Biography
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Keith's primary areas of practice are mergers and acquisitions, private equity investments, capital markets transactions, joint ventures and advice to public companies on corporate governance and disclosure. His experience includes:
- numerous merger and acquisition transactions involving electric utilities, generation and transmission assets, natural gas pipelines, oil and gas producers and service companies, engineering and construction companies and telecommunications and technology companies
- private equity investments and sales of private companies, including power plants, telephone companies, drilling and oil field services companies, and tile and flooring companies
- numerous public equity and debt offerings, including initial public offerings and high-yield debt offerings for oil and gas producers, natural gas pipeline and liquids companies, diversified energy merchants and manufacturers; and advice to boards of directors on corporate governance, change of control, defense and restructuring matters.
Keith practiced at Vinson & Elkins from 1988 through 2001. In September 2001, he left the firm to serve as Senior Vice President and Deputy General Counsel of Dynegy Inc. At Dynegy, Keith was responsible for the development and execution of the consensual restructuring plan with the company's lenders which was completed in April 2003. Keith also was responsible for advising Dynegy's board on restructuring alternatives and corporate governance developments. Keith returned to Vinson & Elkins in January 2004. |
Representative Experience
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- Texas Genco LLC - counsel to The Blackstone Group, Hellman & Friedman LLC, Kohlberg Kravis Roberts & Co., and Texas Pacific Group in the $3.65 billion acquisition of a publicly owned power generation company
- Reservoir Capital Group LLC - counsel to Reservoir in connection with investments in Windpower Partners 93 and Desert Rock power project
- Sale of Dynegy's UK natural gas storage assets to Centrica PLC and Scottish and Southern Energy for an aggregate of $700 million
- Sale of Northern Natural Gas Company to MidAmerican Energy for $1.85 billion
- Development of capital plan in response to trade credit demands in the energy trading markets; public offering of Dynegy Inc. common stock in December 2001 and senior notes in February 2002; presentations to ratings agencies, lenders and board of directors regarding capital adequacy and financing alternatives
- Negotiation of Enron/Dynegy merger agreement, $1.5 billion investment by ChevronTexaco in Dynegy and corresponding investment by Dynegy in Enron’s Northern Natural Gas subsidiary; negotiated settlements on merger-related litigation
- Counsel to independent directors of Kinder Morgan Energy Partners in connection with acquisition of Kinder Morgan Interstate Pipeline, Trailblazer Pipeline and related assets from Kinder Morgan Inc. ($700 million)
- Counsel to Ocean Energy Inc., an oil and gas producer, in connection with potential business combinations, corporate governance, finance and disclosure matters
- Proposed sale of Portland General Electric to Sierra Pacific Resources, negotiation of termination agreement with Sierra Pacific and subsequent agreement to sell Portland General to Northwest Gas
- Numerous debt and equity offerings by Dynegy Inc. and its subsidiaries
- Initial public offering by Enterprise Products Partners LP underwritten by Lehman Brothers
- Counsel to Enterprise Products Partners in its acquisition of former Tejas Gas assets in S. Louisiana from Shell Oil Company
- Acquisition of generation assets from Cogen Technologies Inc. ($1.1 billion); Rule 144A acquisition financing through sale of senior notes by project entity; sale of 50% interest in acquisition entity to El Paso Corporation
- Negotiation of TradeSpark online trading joint venture between eSpeed Inc., Cantor Fitzgerald, Dynegy, Williams, Koch, Coral and TXU; acted as counsel to Dynegy and lead negotiator for energy companies in creation of online trading platform with a leading trader of US treasury and other fixed income securities
- Sale of Ft. Bend Communications to TXU Communications
- Sale of Gas Turbine manufacturing division of Stewart & Stevenson Services Inc. to General Electric ($600 million)
- Merger of National Semiconductor Inc. with Cyrix Corporation
- Cash purchase of Destec Energy Inc. by NGC Corporation ($1.2 billion)
- Merger of American Electric Power with Central and Southwest Corporation ($8.9 billion)
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Activities and Affiliations
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- Listed: "Texas Super Lawyers" in mergers and acquisitions, Texas Monthly, 2004; The Best Lawyers in America in corporate law; The Best Lawyers in Texas under 40, The Texas Lawyer, February 2000
- Director: The Boys and Girls Club of Greater Houston
- Former Director: The University of Texas Law School Alumni Association; Kinkaid School Alumni Association and The Fay School
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Education and Professional Background
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- Princeton University, A.B. summa cum laude in history, 1985
- The University of Texas School of Law, J.D. with high honors, 1988 (Chancellors; Order of the Coif; Texas Law Review)
- Attended the University of London, 1988
- Admitted to practice: Texas, 1988
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Keith Fullenweider
Partner
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First City Tower
1001 Fannin Street, Suite 2300
Houston, TX 77002-6760
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(713) 758-3838 : ph
(713) 615-5085 : fax
kfullenweider@velaw.com
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