Philip Haines

Phil is the Co-Head of the firm’s global Capital Markets practice group and helps domestic and international clients of all sizes solve problems, access the capital markets, navigate through complex transactions and achieve their individual business objectives through creative solutions and dedicated client service.

Phil has represented clients in connection with more than 100 public and private offerings of debt, equity, and preferred securities and more than 40 acquisitions or divestitures to consummation. For the last 5 years Phil has worked closely with clients on all aspects of the development and financing of energy infrastructure projects, including negotiation and monetization of 45Q credits and related CO2 transportation and sequestration agreements. He also regularly advises companies in connection with day-to-day questions, corporate governance issues and periodic reporting obligations.

Mergers & Acquisitions and Joint Ventures

• Forcite Helmet Systems Pty Ltd in its sale to GoPro, Inc.
• Private company in its investment into a private company operating a copper/cobalt leaching business in Likasi, DRC
• Minority shareholders in the sale of a private truck sale and repair company
• Surviving entity in the merger of a private cattle business with a private ranch business
• Private company in its investment in a private beef business
• Seller in the sale of a private pipe inspection company
• Seller in the sale of a private data center construction business to a private equity portfolio company
• Colt Midstream in acquiring certain natural gas and liquids gathering and transportation systems
• WGL Midstream Inc. in its sale of 30% of Stonewall Gas Gathering to DTE Midstream
• PBF Energy Inc. in its acquisition of PBF Logistics LP
• Sprint Waste Services, LP in its sale to GFL Environmental Inc.
• Private company in its acquisition of a minority interest in two firearm parts and accessories companies
• Gladieux Energy, LLC in its sale to Sunoco, LP
• Wabash Valley Resources LLC in the sale of a 20% interest to Nikola Corporation
• NYSE-listed energy transition MLP in the sale of certain upstream assets to Bayshore Energy LLC
• NYSE-listed energy transition MLP in the sale of certain upstream assets to Westhoff Petroleum LP
• Private equity portfolio company in its acquisition of a commercial landscaping company
• Management team in the formation and capitalization of a new midstream company
• Sabine Oil & Gas Holdings, Inc. in the $610 million sale of Sabine Oil & Gas Corporation and certain subsidiaries to Osaka Gas USA Corporation
• Private midstream company in the acquisition of a natural gas and liquids gathering and transportation business in North Texas
• Private trenchless construction and engineering company in its acquisition of a private horizontal directional drilling company for approximately $315 million
• Sellers with the sale of their respective equity interests in certain midstream joint venture companies to an NYSE-listed midstream company for approximately $470 million
• UK and US subsidiaries of an Indian parent company in the sale of the subsidiaries to a US portfolio company
• Delaware corporation and its Canadian parent company, a dual-listed (NYSE/TSX) retail energy provider, in the acquisition of EdgePower Inc.
• Dual-listed (NYSE/TSX) retail energy provider in its sale of $100 million aggregate principal amount of Convertible Unsecured Senior Subordinated Debentures
• NYSE-listed midstream master limited partnership in its acquisition of all the general partner interests of one of its subsidiaries from third party owners
• NYSE-listed oil field services company in its acquisition of substantially all of the assets of Well Service Group Inc. and Utility Access Solutions Inc.
• NYSE-listed oil and gas company in the sale of 30% of the membership interests in Olympic Pipe Line Company LLC.
• Private company in its $150 million acquisition of equity interests in a private pipeline company
• Private upstream energy company in the $26 million sale of certain of its assets to the US subsidiary of a foreign energy company
• NYSE-listed midstream master limited partnership in its $2.226 billion acquisition of equity interests and assets from an NYSE-listed master limited partnership
• NYSE-listed energy company in the sale of its interest in certain natural gas and NGL pipelines
• NYSE-listed energy company in the sale of its interest in a natural gas processing plant
• NYSE-listed oil and gas company in an approximately $350 million transaction involving the sale of refined products terminals to an NYSE-listed midstream energy company and the creation of a joint venture
• Private energy infrastructure company in the sale of its minority equity interests in a midstream gas gathering joint venture to an NYSE-listed diversified energy company for approximately $275 million
• NewTech Investment Holdings, LLC in its investment in a private medical technology company via a convertible note
• NewTech Investment Holdings, LLC in a transaction with Orgenesis, Inc.
• Private project company in an investment from a publicly-traded energy company via a convertible note
• Note holder in its debt-for-equity swap with a private firearms manufacturing company
• NewTech Investment Holdings, LLC in its equity investment in a private cancer therapeutics company
• Limetree Bay Terminals LLC in the financing agreement with AMP Capital Investors S.A.R.L. and its affiliates to provide Limetree Bay Terminals LLC with up to $100 million in new capital

Capital Markets: Debt Offerings

• Initial purchasers in USA Compression Partners, LP’s $750 million offering of 6.250% Senior Notes due 2033
• Underwriters in Ramaco Resources, Inc.’s $65 million offering of 8.250% Senior Notes due 2030
• W&T Offshore, Inc. in its $350 million offering of 10.750% Senior Second Lien Notes due 2029
• Underwriters in Ramaco Resources, Inc.’s $57 million offering of 8.375% Senior Notes due 2029
• Initial purchasers in USA Compression Partners, LP’s $1 billion offering of 7.125% Senior Notes due 2029
• Underwriters in Ramaco Resources, Inc.’s $34.5 million offering of 9.00% Senior Notes due 2026, including the full exercise by the underwriters of their option to purchase additional notes
• Sales agent in the commencement of a note distribution program for up to $75 million note distribution program for Scorpio Tankers Inc.
• Underwriters in Scorpio Tankers Inc.’s $25 million offering of 7.00% Fixed Rate Senior Unsecured Notes due 2025
• Private downstream company in an $80 million term loan and revolving loan and related transactions
• Initial purchasers in a $120 million private offering of 5.875% Convertible Senior Notes of CorEnergy Infrastructure Trust, Inc., an NYSE-listed real estate investment trust (REIT) that owns critical energy assets
• Initial purchasers in a $3.0 billion private placement of senior notes of a private midstream company
• Underwriters in Energy Transfer Operating, L.P.’s offering of $750 million of 4.500% Senior Notes due 2024, $1.5 billion of 5.250% Senior Notes due 2029 and $1.75 billion of 6.250% Senior Notes due 2049
• Initial purchasers in Sunoco LP’s private placement of $1 billion of 4.875% Senior Notes due 2023, $800 million of 5.500% Senior Notes due 2026 and $400 million of 5.875% Senior Notes due 2028
• Just Energy Group Inc. in its US$250 million (approximately C$325 million equivalent) non-revolving multi-draw senior unsecured term loan facility. In connection with the loan, the issuer issued an aggregate of 7,462,561 warrants to the Lenders, with each warrant being exercisable for one common share of the issuer
• Underwriters in an offering by Sunoco Logistics Partners Operations L.P. of $750 million aggregate principal amount of its 4.000% senior notes due 2027 and $1.5 billion aggregate principal amount of its 5.400% senior notes due 2047
• Underwriters in the registered offering of $600 million of 3.95% notes of Buckeye Partners, L.P., an NYSE-listed midstream master limited partnership
• Underwriters in the registered offering of $550 million of 3.9% senior notes of a subsidiary of Sunoco Logistics Partners L.P., an NYSE-listed midstream master limited partnership

Capital Markets: Equity Offerings

• Perpetua Resources Corp. in its $71 million public equity offering
• Perpetua Resources Corp. in its $75 million private placement with JPMorgan Chase
• Perpetua Resources Corp. in its $180 million private placement with Agnico Eagle Mines Limited
• Perpetua Resources Corp. in its $325 million bought deal
• B. Riley Securities in a $200 million at-the-market program for Beyond Meat, Inc.
• Perpetua Resources Corp. in its $35 million public equity offering
• Cantor Fitzgerald in a $850 million at-the-market program for Guggenheim Strategic Opportunities Fund
• Private film production company in a private offering of preferred securities
• W&T Offshore, Inc. in its $100 million ATM program
• Ladenburg Thalmann in MIND Technology, Inc.’s public offering of 432,000 Shares of 9.00% Series A Cumulative Preferred Stock
• Sales agent in the commencement of a new at-the-market offering program for PHX Minerals Inc.
• Sales agent in the commencement of a new at-the-market offering program for NextDecade Corporation
• Underwriters in Perpetua Resources Corp.’s $57.5 million offering of common stock, including the full exercise by the underwriters of their over-allotment option
• Underwriters in PHX Minerals Inc.’s offering of 6,175,000 shares of Class A common stock, including the partial exercise by the underwriters of their over-allotment option
• Evolve Transition Infrastructure LP in the commencement of a new at-the-market equity offering program
• Cantor Fitzgerald in the upsizing and recommencement of an at-the-market program for common shares of beneficial interest in Guggenheim Credit Allocation Fund having an aggregate initial offering price of up to $62,469,689
• Cantor Fitzgerald in an at-the-market program for common shares of beneficial interest in Guggenheim Strategic Opportunities Fund having an aggregate initial offering price of up to $159,724,117
• Cantor Fitzgerald in an at-the-market program for common shares of beneficial interest in Guggenheim Taxable Municipal Managed Duration Trust, having an aggregate initial offering price of up to $88,896,812
• Ladenburg Thalmann in an at-the-market equity program for up to 500,000 shares of 9.00% Series A Cumulative Preferred Stock, par value $1.00 per share, and 5,000,000 shares of Common Stock, par value $0.01 per share, of MIND Technology, Inc.
• Cantor Fitzgerald in the commencement of an at-the-market program for up to 2,700,000 common shares of beneficial interest in Guggenheim Credit Allocation Fund, an NYSE-listed, diversified, closed-end management investment company
• Cantor Fitzgerald in the commencement of an at-the-market program for up to 111,250,000 common shares of beneficial interest in Guggenheim Strategic Opportunities Fund, an NYSE-listed, diversified, closed-end management investment company
• Cantor Fitzgerald in the commencement of an at-the-market program for up to 3,000,000 common shares of beneficial interest in Guggenheim Taxable Municipal Managed Duration Trust, an NYSE-listed, diversified, closed-end management investment company
• Sales agent in the commencement of an at-the-market program of up to $120,000,000 maximum aggregate offering price of common units representing limited partner interests and 8.75% Series A Cumulative Redeemable Preferred Units representing limited partner interests in Höegh LNG Partners LP
• Sanchez Midstream Partners LP in the exchange of all of the issued and outstanding Class B Preferred Units of SNMP for newly issued Class C Preferred Units of SNMP and a Warrant Exercisable for Junior Securities
• Underwriters in Energy Transfer Partners, L.P.’s $800 million offering of 32,000,000 7.6000% Series E Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units
• Private upstream company in its formation and initial external equity investment and capitalization
• Underwriters in an offering of preferred stock by CAI International, Inc.
• Sales agent in the upsizing and recommencement by an NYSE-listed diversified, closed-end management investment company of an at-the-market equity program for the offer and sale of up to 14,138,865 Common Shares
• Underwriters in Energy Transfer Partners, L.P.’s  $445 million offering of 7.625% Series D Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units
• Underwriters in Energy Transfer Partners, L.P.’s  $450 million offering of 7.375% Series C Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units
• Underwriters in the $93.389 million follow-on equity offering of an NYSE American-listed, upstream company
• Underwriters in an offering by a NASDAQ-listed commercial real estate MLP of 2,000,000 of its Series C Floating-to-Fixed Rate Cumulative Perpetual Redeemable Convertible Preferred Units
• Underwriters in CAI International, Inc.’ offering of 8.50% Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Stock.
• Sales agent in an NYSE-listed shipping MLP’s commencement of a $120 million at-the-market offering of common units and preferred units
• Sales agent in the commencement by an NYSE-listed diversified, closed-end management investment company of an at-the-market equity program for the offer and sale of up to 5,739,210 Common Shares
• NYSE-listed hospitality advisory company in its commencement of an at-the-market equity program having an aggregate offering price of up to $20 million of Common Stock
• Underwriters in Energy Transfer Partners, L.P.’s $1.5 billion offering of 950,000 6.250% Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units and 550,000 6.625% Series B Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units
• Underwriters in a $1.007 billion follow-on equity offering of 54,000,000 common units representing limited partner interests in Energy Transfer Partners, L.P.
• Spark Energy, Inc. in the commencement of an at-the-market equity program
• Sales agents in the commencement of an at-the-market equity program for common units representing limited partner interests in Energy Transfer Partners, L.P. having an aggregate offering price of up to $1 billion
• Just Energy Group Inc. in the commencement of an at-the-market preferred equity program for Just Energy’s 8.50% Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Shares having an aggregate offering price of up to of $150 million
• Underwriters in the $340 million initial public offering of common units representing limited partner interests in Hess Midstream Partners LP, an NYSE-listed midstream master limited partnership
• Sales agent in the commencement of an at-the-market program for up to 4,750,000 common shares of beneficial interest in Fiduciary/Claymore MLP Opportunity Fund, an NYSE-listed, diversified, closed-end management investment company
• Sales agent in the commencement of an at-the-market program for up to 3,900,000 common shares of beneficial interest in Guggenheim Strategic Opportunities Fund, an NYSE-listed, diversified, closed-end management investment company
• NYSE-listed midstream master limited partnership in its $72 million follow-on offering of common units representing limited partner interests
• Underwriters in the $360 million follow-on offering of common units representing limited partner interests in Dominion Midstream Partners, LP, an NYSE-listed midstream master limited partnership
• Underwriters in the $581 million follow-on offering of limited partnership units representing limited partner interests in Buckeye Partners, L.P., an NYSE-listed midstream master limited partnership
• NYSE-listed midstream master limited partnership in the commencement of a $400 million at-the-market program
• Agent in the commencement of a $12.5 million at-the-market program for 9.00% Series A Cumulative Preferred Stock of Mitcham Industries, Inc., a NASDAQ-listed energy company
• Underwriters in the $56 million follow-on offering of common units representing limited partner interests in Landmark Infrastructure Partners LP, a NASDAQ-listed master limited partnership
• Sales agent in the commencement of an at-the-market program for up to 2,632,734 common shares of beneficial interest in Guggenheim Credit Allocation Fund, an NYSE-listed, diversified, closed-end management investment company
• Underwriters in the $652 million follow-on offering of common units representing limited partner interests in Sunoco Logistics Partners L.P., an NYSE-listed midstream master limited partnership
• Underwriters in the $46 million follow-on offering of 7.90% Series B Cumulative Redeemable Perpetual Preferred Units representing limited partner interests in Landmark Infrastructure Partners LP, a NASDAQ-listed master limited partnership
• Managers in the commencement of a $150 million at-the-market program for Dominion Midstream Partners, LP, an NYSE-listed midstream master limited partnership
• Underwriters in the $157 million follow-on offering of common stock of Laredo Petroleum, Inc., an NYSE-listed energy company
• Underwriter in the $8 million follow-on offering of 9.00% Series A Cumulative Preferred Stock of Mitcham Industries, Inc., a NASDAQ-listed energy company
• Sales agents in the commencement of a $40 million at-the-market program for 8.00% Series A Cumulative Redeemable Perpetual Preferred Units representing limited partner interests in Landmark Infrastructure Partners LP, a NASDAQ-listed master limited partnership
• Underwriters in the $104 million follow-on offering of common stock of Laredo Petroleum, Inc., an NYSE-listed energy company
• Underwriters in the $20 million follow-on offering of 8.00% Series A Cumulative Redeemable Perpetual Preferred Units representing limited partner interests in Landmark Infrastructure Partners LP, a NASDAQ-listed master limited partnership
• Agents in the commencement of a $500 million at-the-market program for Buckeye Partners, L.P., an NYSE-listed midstream master limited partnership
• Sales agents in the commencement of a $50 million at-the-market program for Landmark Infrastructure Partners L.P., a NASDAQ-listed master limited partnership

• Recommended for Energy Transactions: Oil and Gas (2020, 2023-2024), Capital Markets - Equity Offerings (2023-2025), Capital Markets: High-Yield Debt Offerings (2025) and M&A: Middle Market (2024), Legal 500 United States
• Selected as a Rising Star for Mergers & Acquisitions, Texas Monthly and Texas Super Lawyers Magazine, 2014-2024

• Houston Young Lawyers Association
• Life Fellow, Houston Young Lawyers Foundation
• Houston Bar Association
• Texas Young Lawyers Association
• American Bar Association
• Trustee, Texas Bar Foundation