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Master Limited Partnerships (MLPs)

The master limited partnership (MLP) structure enables capital-intensive energy companies to attract the financing required to build and maintain the infrastructure necessary to support the U.S. energy industry. We are here to help clients navigate complex issues and find tax-efficient solutions for continued growth.

Client Successes

Represented Conflicts Committee of Crestwood Midstream Partners LP in its US$7.5B public-to-public merger with Crestwood Equity Partners LP

Advised Tall Oak Midstream, an EnCap Flatrock portfolio company, in its US$1.55B sale of assets to EnLink Midstream Partners, LP and EnLink Midstream, LLC

Represented Vanguard Natural Resources, in its US$614M public-to-public merger with Eagle Rock Energy Partners, LP

A Strategic Approach to MLPs

We find tax-efficient solutions to issues related to the formation, capitalization, and initial public offering of master limited partnerships, as well as acquisitions (including “drop-downs”) and mergers, in all asset classes qualifying for the natural resources tax exemption available to publicly traded partnerships under the Internal Revenue Code.

Expertise, Experience, and Innovation

  • Our team has industry-leading experience representing sponsors in MLP structuring, asset selection, and execution of IPOs, including advising on tax issues, accounting issues, and industry-specific regulatory issues.
  • We provide sophisticated tax structuring assistance for MLP formation and capitalization transactions, including drawing on our deep experience to advise with asset selection and entity structuring.
  • Our lawyers have worked on billion-dollar capital markets transactions over the last few years and have led numerous equity and debt private placements as well as PIPE transactions.

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