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About Rebecca

Rebecca Keep's practice focuses on complex financial transactions. She represents both lenders and borrowers in large, syndicated and bilateral, secured and unsecured, financing arrangements, including acquisition and working capital facilities, asset based loans, reserve based loans, dividend recapitalizations, institutional term loans, first and second lien arrangements, bond financing credit enhancement and project financings, with a focus on the energy industry.

Experience

Recent Notable Matters

DCP Midstream, LLC — $700 million secured revolving credit facility, as borrower

Gran Tierra Energy Inc. — $630 million secured reserve-based revolving credit and term loan facilities, as borrower

Kinder Morgan, Inc. — $5 billion bridge facility and a $4 billion revolving credit facility in connection with its acquisition of its master limited partnerships, establishing the largest mid-stream and third largest energy company in North America, including a cross-guaranty among entities and other debt to create a single creditor class and eliminate structural subordination, as borrower

Venoco, Inc. — a series of strategic financing transactions, including the issuance of its $175 million of first lien notes, $75 million secured term loan, and exchange of $194 million in principal and interest of its unsecured notes for $150 million of second lien notes, as borrower

Citigroup — $1.75 billion unsecured revolving credit facility to Enable Midstream Partners, LP, a master limited partnership, as administrative agent and sole lead arranger

Citigroup — $300 million senior secured revolving and term loan facilities to USD Partners LP and USD Terminals Canada ULC, hydrocarbon rail transport and terminaling companies, secured by substantially all of the borrowers

Scotia Bank — CAD $1.2 billion unsecured term and revolving facilities and a $200 million revolver to Canadian oil and gas company Baytex Energy Corp. and its subsidiaries, in connection with their acquisition of Aurora USA Oil & Gas, Inc., as administrative agent

The lead investor — $300 million secured term loan and equity investment to the holding company for an independent oil and gas exploration and production company, secured by certain equity pledges

Midstream natural gas services company — $2 billion unsecured revolving credit facility agented by Citibank, NA, a $400 million unsecured term loan facility agented by the Bank of Tokyo-Mitsubishi UFJ, Ltd, a $1 billion unsecured revolving credit facility agented by JPMorgan Chase Bank, NA and a $300 million unsecured delayed-draw term loan facility agented by Bank of America, NA, as borrower

Kinder Morgan, Inc. — $2.025 billion revolving bridge credit facility in connection with the acquisition of Hiland Partners Holdings LLC, Hiland Partners GP Holdings, LLC; Hiland Operating, LLC, Hiland LP, LLC, Hiland GP, LLC, Hiland Energy Partners, LLC, Hiland Partners, LLC, Independent Trading & Transportation Company I, LLC, Bighorn Gas Operating, LP, Cottonwood Creek, Inc., Hiland Partners Finance Corp. and Hiland Crude, LLC., as borrower

Credentials

Education

University of Tasmania,
LL.B.
2001
with first class honors
University of Tasmania,
B.A.
2001

Bar Admissions

New York

News

News

Venoco $250 Million of New Financings

April 14, 2015
Global Legal Chronicle

Deal of the Week: Energy Abounds

August 12, 2013
Texas Lawyer - Houston Bureau

Deal of the Week: Lots of Energy

May 3, 2013
Texas Lawyer - Houston Bureau

Noteworthy

Events

Past Events

Bracewell Hosting WEN NYC Discussion Series

Bracewell LLP
1251 Avenue of the Americas
New York, NY
United States

October 3, 2017