Courtney Cochran Butler

Courtney is co-lead of the firm’s Capital Markets practice group, having advised clients in securities-related transactions with an aggregate value in excess of $100 billion. Courtney is a trusted advisor to her clients, representing Fortune 10, Fortune 100 and Fortune 500 companies across a broad range of industries in connection with their capital markets, M&A and general corporate matters.

As a seasoned capital markets attorney, Courtney advises corporations, investment banks and private equity firms on all forms of capital-raising transactions. Her practice includes registered offerings and private placements of debt securities, including green bonds, tender offers, exchange offers and commercial paper (CP) programs; registered offerings of equity securities, including initial public offerings (IPOs), at-the-market (ATM) offering programs, secondary offerings, preferred stock offerings, bought deals and registered directs; and private investments, including PIPEs and private equity investments.

Equity Capital Markets Transactions

• Represented a syndicate of agents in the commencement of at-the-market offering program of up to 60,000,000 shares of common stock for the largest primary silver producer in the U.S. and the oldest NYSE-listed precious metals mining company in North America.
• Representation of a midstream MLP in its private placement of common units representing limited partner interests
• Representation of a vertically integrated energy business in its offering of 7,400,000 9.00% Class B Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units
• Representation of the underwriters in a $120 million public offering of common stock by an E&P company
• Representation of the sales agents in a $500 million ATM program by a midstream MLP
• Representation of the investors in a $243 million PIPE by a midstream MLP
• Representation of the underwriters in a $150 million offering of common units by a midstream MLP

• Representation of a midstream MLP in a $150 million ATM program
• Representation of the underwriters in a $140 million offering of common units by a midstream MLP
• Representation of the underwriters in a $540 million offering of common units by a midstream MLP
• Representation of the underwriters in a $227 million offering of common units by a midstream MLP
• Representation of a diversified midstream MLP in a $240 million PIPE
• Representation of the underwriters in a $521 million offering of common units by a midstream MLP
• Representation of the underwriters in a $380 million offering of common stock by an E&P company
• Representation of a midstream MLP in a $159 million offering of its common units
• Representation of the underwriters in a $435 million IPO by a midstream MLP
• Representation as special MLP counsel to the underwriters in a $347 million secondary offering of common units in a nitrogen fertilizer MLP
• Representation of the managers in a $300 million ATM program by a midstream MLP
• Representation of midstream MLP in a $59 million PIPE
• Representation of the underwriters in a $315 million offering of common units by a midstream MLP
• Representation of the underwriters in a $224 million offering of common units by an upstream MLP
• Representation of the underwriters in a $291 million secondary offering of the common stock of an E&P company by its controlling stockholder
• Representation of a global supplier of artificial lift products and services in a $198 million offering of its common stock
• Representation of the placement agents in a $250 million registered direct offering of common units for a midstream MLP
• Representation of a crude oil gathering, transportation, storage, distribution and marketing MLP in its $140 million IPO
• Representation of the underwriters in a $450 million IPO by an independent exploration, development and production company
• Representation of the underwriters in a $300 million IPO by a pure-play nitrogen fertilizer MLP
• Representation of the underwriters in a $175.9 million offering of common units by a midstream MLP
• Representation of an E&P company in a $100 million offering of common stock
• Representation of the special committee of an E&P company in connection with its private placement of $500 million of convertible preferred stock to an affiliate
• Representation of the underwriters in a $345 million IPO by an upstream MLP
• Representation of the underwriters in a $1.135 billion IPO by a closed-end fund focused primarily on MLPs in the natural gas infrastructure sector
• Representation of an oil and natural gas production company in a $75 million equity offering
• Representation of an oil and natural gas production company in a $47 million equity offering
• Representation of an oil and natural gas production company in a $53 million equity offering
• Representation of the sales agents in an ATM program by a closed-end fund focused primarily on publicly-traded MLPs in the energy infrastructure sector
• Representation of a midstream MLP in a $143 million offering of common units
• Representation of the underwriters in an offering of common stock by a closed-end fund focused primarily on publicly-traded MLPs in the energy infrastructure sector
• Representation of the underwriters in a $340 million IPO by a midstream MLP
• Representation of the placement agents in a registered direct offering by a closed-end fund focused primarily on publicly-traded MLPs in the energy infrastructure sector
• Representation of the underwriters in a $176 million secondary offering of common units in a midstream MLP
• Representation of an LNG receiving and regasification terminal operator in its $326 million IPO
• Representation of a public GP in a $502 million secondary offering
• Representation of the underwriters in a $237.5 million IPO by an upstream/midstream MLP
• Representation of a midstream MLP in a $103 million offering of common units

Debt Capital Markets Transactions

• Representation of a leading world-wide retailer in its offering of $1.5 billion aggregate principal amount of notes, consisting of $500 million aggregate principal amount of its 2.375% notes due 2029 and $1 billion aggregate principal amount of its 2.950% notes due 2049.
• Representation of a Dow 30 company in its offering of $16 billion aggregate principal amount of its notes
• Representation of a Dow 30 company in connection with its tender offers for up to $5.0 billion aggregate purchase price of its U.S. Dollar and British Pound denominated debt securities
• Representation of a leading, world-wide retailer in connection with its offering of $300 million aggregate principal amount of its Floating Rate notes due 2019, $1.2 billion aggregate principal amount of its 1.750% notes due 2019, $1.25 billion aggregate principal amount of its 1.900% notes due 2020, $1.25 billion aggregate principal amount of its 2.350% notes due 2022, $1 billion aggregate principal amount of its 2.650% notes due 2024, and $1 billion aggregate principal amount of its 3.625% notes due 2047
• Representation of a Dow 30 company in connection with its cash tender offer for up to $8.5 billion aggregate purchase price of its debt securities.
• Representation of a leading, worldwide retailer in connection with its offer and sale of ¥70 billion aggregate principal amount of its 0.183% notes due 2022, ¥40 billion aggregate principal amount of its 0.298% notes due 2024, and ¥60 billion aggregate principal amount of its 0.520% notes due 2027 in an SEC-registered, underwritten offering
• Representation of a midstream MLP in a $350 million 144A high yield notes offering and subsequent exchange offer
• Representation of the underwriters in a $600 million registered notes offering by a midstream MLP
• Representation of a midstream MLP in a $400 million 144A high yield notes offering and subsequent exchange offer
• Representation of the initial purchasers in a $450 million 144A high yield notes offering by a public E&P company
• Representation of the underwriters in an $800 million registered notes offering by a midstream MLP
• Representation of the underwriters in a $500 million registered notes offering by a midstream MLP
• Representation of the initial purchasers in a $200 million 144A high yield notes offering by an E&P company
• Representation of an E&P company in a cash tender offer for its convertible senior notes
• Representation of the initial purchasers in a $115 million 144A notes offering by a wholly-owned subsidiary of a publicly-traded midstream MLP
• Representation of an E&P company in a $200 million 144A high yield notes offering
• Representation of a crude oil refining and refined petroleum products wholesale marketing company in a $150 million registered notes offering
• Representation of a diversified oil and natural gas services supplier in a $173 million registered high yield notes offering
• Representation of a multinational oilfield service and technology company in a $1.25 billion registered notes offering
• Representation of an E&P company in an $800 million registered notes offering
• Representation of the owner and operator of an LNG receiving and regasification terminal in a $183.5 million 144A notes offering and subsequent exchange offer
• Representation of a multinational oilfield service and technology company in a $1.5 billion registered notes offering
• Representation of a multinational oilfield service and technology company in a $1.5 billion 144A notes offering and subsequent exchange offer
• Representation of an E&P company in a $500 million registered notes offering
• Representation of an E&P company in a $1.5 billion registered notes offering
• Representation of the owner and operator of an LNG receiving and regasification terminal in a $2.032 billion 144A notes offering and subsequent exchange offer
• Representation of the underwriters in a $175 million registered notes offering by a midstream MLP

Private Equity Transactions

• Representation of a diversified midstream MLP in the sale of $200 million of preferred equity and warrants
• Representation of the investor in the purchase of preferred equity in a wholesale distributor of motor fuels
• Representation of a diversified midstream MLP in a proposed sale of convertible debt securities
• Representation of an upstream MLP in the sale of $350 million of preferred equity
• Representation of the investors in the purchase of preferred equity in a midstream infrastructure services company
• Representation of the investors in the purchase of $253 million of preferred equity in an E&P company
• Representation of the investor in the proposed purchase of $175 million of preferred equity in a midstream MLP
• Representation of the investors in the purchase of $500 million of convertible preferred equity in a midstream MLP
• Representation of the owner and operator of an LNG receiving and regasification terminal in a $250 million private-equity backed senior secured term loan

Mergers, Acquisitions and Joint Ventures

• Representation of a Dow 30 company in its formation of a strategic entertainment joint venture for the purpose of developing original, interactive content
• Representation of a privately held E&P company in a $525 million equity capital raise from private equity fund in connection with its acquisition of certain strategic upstream and midstream assets in the Anadarko Basin
• Representation of a midstream MLP in a dropdown of additional interests in midstream assets
• Representation of an E&P company in a $350 million joint venture with an energy infrastructure company
• Representation of a private-equity-backed power generation holding company in its acquisition of a cogeneration facility in Nevada
• Representation of an electrical infrastructure services provider in a public merger with an electrical and mechanical solutions provider
• Representation of a public E&P company in the acquisition of an entity that owns oil and natural gas properties located in Texas and Louisiana
• Representation of a private-equity-backed power generation holding company in its acquisition of three combined cycle natural gas fired generation and cogeneration projects located in Florida
• Representation of an electrical infrastructure services provider in its acquisition of assets from a provider of residential solar integration solutions
• Representation of a machining company in its acquisition by a producer and manufacturer of engineered, heavy metal sections
• Representation of a publicly-traded E&P company in a $125 million joint venture with a global investment firm
• Representation of the acquirer in a $3.9 billion public merger with an independent E&P company
• Representation of the acquirer in $280 million acquisition of an international bulk material handling and processing company
• Representation of a privately-held E&P company in a $400 million joint venture with a global investment firm
• Representation of a multinational oilfield service and technology company in its redomestication from Bermuda to Switzerland
• Representation of a Norwegian oilfield services provider in its acquisition of certain assets from a domestic offshore oil and natural gas equipment manufacturer
• Representation of a Norwegian oilfield services provider in its acquisition of a domestic plugging and abandonment company
• Representation of a private equity firm in the $432 million sale of a natural gas storage facility to a midstream MLP

• Named a Notable Practitioner for Capital Markets: Debt, Capital Markets: Equity and Corporate and M&A, IFLR1000, 2024
• Recommended for Capital Markets - Equity Offerings (2017-2024), Capital Markets - Debt Offerings (2019-2024) and Capital Markets - High-Yield Debt Offerings (2020-2021, 2024), Legal 500 United States
• Selected as a Lawyer on the Rise by the Texas Lawyer (2018)
• Recognized as a Acritas Star for outstanding performance (2018)
• Recognized as a Texas Rising Star, Super Lawyers by Thomson Reuters (published in Texas Monthly) (2015)
• Named a Top Lawyer in Houston, Houstonia Magazine (2016)