held Companies and Other Matters

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

News

Media Mentions

Publications

Speaking Engagements

State Bar of Texas, Member

American Bar Association, Member

Houston Bar Association, Member

Houston Bar Association, Merger and Acquisitions Section, Council Member

Texas Bar Foundation, Fellow

University of Texas School of Law Houston Young Alumni Steering Committee, Member

Houston Livestock Show & Rodeo, Gatekeepers Committee Member (2013-present)