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E. Ramey Layne
E. Ramey Layne
Partner — Capital Markets and Mergers & Acquisitions
E: rlayne@velaw.com T: +1.713.758.4629
VCard BIO PDF
Partner — Capital Markets and Mergers & Acquisitions

E. Ramey Layne

E. Ramey Layne
Houston
T: +1.713.758.4629
F: +1.713.751.5396

1001 Fannin Street
Suite 2500
Houston, TX 77002

E: rlayne@velaw.com
VCard BIO PDF
E. Ramey Layne

Ramey’s principal areas of practice are capital markets, securities law, and mergers and acquisitions. He has a particular focus on transactions relating to Special Purpose Acquisition Companies (SPACs) and publicly traded master limited partnerships (MLPs). He represents both issuers and underwriters in public and private securities offerings. Ramey has advised clients on general corporate matters, public company reporting issues, restructuring of partnerships, and reporting obligations in connection with acquisition and disposition of partnership securities. Additionally, Ramey advises clients on Investment Company Act of 1940 avoidance.

Experience Highlights

  • Queen’s Gambit Growth Capital, a SPAC, in its $345 million initial public offering of units

  • Switchback II Corporation, a SPAC, in its $316 million initial public offering of units

  • The Lion Electric Company, a leading designer, manufacturer and distributor of all-electric medium and heavy-duty urban vehicles, in its $1.9 billion combination with Northern Genesis Acquisition Corp., a publicly traded ESG-focused SPAC

  • Tortoise Acquisition Corp., a special purpose acquisition company with a strategic focus on the energy sector and decarbonizing commercial transportation in North America, in the merger with Hyliion Inc., a developer and manufacturer of electrified powertrain solutions for Class 8 commercial vehicles that significantly reduce emissions

  • TPG as majority holder of certain convertible preferred units of EnLink Midstream Partners in EnLink’s simplification transaction

  • Underwriters to Sunnova Energy International Inc. in its $168 million initial public offering of common stock 

  • New Fortress Energy LLC in its $291 million initial public offering of Class A shares

  • Liberty Oilfield Services, Inc. in its $249 million initial public offering of common stock 

  • TPG RE Finance Trust, Inc. in its $233 million initial public offering of common stock

  • Rockpile Energy Holdings, a portfolio company of White Deer Energy, in the $284.5 million sale of RockPile Energy Services to Keane Group

  • Queen’s Gambit Growth Capital, a SPAC, in its $345 million initial public offering of units

  • Switchback II Corporation, a SPAC, in its $316 million initial public offering of units

  • Spartan Acquisition Corp. II, a SPAC, in its $345 million initial public offering of units

  • Rice Acquisition Corp., a SPAC, in its $215 million initial public offering of units

  • Decarbonization Plus Acquisition Corporation, a SPAC, in its $230 million initial public offering of units

  • Tortoise Acquisition Corp. II, a SPAC, in its $345 million initial public offering of units

  • Switchback Energy Acquisition Corporation, a SPAC, in its $300 million initial public offering of Class A common stock

  • The Lion Electric Company, a leading designer, manufacturer and distributor of all-electric medium and heavy-duty urban vehicles, in its $1.9 billion combination with Northern Genesis Acquisition Corp., a publicly traded ESG-focused SPAC

  • Switchback Energy Acquisition Corporation, a special purpose acquisition company sponsored by an affiliate of NGP Capital Management, in its $2.4 billion business combination with ChargePoint, a leading electric vehicle charging network (pending)

  • Tortoise Acquisition Corp. II, a SPAC, in its $345 million initial public offering of units

  • Tortoise Acquisition Corp., a special purpose acquisition company with a strategic focus on the energy sector and decarbonizing commercial transportation in North America, in the merger with Hyliion Inc., a developer and manufacturer of electrified powertrain solutions for Class 8 commercial vehicles that significantly reduce emissions

  • Spartan Energy Acquisition Corp., a SPAC, in its $552 million initial public offering of common units

  • Spartan Energy Acquisition Corp., a special purpose acquisition company sponsored by an affiliate of Apollo Global Management, in its business combination with Fisker Inc., a developer of eco-friendly electric vehicles

  • Sentinel Energy Services Inc., a SPAC, in its $345 million initial public offering of common stock

  • Vantage Energy Acquisition Corp., a SPAC, in its $552 million initial public offering of units

  • Underwriters to Silver Run Acquisition Corporation II, a SPAC, in its $1.035 billion initial public offering of units

  • CVR Refining, LP in its $690 million initial public offering of common units

  • Underwriters to 8point3 Energy Partners LP in its $420 million initial public offering of common units 

  • Enviva Partners, LP in its $230 million initial public offering of common units

  • Dominion Midstream Partners, LP in its $423 million initial public offering of common units

  • Westlake Chemical Partners LP in its $311 million initial public offering of common units

  • Foresight Energy LP in its $350 million initial public offering of common units

  • Underwriters to USA Compression Partners, LP in its $198 million initial public offering of common units

  • Hi-Crush Partners LP in its $220 million initial public offering of common units

  • CVR Partners, LP in its $353 million initial public offering of common units

  • Double Eagle Energy Permian in its $2.8 billion sale of certain undeveloped acreage and producing oil and gas properties in the core of the Midland Basin to Parsley Energy

  • CVR Partners in the $533 million acquisition of Rentech Nitrogen Partners, creating a leading North American nitrogen fertilizer producer 

  • Niska Gas Storage Partners in the $911.9 million sale of the company, a natural gas services provider and Riverstone Holdings portfolio company, to Brookfield Infrastructure 

  • Foresight Reserves in the $1.37 billion sale of a significant economic interest in Foresight Energy, a coal producer, to Murray Energy

  • Hi-Crush Proppants in the drop down of Hi-Crush Augusta, owner of a 1,187-acre facility with integrated rail infrastructure and production capacity of 1.6 million tons of frac sand per year, to Hi-Crush Partners

  • Devon Energy Corp. in the $8.84 billion contribution of substantially all of its U.S. midstream business to Crosstex Energy and Crosstex Energy to form a consolidated midstream business controlled by Devon

  • Buckeye Partners in the $1.14 billion merger between Buckeye Partners and Buckeye GP Holdings

Credentials

  • New York University School of Law, J.D., 2002
  • The University of Texas, B.A., Latin American Studies with honors, 1999
  • Legal 500 U.S., “Next Generation Lawyer”  in Capital Markets: Equity Offerings, 2015, 2018 and 2019; Capital Markets: Debt, 2020; Capital Markets: Equity Offerings, 2020
  • Chambers USA, Capital Markets: Debt & Equity (Texas), 2017-2019; “Up and Coming”, 2016 and 2017; Capital Markets: Debt & Equity: Central United States (Nationwide), 2019 and 2020
  • Chambers Global, Capital Markets: Debt & Equity (Central United States), 2017-2021
  • Selected to the New York Metro Rising Stars list, Super Lawyers (Thomson Reuters), 2011–2017
  • Selected to the Texas Rising Stars list, Super Lawyers (Thomson Reuters), 2013–2017
  • IFLR1000, 2020
  • Member: American Bar Association and New York State Bar Association
  • New York
  • Texas
  • “Market Update: Evolution of Midstream IPO Structures,” V&E Houston Office, September 12, 2018 (speaker)
  • “MLP Transitions: Understanding the Process and Critically Evaluating the Long-Term Costs and Expected Benefits of Simplifications, Roll-ups and Conversions,” April 19, 2018 (speaker)
  • “Energy Series CLE: MLP 101: Market Trends and Updates,” V&E Houston Office, October 17, 2017 (speaker)
  • “Alternative Capital: 144A Equity Offerings and Special Purpose Acquisition Companies,” V&E Houston Office, February 22, 2017 (speaker)
  • “LinnCo and LINN to Permit Partners to Exchange Into Corporate Blocker,” V&E Capital Markets and Tax Update E-Communication, March 24, 2016 (co-author)
  • “Dramatic Changes to Partnership Audit Rules and Their Implications for Existing Partnerships,” V&E Tax Update E-communication, November 5, 2015 (co-author)
  • “Retail Preferred Offerings Expand Outside of the Traditional E&P MLP Space,” V&E MLP Update E-communication, October 12, 2015 (co-author)
  • “MLP 201,” Energy Series, November 18, 2014 (presenter)

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