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Craig R. Culbertson
Partner 
77 West Wacker Drive
cculbertson@mcguirewoods.comSuite 4100 Chicago, Illinois 60601-1818 F: 312.849.3052    |
Mr. Culbertson is the managing partner of the firm's Chicago office. He regularly represents companies, banks, funds, boards of directors and special committees in a variety of corporate/finance matters, including corporate governance, financial transactions, international projects, mergers and acquisitions and complex commercial arrangements. His clients include Fortune 100 companies ranging in industries from aerospace to food and beverage to banking/finance to steel manufacturing to energy. He has been named numerous times (including in 2011) by Crain's Chicago Business as one of a total of 50 lawyers in "Who's Who in the Chicago Business Community."
- Corporate Structure and Governance - Regularly involved in tender and exchange offers, proxy contests, auctions, acquisitions, defensive planning, going private transactions and other corporate governance matters. Recent experience includes:
- Represented Tesoro in its Project Earle: the transfer of various logistics assets into Tesoro Logistics LLP and the IPO of that Master Limited Partnership.
- Represented Tenneco Inc. in its cash tender offer for $1.2 billion in note and debenture securities.
- Represented Tenneco Inc. in its $1.1 billion registered exchange offer of Tenneco Packaging note and debenture securities for outstanding Tenneco Inc. note and debenture securities.
- Represented the Best Access Systems group of companies (three inter-related public companies) in a complex going private transaction.
- Represented chairman/CEO of a Fortune 1000 company in buyout of his interests after board dispute.
- Securities and Finance Practice - Represents numerous issuers, underwriters, banks, other lenders and borrowers, in a wide variety of equity and debt financing transactions. A few recent projects are highlighted below.
- Represented a leading money-center bank in a large syndicated financing for a healthcare administration company.
- Represented a leading money-center bank in its financing of a major Ohio utility.
- Represented a leading Chicago bank in ongoing, complex financing transactions for a National Football League franchise and its owner.
- Represented a leading money-center bank in a large syndicated financing for a publicly held technology company.
- Represented Tenneco Inc. in its $3 billion Revolving Credit and Competitive Advance Facility by Chase Manhattan Bank, as agent.
- Represented LUKOIL (largest Russian oil company) in a $1.5 billion long-term export-backed financing by a consortium of five western money-center banks (structured and negotiated but not closed due to collapse of Russian economy).
- Represented Newport News Shipbuilding Inc., in the issuance of $400,000,000 of High Yield Senior Notes and Senior Subordinated Notes initially purchased by J.P. Morgan & Co., CF First Boston, Morgan Stanley & Co., Incorporated, BA Securities, Inc. and NationsBanc Capital Markets, Inc. and the subsequent exchange offer for Notes registered with the SEC.
- Represented Pacalta Resources in $100 million oil field financing by Barclays Bank.
- Represented Pacalta Resources Ltd. In its $120 million offering of high-yield notes pursuant to Rule 144A, and the subsequent exchange for registered notes. The notes were offered by Donaldson, Lufkin & Jenrette Securities Corporation and FirstEnergy Capital (USA) Corp.
- Represented Indian Refining Company in $65 million refinery refurbishment financing.
- Represented Pacalta Resources in $25 million financing to construct an electric power generating plant for oil fields in Ecuador.
- Represented Powerine Oil Company in $70 million refinery refurbishment financing by Societe Generale.
- Represented Castle Energy Corporation in connection with a public offering of common stock for in excess of $52 million.
- Represented the underwriters in Everen Securities' (now part of Wachovia/Wells) $30 million IPO of PrivateBank.
- International Practice - Has represented both domestic and foreign companies in a variety of complex international transactions, particularly in the energy sector. Recent experience includes:
- Represented LUKOIL (largest Russian oil company) in a $1.5 billion long-term export-backed financing by a consortium of five western money-center banks (structured and negotiated but not closed due to collapse of Russian economy).
- Represents Castor Petroleum in its ongoing projects respecting the Petroterminal de Panama oil pipeline and other international supply, trading shipping and logistics transactions.
- U.S. counsel for The Sebastopol Group, a U.S./Colombian group constructing a $200 million oil refinery in Colombia. Work includes structuring and negotiating financing (Ex-Im Bank), engineering contracts and crude oil and product offtake agreements with the government-owned oil company.
- Represented Pacalta Resources (Canadian energy company) in $100 million Ecuadorian oil field financing by Barclays Bank.
- Represented Pacalta Resources in $25 million financing to construct an electric power generating plant for oil fields in Ecuador.
- Mergers & Acquisitions - Regularly represents the Fortune 500 as well as smaller companies in diverse types of mergers and acquisitions, reorganizations, divestitures and spinoffs. Recent experience includes:
- Represented Tenneco Inc. in its multi-year, multibillion-dollar corporate restructuring which included numerous acquisitions, mergers, spin-offs and divestitures and ultimately resulted in the creation of several separate public companies, including Case Corporation, Newport News Shipbuilding, Pactiv Corporation and Tenneco Automotive.
- Represents Boeing in various M&A matters.
- Represented General Dynamics in its multi-year, multi-billion dollar divestiture of various business lines, including its F-16 production facility and its Data Processing Division.
- Represents Tesoro in various M&A, commercial and corporate matters.
- Represents MillerCoors in various corporate, commercial and other matters.
- Represented Harvest Energy Trust in its $1.6 billion acquisition from Vitol Group of the Come-by-Chance Oil Refinery in Newfoundland.
- Represented North Atlantic Refining Company in the sale of its oil refinery to the state-owned South Korean oil company.
- Represented North Atlantic Refining Company in complex, multimillion-dollar, long-term supply and offtake agreements with Macquarie.
- Represented Continental Grain (Conti Group of Companies) in the sale of its barge business to American Barge Lines.
- Represented 11 separate companies (under United States Mutual Association umbrella) in their sale to a NY-based financing buyer.
- Represented Beltone and owners in a complex "re-cap" sale of the hearing aid business to a financial buyer group.
- Represented Castle Energy Corporation in the acquisition of oil and gas wells from Atlantic Richfield Company and its subsidiaries for approximately $2 billion.
- Represented Castle Energy Corporation in connection with the acquisition of Powerine Oil Refinery valued at over $580 million.
- Represented Castle Energy Corporation in connection with the Indian Oil Refinery valued at over $500 million.
- Represents numerous private equity, mezzanine and similar and other funds and groups in their M&A activities throughout the United States.
- Represented Mucho.com, a small business portal in its $40 million merger with publicly-traded Team America, and related bank and mezzanine financing.
- Complex Commercial Contracts - Represents numerous companies and their subsidiaries ranging from the middle market to the Fortune 100, including Tesoro, MillerCoors, Tenneco, Castor Petroleum, Union Pacific, LTD Commodities, Harvest Energy Trust, Continental Grain and Nidera Group in complex commercial contracts, oftentimes with values of billions of dollars.
- Capital Markets
- Securities & Corporate Finance
- Energy & Utilities
- Mergers & Acquisitions
- Project Finance
- Supply Chain
- Corporate Governance
- Managing Partner, Chicago Office
- Board of Partners
- Named an Illinois "Super Lawyer," 2005-2012
- Partner, Jenner & Block
- Co-chair, Corporate/Finance Practice
- Member, Executive Committee
- Board Member, Northwestern University Center on Wrongful Convictions
- American Bar Association
- Advisory Panel
- Corporate Governance Committee
- Fellow, American Bar Foundation
- National Association of Corporate Directors
- Vice Chair, Chicago Bar Association, 2010 & 2011 "Investing in Justice" Campaigns
- Board of Directors, Abraham Lincoln Presidential Library and Foundation
- Chairman Emeritus of the Board, Voices for Illinois Children
- Board of Directors and Outside General Counsel, Chicago Catalyst Charter Schools
- Board of Directors, St. Anthony Hospital Foundation
- The Commercial Club of Chicago
- The Economic Club of Chicago
- Union Church of Hinsdale
- The Chicago Club
- The Dunes Club
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EDUCATION Northwestern University - Kellogg School of Management, Advanced Leadership Program, 2009 Loyola University Chicago, Chicago, Illinois, J.D., summa cum laude, 1980 Davidson College, Davidson, North Carolina, B.A., cum laude, 1977 ADMITTED Illinois 1980 PLACE OF BIRTH Chicago, Illinois |