- 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
Rebecca Keep focuses her practice on commercial lending and financing transactions. She represents public and private corporations, arrangers, agents, investment banks, and financial sponsors in connection with a broad range of corporate matters, including senior and subordinated debt financings, acquisition financings, project financings, term loans, working capital loans, cross-border financings, and bond credit enhancement facilities.
Prior to joining Bracewell, Rebecca was an associate in the Melbourne and London offices of King & Wood Mallesons and in the New York office of Weil, Gotshal & Manges LLP.
Represent the sole lead arranger and administrative agent, in a $450 million unsecured term loan facility to Enable Midstream Partners, LP, a midstream master limited partnership, which combined the midstream assets of CenterPoint and OG&E.
Represent Citigroup as joint lead arranger and administrative agent, in a $1.75 billion unsecured revolving credit facility to Enable Midstream Partners, LP, a master limited partnership.
Represent Citigroup as administrative agent, in a $300 million senior secured revolving and term loan facilities to USD Partners LP and USD Terminals Canada ULC, hydrocarbon rail transport and terminaling companies, secured by substantially all of the borrowers’ assets, including a mortgage of rail terminaling facilities in Hardisty, Alberta, Canada.
Represent Scotia Bank in CAD $1.2 billion of unsecured term and revolving facilities and a $200 million revolver to Canadian oil and gas company Baytex Energy Corp. and its subsidiaries, in connection with their acquisition of Aurora USA Oil & Gas, Inc.
Represent Highbridge Principal Strategies LLC in a $300 million secured term loan and equity investment to the holding company for an independent oil and gas exploration and production company, secured by certain equity pledges.
Represent Highbridge Principal Strategies LLC, as administrative agent, in a $100 million senior unsecured note purchase agreement to a privately held exploration and production company owning and developing oil and gas assets in the Permian basin.
Represent Sumitomo Mitsubishi Bank Corporation, as administrative agent, in a $89 million term loan to a privately held company in connection with the development of a pipeline for the transportation of natural gas in Peru.
Represent Venoco, Inc., an exploration and production company, in a series of strategic financing transactions, including the issuance of its $175 million of first lien notes, $75 million secured term loan, and exchange of $194 million in principal and interest of its unsecured notes for $150 million of second lien notes.
Represent Kinder Morgan, Inc., a midstream gas and downstream oil company, as borrower, in a $2.025 billion revolving bridge credit facility in connection with the acquisition of Hiland Partners Holdings LLC, Hiland Partners GP Holdings, LLC; Hiland Operating, LLC, Hiland LP, LLC, Hiland GP, LLC, Hiland Energy Partners, LLC, Hiland Partners, LLC, Independent Trading & Transportation Company I, LLC, Bighorn Gas Operating, LP, Cottonwood Creek, Inc., Hiland Partners Finance Corp. and Hiland Crude, LLC.
Represent Kinder Morgan Inc. 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.
Represent a midstream natural gas services company, as borrower, in a $2 billion unsecured revolving credit facility agented by Citibank, NA, a $400 million unsecured term loan facility agented by the Bank of Tokyo-Mitsubishi UFJ, Ltd, a $1 billion unsecured revolving credit facility agented by JPMorgan Chase Bank, NA and a $300 million unsecured delayed-draw term loan facility agented by Bank of America, NA.
Represent Chesapeake Energy Corporation, as primary borrower’s counsel in a $2 billion unsecured term loan facility with Bank of America, N.A., as administrative agent, and Bank of America, N.A., Goldman Sachs Bank USA and Jefferies Finance LLC, as joint lead arrangers and joint book runners.
LL.B., University of Tasmania, 2001
B.A., University of Tasmania, 2001