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Combining a historical understanding of the structural development with extensive current involvement in master limited partnership (MLP) transactions and ongoing analysis of MLP trends puts Vinson & Elkins in a unique position to assist our clients. V&E lawyers were involved with the first MLP to go public through an underwritten initial public offering (IPO) — Transco Exploration Partners, Ltd. — in 1983. Since the qualifying income requirement was enacted in 1987, our lawyers have advised on 80 percent of all natural resource or real estate MLP IPOs completed.
Because of the breadth and depth of our firm’s experience in structuring MLPs and addressing the complex tax, business, and securities issues associated with MLPs, our lawyers are often involved with structuring and implementing MLP acquisitions, combinations, restructurings, recapitalizations, and alternative investment securities, as well as equity and debt offerings, analysis of partnership agreements, credit facilities, employee benefits and executive compensation, FERC, environmental, and litigation matters.
Our lawyers have experience with virtually all industries in which MLPs are active today, including midstream, upstream, maritime and shipping, coal, propane and heating oil, downstream, cemetery, timber, fertilizer, wholesale distribution of refined products, and royalty and mineral interests, as well as general partner IPOs. In recent years, V&E has been involved in a substantial majority of major MLP structural developments, including the offering of previously untested asset classes, the evolution of distribution structures, and the creation of novel partnership interests.
Because of our extensive representation of MLPs, we believe it is in the industry’s best interest to work closely and maintain relationships with the regulatory, administrative, and legislative authorities relevant to MLPs. We often represent clients in SEC-related review and enforcement matters and work with U.S. Treasury Department, Internal Revenue Service, and legislative bodies with respect to tax and legislative initiatives. We are also an active participant in the Master Limited Partnership Association (MLPA), including representation on the MLPA’s board. These relationships and our continuing efforts keep us on the forefront of these and other matters affecting MLPs.
BP Midstream Partners LP in its $765 million initial public offering of common units
Oasis Midstream Partners LP in its $147 million initial public offering of common units
Underwriters to Antero Midstream GP LP in its $875 million initial public offering of common units by a selling securityholder
Plains GP Holdings, L.P. in its $7.2 billion simplification transaction between Plains All American Pipeline, L.P. and Plains AAP, L.P.
Underwriters to Noble Midstream Partners LP in its $323 million initial public offering of common units
Underwriters to PennTex Midstream Partners, LP in its $238 million initial public offering of common units
Underwriters to EQT GP Holdings, LP in its $714 million initial public offering of common units
Underwriters to Tallgrass Energy GP, LP in its $1.4 billion initial public offering of common units
Sunoco Logistics Partners LP in its $20 billion merger with Energy Transfer Partners in a unit-for-unit transaction
Conflicts Committee of the Board of Directors of Phillips 66 Partners in the $1.3 billion acquisition by Phillips 66 Partners of 30 crude, products and natural gas logistics assets from Phillips 66
At Vinson & Elkins, we bring decades of knowledge, skill, and experience to our clients’ most complex legal matters.
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Events
Vinson & Elkins Sponsoring and Speaking at the 23rd Annual EIC Conference
Vinson & Elkins is a platinum sponsor of the Energy Infrastructure Council’s (EIC) 23rd Annual Energy Infrastructure CEO & Investor …
May 18, 2026
May 18, 2026 • 1-minute read
Client Alerts
One Big Beautiful Bill Act: Key Tax Impacts for Businesses
On July 4, 2025, President Donald J. Trump signed the One Big Beautiful Bill Act (the “OBBBA”) into law. Congress passed the OBBBA through budget reconciliation, a special legislative process that allows Congress to advance certain tax, spending, and debt limit legislation with a simple majority vote in the Senate so long as the legislation does not increase the federal budget deficit outside a 10-year budget window.
July 8, 2025 • V&E Tax Update
July 8, 2025 • 10-minute read
Client Alerts
CAMT Claus Is Staying In Town?
Lawmakers have been making their lists and checking them twice, and soon we will find out who’s been naughty or nice.
December 18, 2024 • V&E Tax Update
December 18, 2024 • 3-minute read
Client Alerts
On September 12, 2024, the Department of the Treasury (the “Treasury”) and the Internal Revenue Service (the “IRS”) issued long-awaited proposed regulations (89 FR 75062) (the “Proposed Regulations”) on the application of the corporate alternative minimum tax (the “CAMT”), which was enacted two years ago as part of the Inflation Reduction Act (“IRA”).
November 14, 2024 • V&E Tax Update
November 14, 2024 • 3-minute read
Client Alerts
CAMT and Partnerships: A Taxing Relationship Explained
On September 12, 2024, the Department of the Treasury (the “Treasury”) and the Internal Revenue Service issued long-awaited proposed regulations (89 FR 75062) (the “Proposed Regulations”) on the application of the corporate alternative minimum tax (the “CAMT”), which was enacted two years ago as part of the Inflation Reduction Act.
November 5, 2024 • V&E Tax Update
November 5, 2024 • 3-minute read
Client Alerts
CAMT Count Me Twice: Determining CAMT AFSI in Mergers and Acquisitions
On September 12, 2024, the Department of the Treasury (the “Treasury”) and the Internal Revenue Service (the “IRS”) issued long-awaited proposed regulations (89 FR 75062) (the “Proposed Regulations”) on the application of the corporate alternative minimum tax (the “CAMT”), which was enacted two years ago as part of the Inflation Reduction Act (“IRA”).
October 23, 2024 • V&E Tax Update
October 23, 2024 • 3-minute read
Client Alerts
On September 12, 2024, the Department of the Treasury (the “Treasury”) and the Internal Revenue Service (the “IRS”) issued long-awaited proposed regulations (89 FR 75062) (the “Proposed Regulations”) on the application of the corporate alternative minimum tax (the “CAMT”), which was enacted two years ago as part of the Inflation Reduction Act (“IRA”).
October 8, 2024 • V&E Tax Update
October 8, 2024 • 3-minute read
