John T. Goodgame III

John Goodgame handles strategic transactions for clients in the energy industry (upstream, midstream, downstream and power), with specific and extensive expertise regarding master limited partnerships (MLPs).
Practice & Background

Mr. Goodgame regularly handles transactions involving:

Capital markets transactions for MLPs and other energy companies
Advising boards of directors and board committees (including MLP conflicts committees) regarding strategic and/or conflict transactions
Mergers (private and public-public), acquisitions, joint ventures, divestitures and other strategic transactions

Mr. Goodgame also regularly advises clients regarding SEC compliance and corporate governance matters.

Mr. Goodgame taught corporate finance as an adjunct professor at the University of Houston Law Center in 2009 and 2010 and serves on the board of directors of the Corporate Counsel Section of the Houston Bar Association, for which he was the 2010 chairman.

Mr. Goodgame received his B.S. in accounting from the University of Florida in 1993 and his J.D. with honors in 1997 from the University of Houston Law Center, where he served as publishing editor of the Houston Law Review and received the Order of the Barons. He is a member of the State Bar of Texas.
Representative Matters
Capital Markets Transactions

Mr. Goodgame regularly represents MLPs and other energy companies in capital markets transactions, including:

over $10 billion in cumulative senior and senior subordinated note offerings for MLPs and other energy industry companies
over $6 billion in cumulative common equity offerings, including MLP and corporate initial public offerings
over $2 billion in tender offers for publicly traded securities

MLP Conflict Transactions

Mr. Goodgame currently regularly represents the conflicts committees of nine different MLPs. Mr. Goodgame has represented conflicts committees in over 20 “dropdown” transactions, and has also advised sponsor and MLP clients in some of the most complicated recent MLP conflict transactions, including MLP recapitalizations, MLP mergers, GP “tuck-in” transactions, IDR restructurings, and MLP-sponsor joint ventures and joint bid situations.
Public-Public and Private Acquisitions and Divestitures

Mr. Goodgame has handled a significant number of large strategic transactions for participants throughout the energy industry, including:

the $6 billion merger of two midstream MLPs
the $13 billion merger of two midstream MLPs
the $2.4 billion merger of a public power company with a private power company
the $1.5 billion dissolution of a public power company’s relationship with its most significant stockholder, including a sale of multiple power plants and projects
the $1.2 billion acquisition of gathering and processing assets by a midstream MLP
the $525 million sale of an E&P portfolio company by a private equity fund to an MLP
the $310 million sale of a minority interest in a midstream joint venture
the $107 million sale of a joint venture interest in an onshore natural gas processing plant
the $250 million sale of onshore natural gas gathering and processing assets
the $780 million acquisition of midstream assets by a midstream MLP
the $750 million acquisition of midstream assets by a midstream MLP
the $530 million acquisition of products pipelines and terminals by an MLP
the $45 million disposition of an LNG terminal project by a public power corporation

Joint Ventures

Mr. Goodgame has represented energy industry participants in a number of strategic joint ventures, including:

a $1.5 billion onshore pipeline joint venture between two midstream MLPs
a $480 million fractionation facility joint venture between two midstream MLPs
a $450 million offshore pipeline joint venture between a midstream MLP and a refiner
a $240 million offshore platform joint venture between a midstream MLP and an E&P company
a $100 million natural gas processing facility joint venture among midstream MLPs
a $100 million international E&P joint venture for a private equity client
a $45 million onshore products pipeline joint venture between a midstream MLP and a petrochemical company
a $1 billion E&P investment joint venture between private equity funds
two development joint ventures between power companies
multiple undisclosed venture capital and private equity investments in private companies

Awards & Accolades

Chambers USA: America’s Leading Lawyers for Capital Markets: Debt and Equity (2013)
Mr. Goodgame was featured in The Deal’s annual “Faces of Deal Lawyers” as one of eight of the “best up-and-coming talents in transactional lawyering” (2010).

Speaking Engagements

Panelist, “US Energy Industry: Riding the Crest of Strong Valuations & Increased Transaction Activity,” Merrill Datasite Panel Discussion (July 2012)
Panelist, “MLP Legal and Regulatory Issues,” DealFlow Media 2011 MLP Conference
Chairman, Platts 2010 Midstream Development & Management Conference
“Proxy Season Review” presented in 2009 at SEC Hot Topics Institute.

Good to know

Areas of Practice 1) Capital Markets, 2) Corporate, 3) Finance, 4) Global Investigations and Compliance, 5) Mergers and Acquisitions, 6) Energy, 7) Oil and Gas, 8) Traditional Power and 9) North America
Law School University of Houston Law Center, J.D., 1997
Education University of Florida, B.S.,1993
Bar Member / Association Texas State Bar Associations
Most recent firm Akin, Gump, Strauss, Hauer & Feld, LLP
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