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Energy – Upstream Oil & Gas

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California Pipeline Ruling Signals Expansive Defense Production Act Preemption Power

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Energy: Oil & Gas: Transactional (Nationwide)

– Chambers USA, 2014 – 2025

Ranked

Energy: Oil & Gas: Regulatory & Litigation (Nationwide)

– Chambers USA, 2014 – 2025

ranked

Oil & Gas Litigation (Nationwide)

– Chambers USA, 2020 – 2025

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Since Vinson & Elkins was founded nearly a century ago, oil and gas clients have looked to us to handle their most complex transactions, projects, litigation, and regulatory inquiries. We provide our clients with extensive domestic and international oil and gas experience across all of the firm’s practice areas.

V&E has an impressive track record in oil and gas mergers, acquisitions, joint ventures, investments, and other strategic transactions. We rank among top law firms for highest volume (in quantity and in value) of energy M&A deals since 2005, according to Mergermarket. Astute in advising on all types of matters involving conventional and unconventional assets and drilling operations, our Oil and Gas team is well regarded for its technical prowess and understanding of the many effects market conditions have on our clients’ bottom line. We have extensive experience in assisting upstream clients with their initial public offerings and follow-on debt and equity offerings, in addition to providing corporate governance advice to both public and private exploration and production companies. Further, our Real Estate, Finance, and Tax teams assist clients in efficiently structuring new developments and refinancing existing properties.

Should oil and gas clients become involved in a dispute, appeal arbitration, or regulatory inquiry, V&E lawyers have a wealth of experience navigating these proceedings with an eye towards resolving the legal issue with minimal impact to business operations. In addition, we offer pre-litigation advice and counseling in relation to agreements, contracts, and pending or current investments, and counsel on compliance obligations under federal and state air, water, waste, and land use programs.

With an international network of offices, our team serves every major oil and gas hub throughout Africa, Asia, Europe, the Middle East, and North and South America.

Experience

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Sitio Royalties Corp. in its $4.1 billion merger with Viper Energy
Endeavor Energy Resources in its $26 billion merger with Diamondback Energy
CrownRock, a joint venture of CrownQuest Operating and Lime Rock Partners, in its $12 billion sale to Occidental
Denbury Inc. in its $4.9 billion sale to ExxonMobil
Chord Energy in its $11 billion combination with Enerplus Corporation in May 2024
Oasis Petroleum Inc. in a $6 billion merger of equals with Whiting Petroleum Corporation creating Chord Energy in 2022
DoublePoint Energy in its $6.4 billion sale to Pioneer Natural Resources Company (NYSE: PXD) (2022 Finalist in D CEO’s $1 Billion + Deal of the Year Awards)
Pioneer Natural Resources in the $3.25 billion sale of its Delaware basin assets to Continental Resources
KKR in the $5.7 billion merger between Independence Energy and Contango to form Crescent Energy Company
Grayson Mill Holdings II, LLC and Grayson Mill Holdings III, LLC in the $5 billion sale to Devon Energy
EQT Corporation in the $1.8 billion acquisition of upstream and midstream oil and gas assets in Pennsylvania from Olympus Energy (pending)
Baytex Energy Corp. (TSX:BTE) in its $2.5 billion acquisition of Ranger Oil Corporation, a pure play Eagle Ford company
EnCap Investments L.P. in the $4.275 billion sale of substantially all leasehold interest and related assets of Black Swan Oil & Gas, PetroLegacy Energy and Piedra Resources, to Ovintiv Inc.
Quantum Capital Partners, QB Energy, KODA Resources in their $1.8 billion acquisition of oil and gas assets in the Piceance and Uintah Basins from Caerus Oil & Gas
Double Eagle IV MidCo, LLC, a private company backed by EnCap Investments L.P., in its entry into a definitive agreement to sell certain of its subsidiaries and assets to Diamondback E&P, LLC (NASDAQ: FANG), in exchange for approximately 6.9 million shares of FANG common stock and $3 billion of cash consideration, subject to customary adjustments
Earthstone Energy, a growth-oriented, independent energy company, in the $4.5 billion sale of the company to Permian Resources Corporation
Woodside Energy Group Ltd in its merger with BHP Petroleum with an approximately US $43 billion merged entity value and concurrent listing of American Depositary Shares (ADSs) on the NYSE
Noble Energy in its $13 billion sale to Chevron
HighPeak Energy Partners in the business combination with Pure Acquisition Corp., a special purpose acquisition entity
Talos Energy in multiple acquisitions of U.S. Gulf of Mexico producing assets, exploration prospects and acreage from affiliates of ILX Holdings, Castex Energy and Venari Resources for $640 million
Jagged Peak Energy in its $2.27 billion merger with Parsley Energy
WildHorse Resource Development in its $4 billion sale to Chesapeake Energy
Berry Petroleum Corporation in its $183 million initial public offering of common stock
Jagged Peak Energy Inc. in its $474 million initial public offering of common stock

(Allegheny County, PA) – Representing upstream operator in defending and prosecuting breach of contract claims related to drilling operations in the Marcellus Shale
Representing consortia of international and domestic companies in two arbitrations arising out of a hugely successful oil field offshore India in connection with a series of profit sharing disputes with the Government of India; these are collectively valued at just short of $1 billion, and have spawned significant satellite litigation in the courts of both India and Malaysia
(Tex.) — Secured a complete victory in the Texas Supreme Court in a jurisprudentially significant royalty underpayment case on behalf of a leading oil and gas producer
Represented a major oil company in connection with an SEC inquiry concerning the company’s analysis of the requirements for establishing reserves and disclosures of its contingent liabilities arising out of a major oil spill; succeeded in convincing the SEC to conclude its inquiry without any enforcement action

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At Vinson & Elkins, we bring decades of knowledge, skill, and experience to our clients’ most complex legal matters.

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California Pipeline Ruling Signals Expansive Defense Production Act Preemption Power

On August 19, 2026, Judge Stephen V. Wilson of the U.S. District Court for the Central District of California ruled that a Trump administration order under the Defense Production Act (“DPA”) allows Sable Offshore Corporation to flow oil through its onshore pipeline, despite California’s contention that the pipeline’s operation violates state law.

August 25, 2026

August 25, 2026 • 8-minute read

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