Howard L. Meyers

Partner

Howard L. Meyers is the manager of Morgan Lewis's Business and Finance Practice in Philadelphia. Mr. Meyers has experience in all aspects of corporate finance, including traditional debt and equity securities; securities law compliance for public companies; mergers and acquisitions of public and privately held companies; bank financings; partnership law, including public master limited partnerships and private syndications; and emerging businesses and venture capital. In addition, Mr. Meyers advises clients on corporate governance issues and has acted as special counsel to independent board committees and provides counsel to several not-for-profit corporations.

Mr. Meyers has particular experience in the energy and public utility industries. For more than 30 years, he has worked with regulated electric, gas, and water utilities in a variety of transactions, including acquisitions, dispositions, financings, securities offerings and general corporate representations.

He has also worked closely with oil pipelines, propane distribution businesses, and large international manufacturers on a broad range of transactions. In addition to traditional corporate structures, Mr. Meyers is familiar with publicly held master limited partnerships and has represented such entities in a variety of transactions.

1. Representation of UGI Utilities, Inc. in its $268 million acquisition of PPL Gas Utilities, Inc. and the sale of certain propane assets of PPL Gas Utilities to AmeriGas Partners, L.P.
2. Representation of Buckeye Partners, L.P. in its $440 million acquisition of Lodi Gas Storage, which owns natural gas storage facilities in northern California, and in Buckeye's $145.5 million acquisition of Farm & Home Oil Company and the subsequent sale of Farm & Home's retail assets for $42 million to Inergy, L.P.
3. Representation of Houghton International Corporation in its $400 million merger with a subsidiary of AEA Investors LLC.
4. Representation of various publicly traded corporations and partnerships in the issuance and sale of public debt and equity interests on the NYSE aggregating more than $1.3 billion during the last four years.
5. Representation of the special committees of the board of directors of several public and nonprofit corporations in connection with various "interested director" matters.
6. Representation of UGI Utilities, Inc. in its $580 million acquisition of PG Energy, a local gas distribution company in northern and central Pennsylvania owned by Southern Union Company.
7. Representation of a worldwide specialty chemical manufacturer in connection with its $600 million domestic credit agreement and its €220 million European credit agreement.
8. Representation of Glenmoor, Ltd., the general partner of Buckeye Partners, L.P., in its $235 million sale to Carlyle/Riverstone Energy Fund II.
9. Representation of a diversified paper manufacturer in connection with its acquisition of a British specialty paper manufacturer "in administration" (equivalent to bankruptcy proceedings).
10. Representation of the buyer in the acquisition of ownership interests in Three-Mile Island, Unit 1; Clinton; Oyster Creek; and Peach Bottom nuclear power plants.

From 1994 through 1996, Mr. Meyers served a three-year term as the firm managing partner of Morgan Lewis, a position essentially equivalent to the chief operating officer, and from 2000 to 2006 he served as the Philadelphia office managing partner. He is currently chairman of the firm's Finance Committee.

Mr. Meyers speaks regularly on audit committee responsibilities and corporate governance issues, primarily at the periodic KPMG Audit Committee Roundtables held in Philadelphia.

Mr. Meyers is general counsel and a member of the Executive Committee of the board of directors of the Greater Philadelphia Chamber of Commerce; immediate past chairman of the Committee of Seventy; vice chair of the Council of the Pennsylvania Horticultural Society and former chairman of its Flower Show Executive Committee; a member of the Executive Committee of the board of directors of The William Penn Foundation; and a director of the Philadelphia Chapter of the National Association of Corporate Directors.

Mr. Meyers is admitted to practice in Pennsylvania.

Mr. Meyers and his wife, Barbara, have three sons and reside in St. Davids, Pennsylvania.