In the News

Haynes and Boone Advises in $73 Million Construction Loan for Hawaiian Biomass Facility Construction

A team of Haynes and Boone, LLP attorneys advised Deutsche Bank in arranging a loan to fund construction of a $73 million, 7.5-megawatt (net) biomass-to-energy facility near Koloa on the Hawaiian island of Kaua’i that will sell its output to Kaua’i Island Utility Cooperative (KIUC). >>



Recent Publications

Trends in Oil and Gas Financing

An oil and gas revolution is occurring in the U.S., transforming the U.S. economy. An enormous amount of capital will be required to develop and produce shale oil and gas, and to develop the necessary infrastructure of pipelines, storage facilities, processing plants, refineries and related facilities. >>

31st Annual Review of Developments in Business Financing - Developments and Trends in Oil and Gas Financings 2013

An oil and gas energy revolution is occurring in the United States, creating a “historic opportunity to reinvigorate the U.S. economy and greatly strengthen the nation’s global geopolitical position”. >>



Theresa Einhorn

Partner

Houston


1221 McKinney Street
Suite 2100
Houston, Texas 77010
T +1 713.547.2078
F +1 713.236.5624

Areas of Practice

Education

  • J.D., Georgetown University Law Center, 1977, Lead Articles Editor, Law and Policy in International Business, 1976-1977
  • M.A., University of Wisconsin, 1974
  • B.A., University of Delaware, 1973, with high honors

Bar Admissions

  • Texas
  • New York
  • District of Columbia
Theresa Einhorn

Theresa Einhorn has more than 25 years experience in complex commercial financial transactions. Her industry-specific experience includes energy, real estate, manufacturing, financial services, sports and a broad range of other industries.

Ms. Einhorn has represented:

  • Lead agents, arrangers, lenders and borrowers in syndicated credit transactions involving revolving credit facilities, term loans, first and second lien facilities, complex intercreditor agreements, subordinated loans, letters of credit, multi-currency facilities, cross-border financings, merger and acquisition financings, hedging transactions, project financings and structured credit transactions.
  • Lenders, borrowers and other participants in a wide range of other credit transactions, including bond transactions, commercial paper programs, securitization of assets and leasing transactions.
  • Lenders, borrowers and other participants in project development.
  • Lenders and borrowers in oil and gas reserve-based financings and specialized energy financing vehicles.
  • Lenders and borrowers in loan workouts and restructurings.
  • Companies in private placements of debt and public offerings of debt securities.
  • Sellers and purchasers in acquisitions and divestitures, joint ventures and other corporate transactions.
  • Lenders and borrowers in construction lending, real estate acquisition financings, permanent real estate loans and tax credit financings.
  • Corporate trustees in various corporate finance and municipal finance transactions.
  • Mortgage companies in purchases and sales of servicing rights and loan portfolios.

Professional Recognition

Theresa has been selected to be listed in:

  • Chambers USA: America's Leading Lawyers for Business 2013-2014, for Banking & Finance. One source says, "She is thoughtful in discussions and represents us and our interests so well. She is always very cognizant of whom she is representing. She streamlines deals for us and always brings the full force of the firm to the table. When I have a deal I want her on it."
  • 2013 Top Rated Lawyer in Energy, Environmental and Natural Resources, American Lawyer Media and Martindale-Hubbell
  • Best Lawyers in America, Banking and Finance Law, Bankruptcy and Creditor Debtor Rights/Insolvency and Reorganization Law, 1983-2015
  • International Who's Who of Business Lawyers, 2009, Law Business Research
  • Martindale-Hubbell® Law Directory with an AV® Peer Review Rating of Preeminent 5.0 out of 5

Professional Leadership

  • American Bar Association - Section of Business Law
    • Business Financing Committee - Immediate Past Chair 2010–2013
  • American College of Commercial Finance Lawyers, Fellow
  • Houston Commercial Finance Lawyers' Forum, Vice Chair
  • Texas Association of Bank Counsel, Director, 1993-1996

Community Involvement

  • Society for the Performing Arts - Executive Committee and Board of Directors
  • Houston Greater Partnership - Executive Women's Committee
  • United Way of Greater Houston - Women's Initiative
  • Selected to participate in the Fall 2007 Business and Civic Executive Leadership Forum sponsored by the Center for Houston's Future

Selected Representative Experience


Reserve-Based Secured Credit Facility up to $150 Million for Ring Energy, Inc.
Represented SunTrust Bank, as sole arranger and bookrunner and administrative agent in connection with a revolving credit facility in an amount up to $150 million for Ring Energy Inc., an oil and gas exploration, development and production company, secured by the borrower's oil and gas properties in Kansas and Texas.

$1.5 Billion Syndicated Credit Facility
Represented lead arranger and administrative agent in connection with $1.5 billion syndicated revolving credit facility for an instrumentality of a United States Government agency.

$7 Billion Syndicated Credit Facility
Represented the joint lead arrangers and joint bookrunners in connection with a $7 billion syndicated revolving credit facility for ConocoPhillips, the largest independent oil and gas exploration and production company in the world. 

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.

$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.

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.

Deutsche Bank/Green Energy Team Hawaii Biomass Project
Represented Deutsche Bank Securities Inc., as Mandated Lead Arranger and Lender for a $76.1 million loan facility to fund construction of a 7.5-megawatt (net) biomass-to-energy facility on the island of Kaua'i, Hawaii.

$11.8 Billion Credit Facilties in Connection with Spinoff of Largest Independent U.S. Oil Refining Company
Represented the joint lead arrangers and bookrunners on the $11.8 billion syndicated financing ($4 billion revolving credit facility, $5 billion bridge loan, and $2.8 billion term loan) for Phillips 66, in connection with its spin off from ConocoPhillips to become a separate publicly traded company and largest independent refiner in the U.S.

$250 Million Senior Secured Syndicated Credit Facility for Propane and Refined Fuel Marketing Company
Represented lead arranger and bookrunner, and administrative agent, in connection with a $250 million secured syndicated revolving credit facility for Suburban Propane, L.P., a wholly owned subsidiary of Suburban Propane Partners, L.P., a publicly traded master limited partnership engaged in nationwide marketing and distribution of, propane, fuel oil and refined fuels, and marketing of natural gas and electricity in deregulated markets.

$2 Billion Syndicated Credit Facility for Master Limited Partnership
Represented lead arranger and administrative agent in connection with $2 billion syndicated credit facility for Enbridge Energy Partners, L.P., a publicly traded master limited partnership that owns and operates oil and natural gas transportation, storage, processing and marketing assets.

$1.5 Billion Syndicated Credit Facility for Publicly Traded E&P Company
Represented lead arranger and administrative agent in connection with a $1.5 billion syndicated credit facility for QEP Resources, Inc., a NYSE-listed leading independent natural gas and oil exploration and production company with operations focused in the Rocky Mountain and Midcontinent regions of the United States, and natural gas gathering, processing and storing assets.

$200 Million Hedged Crude Oil Inventory Credit Facility
Represented lead arranger and administrative agent in connection with a $200 million syndicated revolving credit facility for Sunoco Partners Marketing & Terminals L.P., a subsidiary of Sunoco Partners, L.P., a publicly traded master limited partnership engaged in the business of owning and operating crude oil and refined products pipelines and terminaling and storage facilities, and crude oil acquisition and marketing assets.

$350 Million Syndicated Credit Facility
Represented lead arranger and administrative agent in connection with $350 million syndicated revolving credit facility for Sunoco Logistics Partners Operations, L.P., a wholly owned subsidiary of Sunoco Logistics Partners L.P., a NYSE listed publicly traded master limited partnership engaged in the business of owning and operating crude oil and refined products pipelines and terminaling and storage facilities, and crude oil acquisition and marketing assets.

$7.5 Billion Syndicated Credit Facility - Integrated International Energy Company
Represented the joint lead arrangers and the administrative agent in connection with a $7.5 billion multicurrency revolving credit facility for an integrated international energy company.

Sale of Oil and Gas Properties
Represented Texas American Resources Holdings in the sale of its Denver-Julesburg Basin assets in Colorado and Wyoming for approximately $150 million.

$1.2 Billion Credit Facility - Natural Gas Pipeline Master Limited Partnership
Represented lead arranger and administrative agent in connection with $1.2 billion syndicated senior credit facility for ONEOK Partners, L.P., one of the largest publicly traded master limited partnerships (formerly known as Northern Border Partners), engaged in gathering, processing, storage and transportation of natural gas.

$125 Million Second Lien Debt - Negotiation of Intercreditor Agreement
Represent lead second lien term loan lender in connection with negotiation of intercreditor agreement and restructuring of $125 million second lien debt of a manufacturing company with operations in the U.S. and Europe.

$1 Billion Credit Facility - Pipeline Master Limited Partnership
Represented the lead arranger and the administrative agent in connection with the $1 billion syndicated revolving credit facility for El Paso Pipeline Partners Operating Company, L.P., the operating company subsidiary of El Paso Pipeline Partners L.P., a publicly traded master limited partnership and the largest operator of interstate natural gas pipelines in North America.

$200 Million Second Lien Loan - Acquisition of Oil and Gas Properties
Represent second lien lender and agent in connection with $200 million second lien loan for acquisition of Barnett Shale Properties, including negotiation of intercreditor agreement between first lien lenders and hedge providers and second lien lenders.

$1.2 Billion Credit Facility - Natural Gas Distribution and Marketing Company and Public Utility
Represented lead arranger and administrative agent in connection with $1.2 billion syndicated credit facility for ONEOK, Inc., a public company engaged in natural gas distribution and marketing, and providing service as a regulated public utility to wholesale and retail customers. It is the sole general partner of ONEOK Partners, L.P., one of the largest publicly traded master limited partnerships.

$1.5 Billion Syndicated Credit Facility
Represented the joint lead arrangers and the administrative agent in connection with the $1.5 billion senior syndicated credit facility for EQT Corporation, one of the largest natural gas producers in the Appalachian Basin, and the owner of a regulated natural gas distribution subsidiary, Equitable Gas.

$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.

Represent Lead Arranger in Syndicated Financing for the Owners of an NFL Team
Represented Sumitomo Mitsui Banking Corporation as a lead arranger and as the administrative agent in connection with syndicated financing for the owners of the Minnesota Vikings, an NFL team.

Bosque Power Company, LLC
Representation of Prepetition Agent and Working Group of Lenders in the 2010 Chapter 11 of Bosque Power Co LLC and its affiliates. The Texas-based electricity generation company borrowed approximately $410 million in January 2008 in part to fund a conversion of two of its combustion turbines. The Prepetition Agent and the Working Group of Lenders terminated the exclusivity period and confirmed a plan of reorganization in the fall of 2010.

$180 Million Private Placement of Senior Notes
Represent a leading marine terminal company as issuer of $180 million senior notes in a private placement transaction.

$350 Million Credit Facility - Oilfield and Technology Services Company
Represented lead arranger and administrative agent in connection with $350 million syndicated credit facility for FMC Technologies, Inc., a global provider of technologically sophisticated systems and products for the energy industry such as subsea production and processing systems.

$1 Billion Credit Facility - Global Engineering, Construction and Services Company
Represented lead arranger and administrative agent in connection with $1 billion multicurrency syndicated senior credit facility for KBR, Inc., a global engineering, construction and services company and the world's largest defense services provider, with employees and operations throughout the world.

$2.65 Billion Credit Facility - U.S. & Canadian Oil and Natural Gas Production Company
Represented lead arranger and administrative agent in connection with a $2.65 billion syndicated senior credit facility with Canadian dollar subfacility for Devon Energy Corporation, an independent oil and natural gas exploration and production company with operations focused onshore in the U.S. and Canada.

$500 Million Commercial Paper Program
Represented chemical manufacturing company as issuer in connection with negotiation of documentation for $500 million commercial paper program.

$1.3 Billion Acquisition Facility
Represented the administrative agent and arranger in a $1.3 billion secured acquisition facility to a publicly-held manufacturing company involved in the packaging and ceramics business.

$1.9 Billion Acquisition Financing - Publicly Traded Refineries
Represented lead arranger, book manager, administrative agent, and lender, in a secured syndicated $1.9 billion acquisition and working capital financing, including a revolving credit facility and a term loan, to finance the merger of two publicly traded companies. The merger created the fourth largest publicly traded independent refiner and marketer in the United States. The credit facilities were secured by first and second liens in multiple jurisdictions on refineries, pipelines, accounts receivable, inventory (including crude oil, refined products, and other inventory), and other collateral.

$1.5 Billion Secured Acquisition Finance - Oil and Gas Reserves
Represent the lead agent and arranger, in a syndicated secured acquisition financing (master note amount of $1.5 billion) financing the purchase of Michigan, Indiana, and Kentucky assets, secured by oil and gas reserves in multiple states. (M&A Deal of the Year under Oil and Gas Investor’s Top Deals for 2007)

$750 Million Syndicated Facility - Midstream Energy Master Limited Partnership
Represented the administrative agent and the joint lead arrangers and joint book managers, on a $750 million syndicated revolving credit facility in conjunction with the IPO of a midstream energy publicly traded master limited partnership. The borrower owns and operates pipelines and associated underground natural gas and other storage facilities.

$100 Million 364-Day Revolving Credit Facility - Pipelines, Terminalling, and Storage Facilities
Representation of the administrative agent and joint lead arranger and bookrunner, on a $100 million, unsecured, syndicated, 364-day supplemental liquidity facility for a publicly traded master limited partnership to acquire, own, and operate a geographically diverse group of crude oil and refined product pipelines, terminalling, and storage facilities, and to engage in transporting, terminalling, and storage services.

$400 Million Secured Acquisition Facility - Producing and Undeveloped Gas Fields
Represented a lender in a senior secured syndicated $400 million first lien revolving credit acquisition facility, secured by oil and gas properties in several states. This transaction also involved negotiation of a second lien secured credit facility. Proceeds were used for the acquisition of producing gas fields and undeveloped acreage in Texas, the Texas Gulf Coast, and Louisiana from EXCO Resources., Inc.

$1.5 Billion Syndicated Credit Facilities - Natural Gas Industry
Representation of the administrative agent, lead arranger, and book manager, on a $700 million unsecured syndicated term loan facility and a $800 million unsecured syndicated revolving credit facility for a natural gas exploration and production, gas gathering, processing and storage, and energy trading company.

$400 Million Syndicated Credit Facility - Fortune 500 Company Involved in Natural Gas Business
Representation of the administrative agent, and lead arranger and book manager, on a $400 million syndicated revolving credit facility for a Fortune 500 company engaged in the natural gas distribution and marketing businesses and 47.8 percent owner of a publicly traded master limited partnership engaged in the natural gas transmission and storage business.

Memberships

  • State Bar of Texas
  • The District of Columbia Bar
  • New York Bar
  • American Bar Association
  • Houston Bar Association
  • New York State Bar Association
  • Texas Association of Bank Counsel
  • Houston Commercial Finance Lawyers Forum
  • Women's Energy Network

Online Publications

06/26/2013 - Trends in Oil and Gas Financing
An oil and gas revolution is occurring in the U.S., transforming the U.S. economy. An enormous amount of capital will be required to develop and produce shale oil and gas, and to develop the necessary infrastructure of pipelines, storage facilities, processing plants, refineries and related facilities.

04/11/2013 - 31st Annual Review of Developments in Business Financing - Developments and Trends in Oil and Gas Financings 2013
An oil and gas energy revolution is occurring in the United States, creating a “historic opportunity to reinvigorate the U.S. economy and greatly strengthen the nation’s global geopolitical position”.

03/27/2012 - 30th Annual Review of Developments in Business Financing -- Focus on the Oil and Gas Energy Patch
New technologies have transformed the oil and gas industry and led to a revival of oil and gas production in the Western Hemisphere. From western Canada to Brazil, these new technologies are being applied to unlock petroleum sources that were previously uneconomical: shale gas and shale oil (also called “tight oil”) in the U.S, oil sands in Canada, and deep-water oil in the U.S. Gulf of Mexico and Brazil.

04/14/2011 - 29th Annual Review of Developments in Business Financing Current Trends in the Corporate Credit Markets
The 2011 credit markets are reminiscent of the pre-2008 financial crisis – investors have poured record amounts of money into the leveraged loan market and “junk bond” markets, searching for higher yields. Bonds with PIK toggle features, bonds to finance dividend payments, “covenant-lite” loan structures and creativity in structures have made a comeback.

04/23/2010 - The Corporate Debt Market and Credit Derivatives - 2010
This article includes topics presented in a Program and Panel Discussion at the American Bar Association Section of Business Law Spring Meeting: 28th Annual Review of Developments in Business Financing.

04/01/2009 - The Corporate Debt Market and Credit Derivatives - 2009
This article includes topics presented in a Program and Panel Discussion at the American Bar Association Section of Business Law Spring Meeting: 27th Annual Review of Developments in Business Financing.

04/01/2008 - The Corporate Debt Market and Credit Derivatives - 2008
This article includes topics presented in a Program and Panel Discussion at the American Bar Association Section of Business Law Spring Meeting: 26th Annual Review of Developments in Business Financing.

03/22/2007 - The Corporate Debt Market and Credit Derivatives - 2007
This article includes topics presented in a Program and Panel Discussion at the American Bar Association Section of Business Law Spring Meeting: 25th Annual Review of Developments in Business Financing.

11/16/2006 - Intercreditor Agreements in Second Lien Financings: What Bankruptcy Lawyers Should Know
Over the past three years, the number of second lien financings (including second lien bonds and second lien term loans) has increased dramatically and the transactions have become increasingly large and complex. Intercreditor agreements are often intensely negotiated, with the bankruptcy provisions being among the most controversial and negotiated terms.

01/18/2006 - Location for National Bank for Diversity Jurisdiction
On January 17, 2006, a unanimous United States Supreme Court held in Wachovia Bank, N.A. v. Schmidt that, for purposes of accessing federal courts under the current diversity jurisdiction statute, 28 U.S.C.§1348, a national bank is a citizen only of the state in which its main office, as set forth in its articles of association, is located.

12/01/2005 - 2005 Texas Usury Reform: Finance Code Amendments Relating to Commercial Loans
In Texas, a lender who contracts for, charges, or receives interest in excess of the amount allowed by law can be subject to harsh penalties.  In 1997 and 1999, the Texas Legislature passed several significant reforms that provided some relief to lenders under Texas’ usury statutes.