J. Robert Fowler, P.C.

Since joining Kirkland, Rob has been involved in the following matters:

• loanDepot, Inc., the second largest retail non-bank lender in the United States and leading retail mortgage lender, in its initial public offering. 
• Guidon Operating LLC in the divestiture of all leasehold interests and related assets to Diamondback Energy, Inc. (NASDAQ: FANG) for a mixture of cash and shares of Diamondback common stock.
• Conflicts committee of the board of directors of the general partner of TC PipeLines, LP (NYSE: TCP) in its approximately $1.68 billion all-stock acquisition by TC Energy Corporation (NYSE: TRP). 
• HighPoint Resources Corp. (NYSE: HPR) on its $376 million combination with Bonanza Creek Energy, Inc. (NYSE: BCEI).
• Arcosa, Inc. (NYSE: ACA) in its acquisition of Strata Materials.
• Schlumberger (NYSE: SLB) in the sale of its North American onshore hydraulic fracturing business to Liberty Oilfield Services Inc. (NYSE: LBRT).
• WPX Energy, Inc. (NYSE: WPX) in its $12 billion all-stock merger of equals with Devon Energy Corporation (NYSE: DVN).
• Grubhub in its pending $7.3 billion sale to Just Eat Takeaway.com.
• NOVA Infrastructure in its investment in Integrated Waste Solutions Group, LLC, an Austin-based waste management company.

Prior to joining Kirkland, Rob was involved in the following matters:

M&A Transactions

• Carrizo Oil & Gas, Inc. in its $1.8 billion combination with Callon Petroleum Company.
• Innophos Holdings, Inc. in its pending $932 million sale to One Rock Capital Partners LLC.
• Liberty Expedia Holdings, Inc. in its $2.8 billion combination with Expedia Group, Inc.
• NASCAR Holdings, Inc. in its $2 billion acquisition of International Speedway Corporation.
• Special Committee of the Board of Directors of Barnes & Noble in connection with its acquisition by funds advised by Elliott Advisors (UK) Limited in a transaction valued at approximately $683 million.
• IFM Investors in its $10.3 billion enterprise value acquisition of Buckeye Partners, L.P.
• Qurate Retail, Inc. (f/k/a Liberty Interactive Corporation) in its $2.6 billion enterprise value acquisition of HSN, Inc.
• Starz in its $4.4 billion sale to Lionsgate.
• Liberty Media Corporation in its $8 billion enterprise value acquisition of Formula One.
• Genesis Park II LP in its sale of Texas Monthly magazine to an affiliate of Enterprise Products Partners, LP.
• McDermott International, Inc. in its $6 billion combination with Chicago Bridge & Iron Company N.V.
• Qurate Retail, inc. (f/k/a Liberty Interactive Corporation) in its acquisition of General Communications, Inc. and related split-off of GCI Liberty, Inc.
• GEODynamics, Inc. in its $525 million sale to Oil States International, Inc.
• CommerceHub, Inc. in its $1.1 billion sale to GTCR and Sycamore Partners.
• Healix, Inc. in its sale to TA Associates.

IPO

• Sunnova Energy Corporation in its $170 million initial public offering of common stock.

Litigation

• Houston Municipal Employees Pension System in its litigation against the City of Houston and related parties in Klumb et al v. Houston Municipal Pension System et al and Houston Municipal Pension System v. City of Houston, et al.

 Litigation & Counseling

• Negotiation of the employee benefits provisions in a large public company merger in the oilfield services industry, and assisted with benefits integration, executive compensation and retention planning post-merger.
• Negotiation of employee benefits aspects of sale of retail electric provider in which ESOP was a significant selling shareholder.
• Representation of multiemployer pension and welfare plan trustees in plan administration, plan design and fiduciary issues.
• Advised clients regarding compensation and benefits structuring in connection with initial public offering of MLPs.
• Represented management team in the negotiation of equity incentive and other compensation arrangements in connection with private equity purchase.
• Negotiation of the employee benefits provisions in a client’s sale of a subsidiary.
• Negotiation of the employee benefits provisions of a joint venture agreement between two oilfield services companies and providing advice regarding follow-up issues in implementation of the joint venture structure.
• Design and implementation of several employee stock ownership plans.
• Addressed equity compensation adjustments and related matters in public company split-offs.
• Representation of a major oil company in a class action suit alleging that independent contractors were common-law employees entitled to benefits.
• Representation of an investment committee in a class action suit over employer stock issues in a 401(k) plan.
• Negotiation of numerous employment and separation agreements on behalf of employers and executives.
• Advised clients regarding design of equity incentive arrangements, including restricted stock, phantom stock, stock units, stock options and stock appreciation rights and preparation of related documentation.
• Advised client regarding various aspects of pension plan termination.