ABOUT
ANGELA RICHARDS’ practice includes experience in various federal income tax matters with an emphasis on domestic business transaction planning. She has significant experience advising public and private companies, private equity funds and portfolio companies, and boards of directors and special committees of public companies on a wide range of transactions, including mergers and acquisitions, joint ventures, IPOs, Up-Cs, Special Purpose Acquisition Company (SPAC) transactions and other capital markets transactions, and has served as tax counsel to both issuers and underwriters in connection with numerous MLP initial public and follow-on offerings.
Experience
Recent representative matters in which Angela has advised clients include:
- Represented NuStar Energy L.P. in connection with its offering of 14,950,000 common units for estimated gross proceeds of approximately US$229.5 million.
- Represented Blue Ocean Acquisition Corp., a special purpose acquisition company, in its definitive agreement to merge with TNL Mediagene, a digital-media company formed in May 2023 by the merger of two large Asian media companies: Taipei-based The News Lens Co. (TNL) and Tokyo-based Mediagene Inc. (MG).
- Represented Energy Transfer LP in its purchase of Lotus Midstream LLC (an affiliate of EnCap Flatrock Midstream) for approximately US$1.45 billion.
- Represented Enbridge Inc. in an infrastructure development agreement with Divert Inc. to develop wasted-food-to-RNG projects across the U.S. for up to greater than US$1 billion of capital investments underpinned by long-term, take-or-pay contracts.
- Represented GIC, OMERS Infrastructure, and Wren House, in their purchase of Direct ChassisLink, Inc. from funds managed by affiliates of Apollo Global Management and EQT.
- Represented Stonepeak Infrastructure Partners in its US$2.5 billion investment into CoreSite, including a US$500 million add-on investment.
- Represented Enbridge, Inc. in its transaction with Encap Flatrock Midstream to acquire Moda Midstream Operating, LLC, including North America’s largest crude export terminal, for US$3 billion.
- Represented VoltaGrid in its acquisition from Pilot Company of substantially all of Pilot Company’s CNG compression, CNG virtual pipeline, and CNG logistics platform assets.
- Represented I Squared Capital in the merger of EagleClaw Midstream into Altus Midstream, a public company subsidiary of Apache Corp.
- Represented Stonepeak Infrastructure Partners in its acquisition of a majority interest in West Texas Gas.
- Represented Key Capture Energy, LLC, a developer of large-scale energy storage projects, in an agreement to be acquired by SK E&S Co., Ltd.
- Represented Western Midstream Partners, LP (NYSE: WES) in the offering by its subsidiary, Western Midstream Operating, LP, of an aggregate principal amount of US$750 million of its 6.150% Senior Notes due 2033.
- Represented Games & Esports Experience Acquisition Corp. in its US$200 million initial public offering.
- Represented Blue Ocean Acquisition Corp in its US$165 million initial public offering.
- Representing NuStar Energy L.P. in the sale of eight storage terminal locations in the Northeast and Florida to Sunoco LP for US$250 million.
- Representing Stonepeak Infrastructure Partners and Oryx Midstream Holdings LLC, a portfolio company of Stonepeak Infrastructure Partners, in a joint venture with Plains All American (Nasdaq: PAA and PAGP) of their respective Permian Basin assets, operations, and commercial activities.
- Represented initial purchasers in US$500 million 144A high yield debt offering by TapRock Resources, LLC.
- Represented Legacy Reserves Inc. in connection with its restructuring of US$1.4 billion of indebtedness in the Bankruptcy Court for the Southern District of Texas and US$256 million of new capital from backstopped equity commitments and a rights offering.
- Represented Pembina Pipeline Corporation in its US$2.3 billion acquisition of Kinder Morgan Canada Limited (TSX: KML).
- Represented Pembina Pipeline Corporation in its US$2.05 billion acquisition of the U.S. portion of the Cochin Pipeline system from Kinder Morgan, Inc.
- Represented NuStar Energy L.P. in connection with a public offering of US$1.2 billion aggregate principal of 5.750% senior notes due 2025 and 6.375% senior notes due 2030.
- Representing Enbridge Inc. in the US$132 million purchase of crude storage assets from Blueknight Energy Partners.
- Advised Texas Pacific Land Trust on its reorganization into Texas Pacific Land Corporation (NYSE: TPL), whose market capitalization was approximately US$6.2 billion prior to market opening on the date of the reorganization.
- Represented the Conflicts Committee of the Board of Directors of the general partner of Andeavor Logistics LP in connection with MPLX LP’s US$9.4 billion acquisition of Andeavor Logistics LP.
- Represented the acquirer in its US$1.438 billion acquisition of a 50% interest in a pipeline company.
- Represented the Conflicts Committee of the Board of Directors of the general partner of Andeavor Logistics LP in connection with Andeavor Logistics LP’s US$1.55 billion acquisition of logistics assets from AndeavorRepresented an MLP in its merger with its NYSE-listed general partner.
- Represented an MLP in its US$590 million private placement of Series D Cumulative Redeemable Preferred Units.
- Represented the underwriters in connection with a US$400 million notes offering by an MLP issuer.
- Represented the placement agent in a US$265 million private placement of Class C Units by an MLP issuer.
- Represented an MLP in an aggregate US$3 billion offering of senior notes.
- Represented an MLP in an aggregate US$2 billion offering of senior notes and a US$700 million offering of junior notes.
Prior to joining Sidley, Angela’s extensive experience in assisting clients includes the following representative matters:
- Represented a private equity firm in connection with the US$2 billion merger of two of its sponsored MLPs.
- Represented the underwriters to a midstream MLP in its US$391 million initial public offering of common units.
- Represented an MLP in its US$281 million initial public offering of common units.
- Represented a 50/50 sponsor of an MLP in the US$443 million initial public offering of the MLP.
- Represented an MLP in its US$150 million offering of Series C Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units.
- Represented an MLP in its US$350 million offering of Series B Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units.
- Represented an MLP in its US$200 million offering of Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units.
- Represented an MLP engaged in the operation of convenience stores and the wholesale distribution of fuel in connection with its acquisition of the remaining 68.42% membership interest in Sunoco, LLC and 100% interest in the legacy Sunoco retail business from Energy Transfer Partners, L.P. for approximately US$2.226 billion.
- Represented an MLP engaged in the operation of convenience stores and the wholesale distribution of fuel in connection with its acquisition of Susser Holdings Corporation from Energy Transfer Partners, L.P. for approximately US$1.94 billion.
- Represented an MLP engaged in the operation of convenience stores and the wholesale distribution of fuel in connection with its acquisition of a 31.58% membership interest in Sunoco LLC from Energy Transfer Partners, L.P. for approximately US$816 million.
- Represented underwriters in a US$183 million initial public offering of common units of an MLP engaged in wholesale fuel distribution and related businesses.
- Represented an MLP in its US$4.41 billion acquisition of the general partner of Oiltanking Partners, L.P., and common and subordinated units of Oiltanking Partners, L.P. held by affiliates of the general partner.
- Represented an MLP in its merger with Oiltanking Partners, L.P.
- Represented an MLP in its US$5.6 billion merger with TEPPCO Partners, L.P.
- Represented the conflicts committee of the board of directors of the general partner of an MLP in connection with the US$12.3 billion purchase of transmission, storage, and liquids assets from Spectra Energy Corp.
- Special tax counsel to an MLP in connection with its US$50 billion merger with Access Midstream Partners LP.
- Special tax counsel to an MLP in connection with its merger with Williams Pipeline Partners L.P.
- Represented underwriters in the US$114 million initial public offering of common units in Arc Logistics Partners LP.
- Represented a midstream MLP in its US$80 million initial public offering of common units.
- Represented Rose Rock Midstream LP in its acquisition of a 33.3% interest in an entity that holds a 51% interest in White Cliffs Pipeline from SemGroup for US$274 million.
- Represented Rose Rock Midstream LP in its US$181 million initial public offering of common units.
- Special U.S. tax counsel to a Canadian energy infrastructure company in its US$9.4 billion merger with another Canadian energy infrastructure company.
- Special U.S. tax counsel to a Canadian natural gas liquids infrastructure company in its US$3.16 billion merger with a Canadian energy infrastructure company.
- Special U.S. tax counsel to a Canadian corporation on the merger of its oil and natural gas production business with a Calgary-based energy company.
- Special U.S. tax counsel to a Canadian income trust on its conversion to a corporation.
- Special U.S. tax counsel to a Canadian income trust in connection with the reorganization of the business of the trust’s subsidiaries into a public oil and gas services corporation.
Publications
- Co-author, “The Midstream Energy REIT: Has Its Time (Finally) Come?,” Sidley Update, November 2019.
- Co-author, “Is It Time For Renewable Energy MLPs?,” North American Windpower, September 2019.
- Co-author, “C-Corps vs. MLPs,” Midstream Business, July 2, 2018.
Events
- Speaker, “Recent Developments in RIC, REITS, MLP and PTP Taxation,” TEI Pass-through Taxation Seminar, December 2018.
- Speaker, “Structuring After the Apocalypse: The Nuggets of Tax Knowledge You Will Need,” PwC MLP User Conference, November 2018.
- Speaker, Legal Perspectives Panel Discussion, Deloitte National Publicly Traded Partnership Conference, October 2018.
- Speaker, “Tax Reform Implementation—The Deep Dive,” MLPA Annual Meeting, September 26, 2018.
- Speaker, “ITA Policy: Analyzing the Revised FERC Policy Statement,” MLP & Energy Infrastructure Conference, May 22, 2018.
- Speaker, “Tax Reform Impacts on the Energy Industry,” WSPP Spring Operating Meeting, March 9, 2018.
- Speaker, “MLPs and the Tax Code,” MLPA Investor Conference, June 1, 2017.
- Speaker, Tax Panel, 4th Annual Capital Link Master Limited Partnership Investing Forum, March 2, 2017.
Admissions & Certifications
- Texas
Education
- University of Houston Law Center (J.D., 2004)
- University of Texas at Austin (B.S. in Chemical Engineering, 2000)
