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Tax

Tax

Bracewell’s tax attorneys serve as counsel on public and private company mergers, acquisitions and dispositions, private equity investments, joint ventures, capital markets transactions and bankruptcies. We advise clients on federal, state and international tax issues related to structuring and documenting business transactions. In cooperation with our transactional counterparts, we provide comprehensive legal advice, with an eye toward optimizing business transactions and maximizing our clients’ after-tax returns. We are familiar with the tax considerations relevant to c-corporations, s-corporations, partnerships, MLPs, REITs, trusts, and sovereign entities.  

Chambers USA 2018 commented that Bracewell has a "solid practice noted for its expertise in tax matters in the energy space,” as we regularly handle tax issues arising in transactions in all aspects of the energy sector, including upstream and midstream oil and gas, oil field services, power generation and transmission, and renewables.

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Experience

Recent Notable Matters

Matlin & Partners Acquisition Corporation — merger and contribution agreement with U.S. Well Services, LLC, creating one of the first publicly traded oilfield services companies with an enterprise value of $588 million

Great Plains Energy Inc. — revised stock-for-stock merger of equals transaction with Westar Energy, Inc., creating a company with a combined equity value of approximately $14 billion, and with nearly 13,000 MW of generation capacity and more than 51,000 miles of distribution lines

Kinder Morgan, Inc. — investment between Kinder Morgan Texas Pipeline LLC, DCP Midstream, LP and an affiliate of Targa Resources for the $1.7 billion Gulf Coast Express Pipeline Project, designed to transport up to 1.92 billion cubic feet per day of natural gas

Hydro One Limited — $5.3 billion acquisition of Avista Corporation in an all-cash transaction, establishing one of North America’s largest regulated electricity and natural gas businesses with more than $25.4 billion in combined assets

Apache Corporation — strategic partnership with EPIC Midstream Holdings, LP and Noble Energy Inc. to develop the EPIC Crude Oil Pipeline, including transportation service agreements, tariffs and related regulatory matters

Apache Corporation and Apache Midstream LLC — formation of SCM Alpine, LLC, which will own and operate a greenfield NGL y-grade pipeline, including transportation service agreements, tariffs and related regulatory matters

HPS Investment Partners, LLC and Kingfisher Midstream, LLC — merger agreement between Kingfisher, Silver Run Acquisition Corporation II and Alta Mesa Holdings, LP to combine and form Alta Mesa Resources, Inc.

Phillips 66 Partners LP — joint venture construction and operating agreements with Andeavor and an equity option with Canadian midstream company Enbridge Inc. in relation to the Gray Oak Pipeline, LLC joint venture, and in a joint venture with Buckeye Partners LP to develop the new South Texas Gateway Terminal at the mouth of Corpus Christi Bay

Duke Energy Corporation — $2.8 billion sale of its Midwest merchant generation business to a subsidiary of Dynegy Inc., which includes ownership interests in 11 power plants with a total capacity of approximately 6,100 MW, as well as Duke’s competitive retail electric and gas business; Platts Global Energy Awards, 2015 Strategic Deal of the Year

Canada Pension Plan Investment Board — $450 million commitment by its wholly-owned subsidiary, CPPIB Credit Investments, to LongPoint Minerals, LLC, an entity formed to buy minerals and royalties in the U.S.

Parsley Energy Inc. — $2.8 billion acquisition of certain entities holding undeveloped acreage and producing oil and gas properties in the core of the Midland Basin from Double Eagle Energy Permian LLC and certain of its affiliates consisting of approximately $1.4 billion in cash and approximately 39.8 million units of Parsley Energy

HPS Investment Partners LLC — $350 million recapitalization of Alta Mesa Holdings, Inc. through a combination of convertible preferred stock and senior notes

Crédit Agricole Corporate & Investment Bank — $4.65 billion financing of  McDermott International, Inc.’s all-stock combination with Chicago Bridge & Iron Company N.V., consisting of a $2.26 billion senior secured term loan facility, a $1.0 billion senior secured revolving credit facility and a $1.39 billion senior secured letter of credit facility, as lead arranger

Kinder Morgan, Inc. — $1.25 billion offering of senior notes

Yuhuang Chemical — $1.85 billion project development and financing of a greenfield methanol project in Louisiana

Global Infrastructure Partners — majority position in a preferred equity investment of up to $250 million in Caprock Midstream to fund the expansion of Caprock’s natural gas gathering and processing assets in the Permian Basin

Tallgrass Energy Partners, LP — representing the Conflicts Committee of the Board of Directors of the General Partner of Tallgrass Energy Partners, LP (TEP) in the merger agreement between Tallgrass Energy GP, LP (TEGP) and TEP, in which TEGP will acquire all TEP common units held by the public

Alinda Capital Partners, LLC and GE Energy Financial Services, Inc. — $1.89 billion agreement to sell SourceGas Holdings LLC to Black Hills Corp.

Venoco, Inc. — creditor negotiations and Chapter 11 reorganization, which resulted in the elimination of almost $1 billion in debt. The bankruptcy proceeding was completed in four months and with the agreement of all creditor groups.

Energy & Exploration Partners, Inc. — Chapter 11 bankruptcy cases jointly administered with its subsidiary debtors

Overstock.com, Inc. — issuance of rights offering allowing its shareholders to purchase shares of its preferred stock, including Blockchain Series A Preferred shares to be issued and traded exclusively on the t0 platform, a registered alternative trading platform developed by Overstock.com’s subsidiary

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