- International Practice
- Broker-Dealer and Market Regulation
- Labor and Employment
- Climate Change
- Corporate and Securities
- Private Client Services
- Educational Institutions
- Private Investment Funds
- Public Finance
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- Securities Regulation
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John R. Brantley
John Brantley provides mergers and acquisitions, securities and corporate governance advice to public and private companies operating in the United States and internationally. Mr. Brantley represents energy, financial services, technology, industrial/manufacturing companies and investment banking firms. He has experience on behalf of buyers and sellers in mergers, acquisitions and divestitures of public and private companies, including cross-border transactions. His securities experience includes private and public offerings in the United States and internationally of debt and equity securities, including initial public offerings, follow-on offerings, Rule 144A/Regulation S offerings and bankruptcy exits. Mr. Brantley advises boards of directors and committees on disclosure and corporate governance issues, issues regarding board structure and composition, executive compensation, director independence and fiduciary duties in a variety of contexts.
Representation of Baker Hughes Incorporated in the acquisition of Weatherford International Ltd.’s pipeline and specialty services business for $250 million in 2014.
Representation of Highbridge Principal Strategies in its $350 million recapitalization of Alta Mesa Holdings, Inc., a transaction that featured a combination of convertible preferred stock and senior notes, in 2014.
Representation of Texas Capital Bancshares, Inc. and its subsidiary in common stock and debt offerings totaling $287 million in 2014.
Representation of Apache Corporation in a cash tender offer for up to $850 million of three series of its outstanding notes in 2013.
Representation of a NYSE listed company in the review and “benchmarking” of the company’s corporate governance policies during 2013.
Representation of University of Texas M.D. Anderson Cancer Center in securities matters relating to its acquisition of shares of Class B common stock of Premier, Inc. in connection with the reorganization of Premier Healthcare Alliance, L. P. and the initial public offering by Premier, Inc. during 2013.
Representation of Pilot Chemical Corp. in the repurchase of the shares of a minority stockholder and related financing transactions during 2013.
Representation of Apache Corporation in an offering of $2.0 billion in senior unsecured notes in 2012.
Representation of Intersystems, a privately-owned leading designer and manufacturer of specialized material handling equipment serving the global agricultural industry, in its sale to The Pritzker Group in 2012.
Representation of Pilot Chemical Corp., a privately-owned and independent specialty chemical company, in its acquisition of Mason Chemical Company in 2012.
Representation of WashingtonFirst Bankshares, Inc. in its acquisition of Alliance Bankshares Corporation in 2012 for stock and cash, the contemporaneous capital raise in support of the acquisition and the listing of the common shares of WashingtonFirst on the Nasdaq Stock Market.
Representation of Apache Corporation in securities matters related to Apache's $2.85 billion purchase of Cordillera Energy Partners, III for cash and stock in 2012.
Representation of Chesapeake Energy Corporation in connection with a $1.25 billion joint venture with a group of investors in which Chesapeake contributed oil and gas assets to a subsidiary and the investor group acquired preferred interests in the subsidiary and rights to overriding royalty interests in exchange for a cash contribution of $1.25 billion.
Representation of Apache Corporation in an offering of $3.0 billion in senior unsecured notes in 2012.
Representation of a private company in the spinoff of its engineered composites and bulk handling businesses, and the subsequent acquisition of the assets of a complementary engineering business in 2011.
Representation of Frontera Corporation in certain U. S. securities matters relating to its reincorporation in the Cayman Islands during 2011.
Representation of JSC National Company Kazakhstan Temir Zholy, the owner and operator of all of Kazakhstan's railway system and related infrastructure, and its finance subsidiary Kazakhstan Temir Zholy Finance B.V., in the offering of US $700 million in senior notes listed on the London Stock Exchange in October 2010.
Representation of Apache Corporation in an offering of $1.5 billion senior unsecured notes in August 2010.
Representation of Baker Hughes Inc. in the $55 million divestiture to Superior Energy Services of two stimulation vessels and related assets used to perform sand control services in the Gulf of Mexico pursuant to order of the U.S. Department of Justice, in August 2010.
Representation of Apache Corporation in concurrent offerings of $2.3 billion in common stock and $1.3 billion in mandatory convertible preferred stock in July 2010 connection with Apache's proposed purchase of oil and gas properties of BP plc in Texas, New Mexico, Canada and Egypt.
Representation of Eurasian Development Bank, an international development bank formed by treaty between the Republic of Kazakhstan, the Russian Federation and others, in the update of its US $3.5 billion Euro Medium Term Note Programme listed on the London Stock exchange, in May 2010.
Representation of JSC National Atomic Company Kazatomprom, the national atomic company of Kazakhstan responsible for mining and exporting uranium, in the offering of US$500 million in medium term notes in May 2010.
Representation of Eurasian Development Bank in the establishment of a US$3.5 billion Euro Medium Term Note Programme listed on the London Stock Exchange, and the initial issuance of US $500 million in notes under the Programme, in September 2009.
Representation of JSC National Company KazMunayGas, national oil and gas company of Kazakhstan with vertically integrated upstream, midstream and downstream operations, in its $3 billion global medium term note program, which was awarded IFR's Emerging EMEA Bond of the Year for 2008.
Representation of a party to the restructuring of Dura Automotive with respect to corporate governance and securities matters.
Representation of a party to the restructuring of TOUSA Inc. with respect to corporate governance, securities and M&A matters.
Representation of a special committee of an AMEX-listed international oil and gas service company in an internal investigation of accounting issues.
Representation of a NYSE-listed oil and gas services company in the acquisition of a privately-held regional company in the same business for approximately $63 million.
Representation of a NASDAQ-listed savings and loan holding company and its financial institution subsidiary in connection with the corporate, securities, regulatory and governance issues arising from the national subprime and credit crises and the receivership of the financial institution subsidiary.
Representation of a special committee of the board of directors of a publicly-held oil and gas service company in a going private merger valued at $800 million proposed by a private equity firm and substantial stockholder.
Representation of a NASDAQ-listed savings and loan holding company in the public offering of $100 million in contingent convertible senior notes.
Representation of a NASDAQ-listed savings and loan holding company in a series of seven acquisitions with an aggregate value in excess of $300 million.
Representation of a NASDAQ-listed savings and loan holding company in the public offering of $81 million in non-cumulative perpetual preferred stock listed on a national securities exchange and a $100 million offering of contingent convertible notes.
Representation of a NYSE-oil and gas company in its merger with another NYSE-listed company valued at $265 million.
Representation of a NASDAQ-listed savings and loan holding company in an $80 million Rule 144A private offering of common stock with domestic and international tranches and in subsequent private placements of trust preferred securities aggregating $100 million.
Representation of a NYSE-listed company in the sale of its worldwide infant care business to a German buyer for approximately $31 million.
Representation of the compensation committee of the board of directors of a NYSE-listed oil service company in the evaluation of certain executive compensation arrangements.
Representation of a NYSE-listed electronic manufacturing services provider in its initial and follow-on public offerings exceeding $163 million and in five domestic and international acquisitions exceeding $470 million in the aggregate.
Publications and Speeches
"Texas Supreme Court Rejects a General Cause of Action for Minority Shareholder Oppression," Bracewell & Giuliani LLP Client Alert, July 2014.
"Corporate Compliance: What Lies Ahead," State Bar of Texas 12th Annual Advanced In‐House Counsel Course, August 2013.
"Boycotts and Business in the Middle East," Law360, January 2012.
"Corporate Governance Reform Under the Dodd-Frank Wall Street Reform Consumer Protection Act," Center for Consumer Law at the University of Houston, October 2010.
"The M&A World Comes to the United States," International Mergers & Acquisitions," Financier Worldwide, 2008.
"Lessons of Sarbanes-Oxley for M&A Transactions," Corporate Finance Corporate Governance Guide," Euromoney, June 2005.
"Surviving in the Sarbanes-Oxley Environment," Texas Banking, May 2005.
"When Bad Things Happen to Good Companies: Tips for Conducting Internal Investigations," Guide to Corporate Social Responsibility, International Chamber of Commerce, 2005 Edition.
"A Director's Guide to Conducting Effective Internal Investigations," Corporate Governance Review, Financier Worldwide, 2004; reprinted in Corporate Counsel Review, 2004.
"Country Q&A, United States, Corporate Governance and Directors Duties 2005," Global Counsel Handbook, 2004.
"Considerations for M&A Buyers and Sellers in the Wake of Sarbanes-Oxley," Global Corporate Governance Guide 2004: Best Practices in the Boardroom, Global White Page, 2004.
"The Changing Landscape of Corporate Governance: The Shape of Things To Come," A Guide to Global Corporate Social Responsibility, International Chamber of Commerce, 2003.
"Effect of Sarbanes-Oxley Legislation on Financial Reporting," Financing Oil & Gas Conference, Houston, Texas, March 2003.
"Sarbanes-Oxley Act of 2002: Recent Developments and New Regulations," Houston Chapter of the American Society of Corporate Secretaries, Houston, Texas, February 2003.
"Achieving Compliance: A Practical Approach," The Changing Landscape of Corporate Integrity, Compliance and Governance Laws, Houston, Texas, October 2002.
"Importance of Sarbanes-Oxley on Human Resources Issues," KPMG Forum, Houston, Texas, October 2002.
"New Standards for Attorney Conduct: Sarbanes-Oxley and the ABA Proposals," Corporate and Securities Law Committee of the United States Law Firm Group, November 2002.
J.D., St. Mary's University School of Law, 1977
B.B.A., high honors, St. Mary's University, 1974
Registered Foreign Lawyer, Solicitors Regulation Authority, England and Wales
Houston Bar Association, Corporate Counsel Section; Antitrust and Trade Regulation Section, Council Member 1989-1996; Vice Chairman 1993-1994; Chairman 1994-1995
State Bar of Texas, Business Law, Corporate Counsel and International Sections
American Bar Association, Business Law Section, Mergers and Acquisitions Committee and Committee on Federal Regulation of Securities; International Law Section
Houston Bar Foundation, Life Fellow
Texas Bar Foundation, Life Fellow
National Association of Corporate Directors, Tri-Cities Chapter Advisory Director
Schreiner University, Trustee
Bilateral U.S.-Arab Chamber of Commerce, Board of Advisors
World Affairs Council of Houston, Board of Directors
U.S. News & World Report, Best Lawyers, Corporate Law, 2009-2015
Thomson Reuters, Texas Super Lawyers, 2003-2007
Legalease, The Legal 500 United States, Capital Markets: Debt Offerings, 2013; M&A, 2006
Executive Editor, St. Mary's Law Journal, St. Mary's University School of Law (1975-1976)
John M. Harlan Society, St. Mary's University School of Law (1977)
Martindale-Hubbell® AV® Preeminent™ Rating