Scott practices in the firm’s Corporate/Securities section.

His experience includes public and private offerings of equity and debt securities for corporations, master limited partnerships and investment companies, as well as mergers and acquisitions of public and private entities. Scott counsels public companies regarding various aspects of the federal securities laws, proxy solicitations and corporate governance matters. Scott also represents both borrowers and lenders across a spectrum of corporate finance matters.

Representative Experience

Securities Offerings

• Represented a Canadian issuer in connection with the commencement of an at-the-market preferred equity program for the issuer’s 8.50% Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Shares having an aggregate offering price of up to of $150 million. The at-the-market preferred equity program will be conducted pursuant to the Multijurisdictional Disclosure System.
• Represented an upstream MLP in a $350 million preferred unit private placement
• Represented an upstream MLP in the conversion from a limited liability company to a limited partnership
• Represented a construction company in a $50 million primary offering of common stock
• Represented a cemetery and funeral home MLP in a $100 million ATM program
• Represented the underwriters in a $1.0 billion IPO for an investment company that purchases MLP securities
• Represented the underwriters in a $70 million primary offering of common stock by an investment company owning MLP securities
• Represented an LNG receiving terminal operator in a $285 million IPO of an MLP
• Represented a refiner in a $380 million IPO
• Represented a construction company in a $28 million primary offering of common stock
• Represented an alternative energy resources company in a $70 million IPO
• Represented a solid waste hauler in a $150 million senior notes offering

• Represented an issuer holding equity securities of an MLP in connection with a $720 million IPO
• Represented the underwriters in a $140 million IPO of an investment company that invests in MLP securities
• Represented the underwriters in a $78 million IPO of a REIT

Mergers & Acquisitions

• Represented a Delaware corporation and its Canadian parent company, a dual-listed (NYSE/TSX) retail energy provider, in connection with the acquisition of EdgePower Inc.
• Represented an upstream MLP in an $85 million acquisition of reversionary working interests
• Represented a private equity firm in the acquisition of saltwater disposal facilities in North Dakota
• Represented a private equity firm in a $140 million acquisition of a directional drilling company
• Represented a private equity firm in a $56 million acquisition of a horizontal directional drilling company
• Represented a publicly-traded target in a $130 million merger of assisted living facility companies
• Represented a wood products manufacturer debtor in bankruptcy in connection with the $140 million disposition of its businesses
• Represented four operating units of a debtor in bankruptcy with the $180 million disposition of its businesses that provided offshore drilling services, vessel design and construction services as well as engineered products to offshore companies
• Represented a publicly traded target in a $130 million merger of sporting goods companies
• Represented a private equity firm in a $20 million acquisition of a truck equipment manufacturer
• Represented a private equity firm in an acquisition and subsequent disposition of an oilfield services provider
• Represented an upstream MLP in the acquisition of $30 million of oil and gas properties

Financings

• Represented private equity firms in a $20 million credit facility for oil and gas exploration in Alaska
• Represented a liquified natural gas MLP issuer in a $5.6 billion project financing and private equity investment
• Represented a litigation support services company in a $130 million senior loan facility, a subordinated debt facility, three tranches of junior subordinated debt and an equity investment
• Represented the issuer in a $2.0 billion senior secured notes offering to finance an LNG receiving terminal
• Represented affiliated oil and gas production investment companies in syndicated and secured credit facilities aggregating $1.5 billion
• Represented a New York-based lender in a $55 million credit facility to a steel products manufacturer
• Represented the borrower in a $20 million debtor-in-possession revolving credit facility financing of a restaurant chain
• Represented a telecommunications provider in a $300 million debtor-in-possession revolving credit facility
• Represented two private equity firms in $120 million of financings for companies to explore for oil and gas in Alaska

Bar Admissions

Education
JD, University of Pittsburgh School of Law, magna cum laude, University of Pittsburgh Law Review, Managing Editor, Order of the Coif, 1998BBA, University of North Dakota, summa cum laude, Beta Gamma Sigma, 1995