- International Practice
- Securities Regulation
- Climate Change
- Financial Institutions
- Labor and Employment
- Strategic Communications
- Corporate and Securities
- Financial Restructuring
- Educational Institutions
- Private Funds
- Intellectual Property
- Public Finance
- White Collar Defense
- Environmental Strategies
- Internal Investigations
- Real Estate and Projects
Heather L. Brown
Heather Brown's practice focuses on complex financial transactions with emphasis on the energy industry. She represents both lenders and borrowers in large, syndicated and bilateral, secured and unsecured, and traditional and structured financing arrangements, including acquisition and working capital facilities, asset based loans, reserve based loans, dividend recapitalizations, institutional term loans, first and second lien arrangements, bond financing credit enhancement, project financings, and contract monetizations.
Represented the borrower in a $5 billion bridge facility and a $4 billion revolving credit facility in connection with its acquisition of its master limited partnerships, establishing the largest mid-stream and third largest energy company in North America, including a cross-guaranty among entities and other debt to create a single creditor class and eliminate structural subordination.
Represented the borrower, a major integrated energy company, in connection with the public spin-off of its crude oil and petroleum products refining, marketing and transportation, chemicals, and midstream businesses, including a $4 billion revolving credit facility, a $2.8 billion term loan facility, and a $5 billion bridge loan facility, as well as financing for the borrower's subsequent master limited partnership.
Represented the administrative agent in a $1billion revolving credit facility and a $600 million revolving credit facility to a logistics master limited partnership, secured on a pari passu basis by terminals, pipelines, and other logistics assets.
Represented the administrative agent in a $1 billion plus secured revolving credit facility and term loan B in connection with the acquisition of a public E&P company, as well as financing for the subsequent spin-off of the borrower's OCS contracting business.
Represented the facility and collateral agent in a $440 million secured term and revolving credit facility to multiple subsidiaries of a "blank check" company for the acquisition and construction of offshore drilling rigs.
Represented the administrative agent in a secured $1.4 billion term loan A, covenant-lite term loan B, and revolving credit facility for the acquisition and construction of offshore support vessels.
Represented the administrative agent in a $400 million revolving credit facility to a non-traditional master limited partnership, secured by wholesale fuel supply arrangements and related assets and a $180 million Lakehead term loan secured by cash and cash equivalents.
Represented the administrative agent in a $500 million revolving credit facility to a convenience store and retail fuel supply company, secured by convenience stores and related assets.
Represented the administrative and collateral agent in a secured $150 million first and second lien syndicated revolving credit and term loan facility for the acquisition of the assets of a division of a major international oilfield services company.
Represented the administrative agents in a $835 million multi-borrower, multi-currency credit facility and a related $200 million bridge facility to the parent company, a major international oilfield services company.
Represented the administrative agent in a phase 1 $175 million secured term loan facility and a phase 2 $77.5 million secured initial advance term loan, delayed draw term loan, and revolving credit facility for subsequent deployments, each for a bankruptcy-remote entity formed to finance the installation of digital cinema equipment and monetize payment streams from movie studios with respect to digital releases.
Represented the borrower, an E&P company, in a $250 million first lien reserve based credit facility and a $340 million second lien term loan B
Represented a commodities trading company in arrangements for the purchase and optional resale, in-pipeline, of greater than 100,000 barrels per day of refined petroleum products, and related credit support and transportation arrangements.
J.D., magna cum laude, University of Houston Law Center, 1994
B.A., Rice University, 1991
State Bar of Texas
Houston Bar Association
Texas Bar Foundation
Houston Bar Foundation
Chambers & Partners, Chambers USA, Banking & Finance, 2008-2016
Legalease, The Legal 500 United States, Finance - Commercial Lending: Advice to Borrowers, 2016; Finance - Commercial Lending: Advice to Lenders, 2016; Bank Lending, 2015; Project Finance, 2012; Structured Finance, 2012
Thomson Reuters, Texas Super Lawyers, Rising Star, 2006, 2009