
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 special purpose acquisition company, in its $345 million initial public offering of units
Switchback II Corporation, a special purpose acquisition company, in its initial public offering of units (In Registration)
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 special purpose acquisition company (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 special purpose acquisition company, in its $345 million initial public offering of units
Switchback II Corporation, a special purpose acquisition company, in its initial public offering of units (In Registration)
Spartan Acquisition Corp. II, a special purpose acquisition company, in its $345 million initial public offering of units
Rice Acquisition Corp., a special purpose acquisition company, in its $215 million initial public offering of units
Decarbonization Plus Acquisition Corporation, a special purpose acquisition company, in its $200 million initial public offering of units
Tortoise Acquisition Corp. II, a special purpose acquisition company, in its $345 million initial public offering of units
Switchback Energy Acquisition Corporation, a special purpose acquisition company, 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 special purpose acquisition company (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., a special purpose acquisition company, in its $233 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 special purpose acquisition company, 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 special purpose acquisition company, in its $345 million initial public offering of common stock
Vantage Energy Acquisition Corp., a special purpose acquisition company, in its $552 million initial public offering of units
Underwriters to Silver Run Acquisition Corporation II, a special purpose acquisition company, 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), 2017-2020
- 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
- Energy EvolutionJanuary 22, 2021
- CLE EventJanuary 13, 2021
- Energy EvolutionNovember 30, 2020
- Event RecapNovember 16, 2020
- Deals & CasesNovember 3, 2020
- Deals & CasesOctober 26, 2020
- Deals & CasesOctober 26, 2020
- InsightOctober 12, 2020
V&E Capital Markets Update
- Rankings & AwardsOctober 2, 2020
- Deals & CasesSeptember 24, 2020
- Deals & CasesSeptember 15, 2020
- InsightSeptember 3, 2020
V&E SEC Update
- Event RecapAugust 13, 2020
- Energy EvolutionJuly 31, 2020
- Deals & CasesJuly 15, 2020
- Deals & CasesJuly 13, 2020
- Deals & CasesJuly 6, 2020
- Event RecapTuesday, June 30, 2020
- Deals & CasesJune 22, 2020
- Deals & CasesJune 19, 2020
- Deals & CasesJune 18, 2020
- Rankings & AwardsJune 16, 2020
- Rankings & AwardsApril 23, 2020
- Deals & CasesApril 1, 2020
- Rankings & AwardsFebruary 13, 2020
- Deals & CasesJanuary 15, 2020
- InsightJanuary 1, 2020
- Special Purpose Acquisition CompaniesJanuary 1, 2020
- Deals & CasesDecember 18, 2019
- Deals & CasesDecember 10, 2019
- Deals & CasesDecember 9, 2019
- Deals & CasesNovember 15, 2019
- Deals & CasesAugust 5, 2019
- Deals & CasesJuly 30, 2019
- Deals & CasesJuly 29, 2019
- Rankings & AwardsMay 30, 2019
- Rankings & AwardsApril 25, 2019
- Deals & CasesMarch 25, 2019
- InsightMarch 21, 2019
First published in The Texas Lawbook
- Deals & CasesMarch 4, 2019
- Deals & CasesFebruary 4, 2019
- Deals & CasesJanuary 10, 2019
- V&E+January 7, 2019
- Deals & CasesNovember 27, 2018
- Deals & CasesNovember 7, 2018
- Deals & CasesOctober 30, 2018
- Deals & CasesOctober 22, 2018
- Deals & CasesOctober 22, 2018
- Deals & CasesSeptember 28, 2018
- V&E+September 14, 2018
- Event RecapSeptember 12, 2018
- Special Purpose Acquisition CompaniesSeptember 6, 2018
First published in The Texas Lawbook
- Deals & CasesSeptember 4, 2018
- Deals & CasesAugust 14, 2018
- Deals & CasesAugust 14, 2018
- Deals & CasesAugust 8, 2018
- Deals & CasesJuly 31, 2018
- Deals & CasesJuly 16, 2018
- Deals & CasesJune 6, 2018
- Rankings & AwardsMay 9, 2018
- Rankings & AwardsMarch 12, 2018
- Deals & CasesMarch 6, 2018
- Deals & CasesJanuary 16, 2018
- Deals & CasesJanuary 12, 2018
- Event RecapOctober 11, 2017
- Deals & CasesJuly 19, 2017
- InsightMarch 29, 2017
V&E SEC Update E-communication
- Event RecapFebruary 22, 2017
- InsightJanuary 24, 2017
V&E MLP Tax Update E-communication
- InsightJanuary 19, 2017
V&E MLP Tax Update E-communication
- Event RecapSeptember 14, 2016
- Event RecapMarch 9, 2016
- InsightJanuary 7, 2016
V&E MLP Tax Update E-communication
- Event RecapOctober 2, 2015
- InsightJune 19, 2015
V&E MLP Tax Update E-communication
- Event RecapMay 13, 2015
- “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)