Melissa Jester Spohn
Trammell Crow Center
2001 Ross Avenue
Suite 3900
Dallas, Texas 75201
Texas Tower
845 Texas Avenue
Suite 4700
Houston, Texas 77002
Missy’s practice focuses on executive compensation, employee benefits, public company compensation and securities law disclosures required by the Securities and Exchange Commission, and compensation or benefits issues related to mergers and acquisitions, initial public offerings, and other corporate transactions. She advises a wide variety of public and private companies on various aspects of executive compensation and employee benefits. A significant portion of her practice involves advising clients on the design, implementation, and administration of deferred compensation plans and arrangements, stock option plans, other equity or cash-based incentive plans, tax-qualified plans, non-qualified plans, executive employment agreements, and consulting agreements.
Experience Highlights
Focus Financial Partners Inc. in its $615 million initial public offering of common stock utilizing an Up-C structure
Tortoise Acquisition Corp. II in its $1.4 billion business combination with Volta Industries, an industry leader in commerce-centric electric vehicle charging networks
Tortoise Acquisition Corp. in the $1 billion business combination with Hyliion Inc., a developer and manufacturer of electrified powertrain solutions for Class 8 commercial vehicles that significantly reduce emissions
Liberty Oilfield Services in its acquisition of Schlumberger’s onshore hydraulic fracturing business
Decarbonization Plus Acquisition Corporation, a SPAC, in its $230 million initial public offering of units
Assisting clients in restructuring the long term incentive awards for their highest level executives to provide a greater link between pay and performance
Cloud Peak, a coal mine operator, in bankruptcy restructuring matters and resulting changes to executive compensation arrangements
Various clients in day to day securities work and SEC filings with respect to executive compensation matters and employee benefits, including Key Energy Services, Targa Resources, Pioneer Natural Resources, and Huntsman Corporation
Bonanza Creek Energy in a merger to acquire HighPoint Resources Corporation that was valued at approximately $376 million, and included a registered exchange offer, consent solicitation, and simultaneous registered solicitation of a prepackaged plan of reorganization under chapter 11, which was followed by two subsequent out-of-court mergers and acquisitions by the combined company, resulting in a company with total expected enterprise value of $4.5 billion
Targa Resources Corp. in the $1.1 billion development joint venture with Stonepeak Infrastructure Partners for ownership of a 25% interest in the Gulf Coast Express Pipeline, a 20% interest in the Grand Prix Pipeline, and a 100% interest in Targa’s next fractionation train
Western Refining in the $2.4 billion take private of Northern Tier Energy, an independent downstream energy company with refining, retail and logistics operations
Covey Park Energy in its $2.2 billion sale to Comstock Resources
Focus Financial Partners, an international partnership of wealth management firms, in an investment by Stone Point Capital and KKR that valued Focus at approximately $2 billion
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
PVR Partners in the $5.6 billion sale of the company, a publicly traded MLP, which owns and operates a network of natural gas midstream pipelines and processing plants, and owns and manages coal and natural resource properties, to Regency Energy Partners
TPG Capital and Acon Investments in the $775 million sale of the general partner of Northern Tier Energy, owner of a Minnesota refinery and related assets, to Western Refining
Targa Resources Corp. in its $784 million public offering of common stock
Cactus, Inc. in its $503 million initial public offering of common stock utilizing an Up-C structure
Group 1 Automotive, Inc. in its $550 million offering of senior notes
Huntsman Corporation in its $522 million initial public offering of Venator Materials plc, a global chemical company incorporated in the UK
DIRTT Environmental Solutions Ltd. In its dual listing on The Nasdaq Global Select Market and the Toronto Stock Exchange
Credentials
- Southern Methodist University, LL.M., Tax, 2006
- University of Arkansas at Little Rock, J.D. with honors, 2005
- University of Arkansas at Little Rock, M.P.A., 2005
- Hendrix College, B.A. cum laude, 2001
- The Best Lawyers in America© (BL Rankings, LLC), “Ones to Watch,” (Dallas): Employee Benefits (ERISA) Law, 2023–2025; Labor and Employment Law–Management, 2024 and 2025
- Member: Dallas Bar Association, Dallas Association of Young Lawyers
- Arkansas
- Texas
- Colorado
- Deals & CasesDecember 4, 2024
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- Deals & CasesJuly 30, 2024
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- Deals & CasesFebruary 27, 2024
- Deals & CasesJanuary 11, 2024
- Deals & CasesDecember 19, 2023
- Event RecapNovember 16, 2023
- Deals & CasesNovember 14, 2023
- Deals & CasesNovember 13, 2023
- Deals & CasesSeptember 20, 2023
- Deals & CasesSeptember 14, 2023
- Rankings & AwardsAugust 21, 2023
- Deals & CasesAugust 16, 2023
- Deals & CasesJuly 28, 2023
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- Deals & CasesJuly 13, 2023
- Deals & CasesJune 5, 2023
- Deals & CasesMarch 9, 2023
- Deals & CasesFebruary 14, 2023
- Deals & CasesJanuary 3, 2023
- InsightNovember 7, 2022
V&E SEC Update
- Deals & CasesOctober 27, 2022
- Deals & CasesOctober 17, 2022
- Rankings & AwardsAugust 18, 2022
- Deals & CasesAugust 17, 2022
- Deals & CasesJune 17, 2022
- Deals & CasesJune 14, 2022
- Deals & CasesApril 12, 2022
- Deals & CasesMarch 1, 2022
- Deals & CasesJanuary 6, 2022
- Deals & CasesJuly 28, 2021
- Deals & CasesJune 7, 2021
- Deals & CasesMay 10, 2021
- “Updated Guidance on Pay Ratio Disclosures,” V&E Executive Compensation Disclosure Update E-communication, September 28, 2017 (co-author)