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George G. Young III

Partner

Houston


1221 McKinney Street
Suite 2100
Houston, Texas 77010
T +1 713.547.2081
F +1 713.236.5699

Areas of Practice

Education

  • J.D., Tulane University, 1981, magna cum laude; Order of the Coif; Managing Editor, Tulane Law Review
  • B.A., George Washington University, 1977, with special honors

Bar Admissions

  • Texas
George G. Young III

Guy Young has more than 25 years of experience in corporate securities transactions, including public and private offerings of debt and equity securities, securities laws compliance, corporate governance, mergers and acquisitions and monetization transactions. Mr. Young’s practice focuses on the representation of energy companies and underwriters engaged in transactions with energy companies.

Mr. Young has represented clients based in the United States and Canada in transactions such as:

  • capital markets transactions including registered primary and secondary public offerings, Rule 144A and private placements of common stock, preferred stock and subordinated and senior debt securities;
     
  • private equity and mezzanine debt transactions; asset monetization transactions, such as royalty trusts and production payments;
     
  • securities offerings and acquisitions relying on the Multi-Jurisdictional Disclosure System with Canada;
     
  • roll-up transactions, exchange offers and other recapitalization and restructuring transactions; and
     
  • acquisitions, divestitures and mergers of public and private companies in the United States and internationally.

Honors

  • Texas Super Lawyer in Securities & Corporate Finance, 2009-2013
  • Martindale Hubbell® Law Directory with a Peer Review Rating of AV® Preeminent™
  • Recognized by Chambers USA as a leading practitioner in Capital Markets: Debt & Equity, 2013-2014

Selected Representative Experience


$205 Million Permian Basin Acquisition
Represented E&P company in $205 million acquisition of Permian Basin oil and gas properties.

Ultra Petroleum Corp. Private Placement of Senior Notes
Successfully represented Ultra Petroleum Corp., a public independent oil and gas company engaged primarily in the development, production, operation, exploration and acquisition of oil and natural gas properties, in the private placement of $850 million aggregate principal amount of 6.125 percent Senior Notes due 2024.

Sale of Seanic Ocean Systems
Represented Seanic Ocean Systems, a Houston-based offshore tooling company, in the sale of all of its outstanding stock to SCF Partners.

Ultra 5.75 Percent Senior Notes due 2018 Offering
Successfully represented Ultra Petroleum Corp. (NYSE: "UPL"), an independent oil and natural gas company, in a private placement of $450 million aggregate principal amount of 5.75 percent Senior Notes due 2018.

EV Energy Partners, LP Public Offering of 5.75 Million Common Units
Represented EV Energy Partners, L.P., an independent oil and natural gas company, in a public offering of 5.75 million common units representing limited partner interests.

Consolidated Graphics Sale to R.R. Donnelley
Represented Consolidated Graphics, Inc., a commercial printing company, in its sale for $620 million to integrated communications provider R.R. Donnelley & Sons Company.

$500 Million Senior Secured Syndicated Credit Facility for New Midstream Energy Limited Partnership
Represented Wells Fargo Securities, LLC as lead arranger and Wells Fargo Bank, N.A. as administrative agent in connection with $500 million senior secured syndicated credit facility for QEP Midstream Partners, LP, a midstream energy master limited partnership with assets in Wyoming, Colorado, Utah and North Dakota.

$250 Million Syndicated Credit Facility in Connection with IPO of Midstream Energy Master Limited Partnership
Represented RBS Securities Inc. as lead arranger and JPMorgan Bank, N.A. as administrative agent in $250 million syndicated credit facility in connection with IPO of Phillips 66 Partners LP, a midstream energy master limited partnership formed to operate crude oil, refined petroleum product and natural gas liquids pipeline, terminal and storage systems in the Central and Gulf Coast regions of the U.S.

2013 Series A Preferred Stock Offering
Successfully represented Callon Petroleum Company (NYSE: "CPE"), an independent oil and natural gas company, in an underwritten public offering of 1,578,948 shares of non-convertible 10 percent Series A Cumulative Preferred Stock with gross proceeds of approximately $75 million.

Monetization of Energy Infrastructure Assets - Sale-Leaseback of Natural Gas Liquids Pipeline Gathering System
Represented publicly traded energy exploration and production company in connection with a $225 million sale-leaseback of a natural gas liquids pipeline gathering system.

$500 Million Syndication Credit Facility in Connection with IPO of Master Limited Partnership
Represented the joint lead arrangers and the administrative agent in connection with a $500 million revolving credit facility in connection with the IPO of MPLX L.P., a master limited partnership formed by Marathon Petroleum Corporation.

Combination of Energy Companies
Represented one of the largest independent energy retailers that markets and sells electricity and natural gas in the U.S. in a combination with Public Power, LLC, in order to form the resulting parent company, Crius Energy, LLC, of both entities.

Debt Offering - EV Energy Partners, LP
Successfully represented EV Energy Partners, LP and EV Energy Finance, in the public issuance of $200 million aggregate principal amount of 8 percent Senior Unsecured Notes, due 2019.

Initial Public Offering of 10 Million Trust Units
Represented one of the largest independent energy retailers that markets and sells electricity and natural gas in the U.S. in the initial public offering of its indirect parent company on the Toronto Stock Exchange. The initial public offering of 10 million trust units of the parent raised $100 million. The majority of the net proceeds of the offering were used to purchase an approximate 26.8% interest in the client.

Represented GeoMet, Inc. in Resale Registration Statement by Selling Shareholders
Represented GeoMet, Inc. in filing of resale registration statement by holders of senior convertible preferred stock.

Represented Geokinetics Inc. in Resale Registration Statement by Selling Shareholder
Represented Geokinetics Inc. in filing of resale registration statement by selling shareholder.

Represented Callon Petroleum Company in $78.3 Million Common Stock Offering
Represented Callon Petroleum Company in $78.3 million common stock offering.

Represented Geokinetics Inc. in Private Placement of Warrants and Preferred Stock
Represented Geokinetics Inc. in $30 million private placement of warrants and new series of junior preferred stock.

$1.5 Billion Private Placement of Senior Notes
Represented NYSE-listed independent oil and gas company in connection with private placement of multiple series of senior notes in an aggregate amount equal to $1.5 billion.

Acquisition of Onshore Seismic Data and Multi-Client Data Library Business of Petroleum Geo-Services ASA
Represented Geokinetics, Inc. in its purchase of onshore seismic and multi-client library business of PGS Onshore, Inc.

Public Offering of Shares
Represented Johnson Rice & Company LLC, as joint book-running manager, in a $44.7 million public offering of ordinary shares by Vantage Drilling Company.

Represented Johnson Rice & Company L.L.C. as Underwriter in Equity Offering by Vantage Drilling Company
Represented Johnson Rice & Company L.L.C. as joint book-running manager in $50.9 million public offering by Vantage Drilling Company.

144A Notes Offering
Represented Geokinetics, Inc. in a $300 million placement of senior secured notes under Rule 144A and Regulation S.

Public Stock Offering
Represented Geokinetics, Inc. in a $36.7 million public offering of common stock.

Represented Geokinetics Inc. in Rule 144A Note Offering
Represented Geokinetics Holdings USA, Inc., a subsidiary of Geokinetics Inc., in $300 million Rule 144A offering of 9.75 percent senior secured notes due 2014 in connection with financing of acquisition of onshore seismic business of Petroleum Geo-Services, ASA.

Represented Geokinetics Inc. in Common Stock Offering
Represented Geokinetics Inc. in $38.9 million common stock offering in connection with financing of acquisition of onshore seismic business of Petroleum Geo-Services, ASA.

Represented Callon Petroleum Company in Exchange of Notes and Stocks
Represented Callon Petroleum Company in exchange of 9.75% senior notes due 2010 for 13% senior secured notes due 2016 and shares of common stock and convertible preferred stock.

Public Offerings of Common Units
Represented EV Energy Partners, L.P. in a $71.7 million public offering of common units.

EnerVest Energy Institutional Fund
Represented EnerVest Energy Institutional Fund X, EnerVest Energy Institutional Fund XI, EV Energy Partners and EnerVest Wachovia Co-Investment Fund in their acquisition from Anadarko Petroleum Corporation of $750M of oil and gas properties located in the Austin Chalk Field of Texas.

$78 Million IPO - EV Energy Partners, L.P.
The firm represented EV Energy Partners, L.P. in its initial public offering in September 2006.

Westside Energy
Represented Westside Energy Corporation in a reverse merger with Crusader Energy Group, Inc.

Public Offering
Represented an upstream master limited partnership in its $98 million initial public offering on the NASDAQ Global Market.

Sale of Chinese Assets
Represented a large U.S. independent oil and gas company in the divestiture of its subsidiary which owned assets located offshore mainland China to a company based in Singapore for over $200 million.

Project Finance - Acquisition and Development Financing of a Deepwater Gulf of Mexico Project
Represented a NYSE listed company in the financing of the acquisition of a deepwater Gulf of Mexico project, and the subsequent development financing, including the sale of an interest in the project to a Japanese trading company, the project financing of development costs and the consent solicitation to amend the indenture for outstanding senior notes.

Acquisition of an Energy Company
Represented an American Stock Exchange listed company in the reverse acquisition of affiliated private oil and gas companies for approximately $950 million in common stock.

PIPE - EV Energy Partners, L.P.
Haynes and Boones counseled EV Energy Partners, L.P. in the issuance and sale of $120 million of additional equity securities. Proceeds from that private placement were used to repay all of the company's borrowings under its revolving credit facility, which borrowings were used to finance the previously completed acquisition of Monroe field properties in Louisiana in March 2007, and to fund approximately $25 million of the purchase price of its $100 million Central/East Texas acquisition.

Purchase of Capital C Energy Operations, LP Partnership Interest
Represented EnerVest Energy Institutional Fund X in its purchase of stock from Capital C Energy Operations, LP.

Special Transaction Committee - Texas Genco Holdings, Inc.
The Special Transaction Committee of the Board of Directors of Texas Genco Holdings, Inc. in connection with the sale of the publicly-held interests in Texas Genco to GC Power Acquisition LLC, an entity owned by investment funds affiliated with The Blackstone Group, Hellman & Friedman LLC, Kohlberg Kravis Roberts & Co. L.P. and Texas Pacific Group.

Memberships

State Bar of Texas

Online Publications

07/09/2009 - SEC Proposes Rule Amendments to Facilitate Rights of Shareholders to Nominate Directors
On June 10, 2009, the U.S. Securities and Exchange Commission (the “SEC”) proposed a series of amendments to rules promulgated under the Securities Exchange Act of 1934 (the “Exchange Act”) to facilitate shareholders’ rights to nominate directors.

02/12/2009 - SEC Mandates Interactive Data Financial Reporting
The Securities and Exchange Commission (SEC) issued rules that will require most public companies to file financial statements with the SEC in eXtensible Business Reporting Language (XBRL). Interactive data in XBRL format permits users of financial information to automatically download financial data directly into documents and analytical tools.

SEC Proposes Federal Preemption of Rules of Conduct for Attorneys Practicing Before the Commission

01/31/2003 - 24 - SEC Adopts New Rules on Auditor Independence
On January 28, 2003, the SEC published additional rules regarding the independence of accounting firms that audit the financial statements of public companies. These rules are a result of the Sarbanes-Oxley Act of 2002 (the “Act”) and were adopted by the SEC in accordance with Section 208(a) of the Act, although certain aspects of the rules expand upon the auditor independence provisions of the Act.

01/28/2003 - SEC Adopts Rules Governing Determination and Disclosure of Audit Committee Financial Experts

01/24/2003 - SEC Adopts Rules Governing Disclosure of Non-GAAP Financial Measures and Amendments to Form 8-K

01/24/2003 - SEC Adopts Code of Ethics Disclosure Rules

12/04/2002 - SEC Proposes Rules to Federalize Professional Conduct for Lawyers Practicing Before the SEC

11/01/2002 - SEC Proposes Rules on Internal Controls, Ethics Codes and Financial Experts on Audit Committees

09/18/2002 - NYSE Submits Changes to Corporate Accountability and Listing Standards to SEC for Approval

09/10/2002 - SEC Issues Final Rules On Accelerated Filing Deadlines for Certain Public Companies

09/04/2002 - SEC Issues Final Rules on Certification of Disclosure in Quarterly and Annual Reports

08/30/2002 - Sarbanes-Oxley Prohibition on Loans to Executives May Conflict with Compensation Practices

08/30/2002 - Sarbanes-Oxley Act of 2002: SEC Adopts Amendments to Accelerate Section 16 Filings

08/14/2002 - Sarbanes-Oxley Act of 2002: Important Changes to Insider Reporting Deadlines under Section 16

08/09/2002 - Sarbanes-Oxley Act of 2002: Suggestions for Compliance

U.S.-Canadian Cross-Border Acquisitions: Securities Law Considerations

01/14/2002 - Enron Bankruptcy: Purchasing Assets from Enron and its Subsidiaries and Affiliates
Enron announced in court Friday, January 11, that it had selected UBS Warburg’s bid for its wholesale commodity trading business.  Many details concerning the sale remain to be resolved through the bankruptcy court process. Importantly for Haynes and Boone’s energy clients, there are many other Enron assets remaining on the auction block. 

12/05/2001 - Enron Bankruptcy: Counter-Party Rights Under Derivative Contracts
The bankruptcy filing by Enron Corp. and several of its subsidiaries, including its principal energy trading subsidiary, creates a number of issues for our clients, including those clients who are in the exploration and production business and who have entered into financial and physical swaps, puts and other derivative contracts with Enron or one of its subsidiaries.