Bryan D. Flannery
Partner
Areas of Focus
- Capital Markets
- Corporate Governance
- Energy & Infrastructure
- Mergers & Acquisitions
- Corporate & Finance
- Special Situations
- Oil & Gas
Bryan D. Flannery
Partner
bflannery@akingump.com
Areas of Focus
- Capital Markets
- Corporate Governance
- Energy & Infrastructure
- Mergers & Acquisitions
- Corporate & Finance
- Special Situations
- Oil & Gas
Areas of Focus
- Capital Markets
- Corporate Governance
- Energy & Infrastructure
- Mergers & Acquisitions
- Corporate & Finance
- Special Situations
- Oil & Gas
Biography
- Represents public and private companies on capital markets transactions.
- Significant experience in the energy sector.
- Extensive experience with securities matters in corporate restructurings, as well as public M&A.
Bryan’s practice includes a broad range of capital markets transactions, with a particular focus on the energy, sustainability and infrastructure industries. He represents clients on traditional debt and equity offerings, private placements, convertible debt instruments, corporate governance, public company mergers and acquisitions (M&A) and general securities laws compliance matters. He also has extensive experience with securities matters in the special situations and restructuring context.
Bryan regularly represents public and private companies, private equity funds and portfolio companies in mergers and acquisitions, dispositions and investments.
Representative Work
- A U.S. exploration and production company in connection with an underwritten secondary offering of 6,956,520 shares of its common stock.
- A leading infrastructure investor and pension investor in the $6.2 billion acquisition of an electric services company.
- A railroad company in connection with its offering of $700 million of senior secured notes.
- A U.S. oil and gas company in connection with its upsized offering of $1.25 billion of second-priority senior secured notes.
- A U.S. oil and gas company in connection with its follow-on offering of 6,500,000 shares of its common stock for gross proceeds of $252.7 million.
- A U.S. exploration and production company in its approximate $2.1 billion agreement with an upstream oil and gas company to acquire oil producing assets in the Midland Basin of west Texas.
- A U.S. midstream service provider in its offering of $5.25 billion of senior unsecured notes.
- A U.S. oil and gas company in its $500 million offering of 9.875% senior unsecured notes.
- A U.S. exploration and production company in its dual tranche 144A/Reg S offering of $2.7 billion in senior unsecured notes.
- A U.S. exploration and production company in its $2.45 billion definitive agreement to acquire oil producing assets in the Delaware Basin from Tap.
- A U.S. exploration and production company in its $2.25 billion definitive agreement to acquire oil producing assets in the Midland Basin.
- A U.S. oil and gas company in connection with its follow-on offering of 7,647,500 shares of its common stock for gross proceeds of $229.4 million.
- A U.S. oil and gas company in its private placement of $500 million of new 8.75% senior notes due 2031.
- A U.S. exploration and production company in its $212 million issuance of additional 8.25% senior notes due 2028.
- A wholly owned subsidiary of an offshore drilling contractor in its 144A/Reg S offering of $600 million of senior unsecured notes.
- A U.S. oil and gas company in its upsized $500 million 144A offering of convertible senior notes and associated capped call and share repurchase transactions.
- A U.S. petroleum company in its $6 billion merger of equals.
- A U.S. exploration and production company in its $346 million acquisition of an energy company.
- A U.S. oil and gas company in connection with its combined primary and secondary underwritten follow-on offering of an aggregate 10,000,000 shares of common stock for gross proceeds to the company of $190 million.
- A U.S. oil and gas company in connection with its add-on offering of $200 million aggregate principal amount of additional 8.125% senior notes due 2028.
- An infrastructure investor and a global investment firm in the $15 billion all-cash acquisition of a leading global data center developer.
- A U.S. oil and gas company in connection with an underwritten secondary offering of 6,000,000 shares of its common stock.
- A U.S. exploration and production company in its inaugural 144A/Reg S offering of $400 million in senior unsecured notes.
- A North American oil and gas company in its inaugural offering of $500 million of its 6.875% senior notes due 2026.
- A U.S. oil and gas in connection with an underwritten secondary offering of 5,000,000 shares of its common stock.
- A U.S. oil and gas company in connection with its follow-on offering of 5,750,000 shares of its common stock for gross proceeds of $100.6 million
- A U.S. exploration and production company in its offering of $400 million of its new 5.875% senior notes due 2029.
- A U.S. oil and gas company in the $4.5 billion acquisition by an exploration and production company of a peer exploration and production company.
- A global investment firm in its $4.475 billion acquisition of an aviation business.
- A U.S. exploration and production company in its approximately $2.6 billion all-stock merger of equals with U.S. exploration and production company.
- An ESG-focused SPAC on its $1.35 billion business combination with a sustainable food technology company.
- An ESG-focused SPAC on a $2.9 billion transaction that will lead to a developer of lower-impact battery metals from unattached seafloor polymetallic nodules becoming publicly listed.
- A U.S. oil and gas company in its public offering of 14,375,000 shares of common stock and a private placement of $550 million of new 8.125% senior notes due 2028 in connection with its acquisition of certain non-operated natural gas assets in the Appalachian Basin from a subsidiary of a multinational conglomerate company.
- A U.S. oil and gas company in its tender offer for any and all of its outstanding 8.5% senior secured second lien notes due 2023 and related consent solicitation.
- A U.S. oil and gas company in connection with its upsized add-on offering of $150 million of additional 12% second-priority senior secured notes due 2026.
- A hedge fund in the $402 million initial public offering of a blank check company.
- A U.S. oil and gas in connection with its upsized offering of $500 million of its new 12% second-priority senior secured notes due 2026.
- A U.S. oil and gas company in connection with its follow-on offering of 8,250,000 shares of its common stock for gross proceeds of $73 million.
- A U.S. exploration and production company in connection with its offering of 300,000,000 of its new 8.25% senior notes due 2028.
- A U.S. exploration and production company LLC in its exchange of approximately $856.7 million of existing senior unsecured notes for approximately $537.8 million of new second lien term loans and $339.7 million of new senior unsecured notes.
- Certain affiliates of private equity firms in their modified “Dutch Auction” tender offer for a portion of a U.S. exploration and production company’s outstanding 9% senior notes due 2027.
- An ESG-focused SPAC on its $1.35 billion business combination with a global leader in clean energy storage systems.
- A global oilfield products company in its issuance of $315 million of convertible senior secured notes in exchange of approximately $328 million of existing unsecured notes.
- An infrastructure investor and certain of its affiliates and institutional partners in the $170 million acquisition by merger of the outstanding publicly held common units of a Marshall Islands marine transportation company and midstream services provider.
- AEBP’s private equity sponsors and an oil and gas company in the successful completion of its $2.1 billion out-of-court recapitalization.
- Private equity sponsors and an operator of oil and gas assets in a $2.1 billion out-of-court recapitalization. The transaction reduced the company’s debt obligations by approximately $1.4 billion and reduced upcoming debt maturities over the next four years to approximately $36 million from approximately $2.1 billion. In addition, the transaction eliminated approximately $94 million of annual cash interest expense and simplified the company’s organizational structure.
- A U.S. oil and gas company in its consent solicitation and concurrent offering of $350 million in senior secured second lien notes due 2023.
- A U.S. exploration and production company in its private offering of $600 million in senior unsecured notes.
- A leading marine energy transportation company in its offering of $700 million of senior unsecured notes and its concurrent tender offer to repurchase $300 million of its outstanding senior unsecured notes.
- A U.S. exploration and production company in its offering of $750 million of senior unsecured notes and concurrent tender offer to repurchase $500 million of its outstanding senior notes.
- Initial purchasers in the offering of $600 million of a U.S. oil and gas company’s senior unsecured notes and concurrent tender offer to repurchase $485 million of their outstanding senior notes.
- A lead investor in a $350 million convertible preferred equity investment in a U.S. oil and gas company.
- An investment firm on a $500 million investment into an oil field supplier, in which certain investment funds managed or sub-advised by the investment firm and other investment vehicles unaffiliated with them agreed to purchase an aggregate amount of $500 million of newly established Series A Perpetual Preferred Units and received warrants to purchase up to 15,000,000 Common Units of the oil field supplier.
- Underwriters in a health care provider’s $153 million follow-on offering of common stock.
- A luggage manufacturer and a selling shareholder in a follow-on offering of common stock.
- Underwriters in a technology company’s initial public offering on the Hong Kong Stock Exchange.
- A Thai issuer in its international private placement of ordinary shares and rights offering pursuant to Rule 801.
- A Philippines-based retail company in its $87 million initial public offering under Regulation S.
- A Chinese bank in its initial public offering on the Hong Kong Stock Exchange.
- A real estate investment trust in its U.S. Securities and Exchange Commission (SEC)-registered $180 million initial public offering.
- Initial purchasers in a Korean technology company’s $86.25 million offering of exchangeable notes.
- A health care company in its $400 million offering of high yield notes.
- Investment banking companies as underwriters in a China-based oil company $3.8 billion offering of investment grade bonds.
- Global financial institutions as dealers in the establishment of Chinese appliance manufacturer $3 billion medium-term note (MTN) program and its $700 million offering of Reg S notes thereunder.
- A Philippines-based property developer in its $300 million offering of investment grade notes.
- A Chinese automobile manufacturer in its €500 million offering of investment grade notes.
- Global financial institutions as initial purchasers in a Canadian petroleum exploration and production company $750 million offering of high-yield notes.
- Underwriters in supplier of marine fuels and bunkering services’ $42 million offering of convertible notes.
- A Thai company in a share swap in connection with the restructuring of its U.S. subsidiaries.
- A Chinese company in its $100 million acquisition of a U.S. logistics company.
- An underwriter in its acquisition of a hedge fund and its initial formation and capital raise.
- An insurance company in its unsolicited bid to acquire a leading specialty insurer and reinsurer.
* List includes matters completed prior to Akin.
- A U.S. exploration and production company in its approximate $2.1 billion agreement with an upstream oil and gas company to acquire oil producing assets in the Midland Basin of west Texas.
- A U.S. midstream service provider in its offering of $5.25 billion of senior unsecured notes.
- A U.S. oil and gas company in its $500 million offering of 9.875% senior unsecured notes.
- A U.S. exploration and production company in its dual tranche 144A/Reg S offering of $2.7 billion in senior unsecured notes.
- A U.S. exploration and production company in its $2.45 billion definitive agreement to acquire oil producing assets in the Delaware Basin from Tap.
- A U.S. exploration and production company in its $2.25 billion definitive agreement to acquire oil producing assets in the Midland Basin.
- A U.S. oil and gas company in connection with its follow-on offering of 7,647,500 shares of its common stock for gross proceeds of $229.4 million.
- A U.S. oil and gas company in its private placement of $500 million of new 8.75% senior notes due 2031.
- A U.S. exploration and production company in its $212 million issuance of additional 8.25% senior notes due 2028.
- A wholly owned subsidiary of an offshore drilling contractor in its 144A/Reg S offering of $600 million of senior unsecured notes.
- A U.S. oil and gas company in its upsized $500 million 144A offering of convertible senior notes and associated capped call and share repurchase transactions.
- A U.S. petroleum company in its $6 billion merger of equals.
- A U.S. exploration and production company in its $346 million acquisition of an energy company.
- A U.S. oil and gas company in connection with its combined primary and secondary underwritten follow-on offering of an aggregate 10,000,000 shares of common stock for gross proceeds to the company of $190 million.
- A U.S. oil and gas company in connection with its add-on offering of $200 million aggregate principal amount of additional 8.125% senior notes due 2028.
- An infrastructure investor and a global investment firm in the $15 billion all-cash acquisition of a leading global data center developer.
- A U.S. oil and gas company in connection with an underwritten secondary offering of 6,000,000 shares of its common stock.
- A U.S. exploration and production company in its inaugural 144A/Reg S offering of $400 million in senior unsecured notes.
- A North American oil and gas company in its inaugural offering of $500 million of its 6.875% senior notes due 2026.
- A U.S. oil and gas in connection with an underwritten secondary offering of 5,000,000 shares of its common stock.
- A U.S. oil and gas company in connection with its follow-on offering of 5,750,000 shares of its common stock for gross proceeds of $100.6 million
- A U.S. exploration and production company in its offering of $400 million of its new 5.875% senior notes due 2029.
- A U.S. oil and gas company in the $4.5 billion acquisition by an exploration and production company of a peer exploration and production company.
- A global investment firm in its $4.475 billion acquisition of an aviation business.
- A U.S. exploration and production company in its approximately $2.6 billion all-stock merger of equals with U.S. exploration and production company.
- An ESG-focused SPAC on its $1.35 billion business combination with a sustainable food technology company.
- An ESG-focused SPAC on a $2.9 billion transaction that will lead to a developer of lower-impact battery metals from unattached seafloor polymetallic nodules becoming publicly listed.
- A U.S. oil and gas company in its public offering of 14,375,000 shares of common stock and a private placement of $550 million of new 8.125% senior notes due 2028 in connection with its acquisition of certain non-operated natural gas assets in the Appalachian Basin from a subsidiary of a multinational conglomerate company.
- A U.S. oil and gas company in its tender offer for any and all of its outstanding 8.5% senior secured second lien notes due 2023 and related consent solicitation.
- A U.S. oil and gas company in connection with its upsized add-on offering of $150 million of additional 12% second-priority senior secured notes due 2026.
- A hedge fund in the $402 million initial public offering of a blank check company.
- A U.S. oil and gas in connection with its upsized offering of $500 million of its new 12% second-priority senior secured notes due 2026.
- A U.S. oil and gas company in connection with its follow-on offering of 8,250,000 shares of its common stock for gross proceeds of $73 million.
- A U.S. exploration and production company in connection with its offering of 300,000,000 of its new 8.25% senior notes due 2028.
- A U.S. exploration and production company LLC in its exchange of approximately $856.7 million of existing senior unsecured notes for approximately $537.8 million of new second lien term loans and $339.7 million of new senior unsecured notes.
- Certain affiliates of private equity firms in their modified “Dutch Auction” tender offer for a portion of a U.S. exploration and production company’s outstanding 9% senior notes due 2027.
- An ESG-focused SPAC on its $1.35 billion business combination with a global leader in clean energy storage systems.
- A global oilfield products company in its issuance of $315 million of convertible senior secured notes in exchange of approximately $328 million of existing unsecured notes.
- An infrastructure investor and certain of its affiliates and institutional partners in the $170 million acquisition by merger of the outstanding publicly held common units of a Marshall Islands marine transportation company and midstream services provider.
- AEBP’s private equity sponsors and an oil and gas company in the successful completion of its $2.1 billion out-of-court recapitalization.
- Private equity sponsors and an operator of oil and gas assets in a $2.1 billion out-of-court recapitalization. The transaction reduced the company’s debt obligations by approximately $1.4 billion and reduced upcoming debt maturities over the next four years to approximately $36 million from approximately $2.1 billion. In addition, the transaction eliminated approximately $94 million of annual cash interest expense and simplified the company’s organizational structure.
- A U.S. oil and gas company in its consent solicitation and concurrent offering of $350 million in senior secured second lien notes due 2023.
- A U.S. exploration and production company in its private offering of $600 million in senior unsecured notes.
- A leading marine energy transportation company in its offering of $700 million of senior unsecured notes and its concurrent tender offer to repurchase $300 million of its outstanding senior unsecured notes.
- A U.S. exploration and production company in its offering of $750 million of senior unsecured notes and concurrent tender offer to repurchase $500 million of its outstanding senior notes.
- Initial purchasers in the offering of $600 million of a U.S. oil and gas company’s senior unsecured notes and concurrent tender offer to repurchase $485 million of their outstanding senior notes.
- A lead investor in a $350 million convertible preferred equity investment in a U.S. oil and gas company.
- An investment firm on a $500 million investment into an oil field supplier, in which certain investment funds managed or sub-advised by the investment firm and other investment vehicles unaffiliated with them agreed to purchase an aggregate amount of $500 million of newly established Series A Perpetual Preferred Units and received warrants to purchase up to 15,000,000 Common Units of the oil field supplier.
- Underwriters in a health care provider’s $153 million follow-on offering of common stock.
- A luggage manufacturer and a selling shareholder in a follow-on offering of common stock.
- Underwriters in a technology company’s initial public offering on the Hong Kong Stock Exchange.
- A Thai issuer in its international private placement of ordinary shares and rights offering pursuant to Rule 801.
- A Philippines-based retail company in its $87 million initial public offering under Regulation S.
- A Chinese bank in its initial public offering on the Hong Kong Stock Exchange.
- A real estate investment trust in its U.S. Securities and Exchange Commission (SEC)-registered $180 million initial public offering.
- Initial purchasers in a Korean technology company’s $86.25 million offering of exchangeable notes.
- A health care company in its $400 million offering of high yield notes.
- Investment banking companies as underwriters in a China-based oil company $3.8 billion offering of investment grade bonds.
- Global financial institutions as dealers in the establishment of Chinese appliance manufacturer $3 billion medium-term note (MTN) program and its $700 million offering of Reg S notes thereunder.
- A Philippines-based property developer in its $300 million offering of investment grade notes.
- A Chinese automobile manufacturer in its €500 million offering of investment grade notes.
- Global financial institutions as initial purchasers in a Canadian petroleum exploration and production company $750 million offering of high-yield notes.
- Underwriters in supplier of marine fuels and bunkering services’ $42 million offering of convertible notes.
- A Thai company in a share swap in connection with the restructuring of its U.S. subsidiaries.
- A Chinese company in its $100 million acquisition of a U.S. logistics company.
- An underwriter in its acquisition of a hedge fund and its initial formation and capital raise.
- An insurance company in its unsolicited bid to acquire a leading specialty insurer and reinsurer.
* List includes matters completed prior to Akin.
EducationJ.D., The George Washington University Law School, with highest honors, 2013
J.D., The George Washington University Law School, with highest honors, 2013
Bar AdmissionsNew York
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New York
Texas
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June 24, 2024
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