Maritime & Offshore

Vinson & Elkins is one of the only “AmLaw 100” law firms with a dedicated Maritime & Offshore Practice, and we have extensive experience advising clients on complex maritime and offshore matters involving corporate transactions, regulatory counseling, and admiralty litigation. Our lawyers have represented clients in a variety of commercial and corporate transactions across multiple segments of the maritime industry, including mergers & acquisitions, joint ventures, financing of vessels and other marine assets, chartering and contracts of affreightment, ship sale and purchase, new vessel construction and the development of terminals and marine bunkering facilities. The internationally recognized commercial and operational experience we bring to increasingly complex transactions is matched by our knowledge in marine regulatory, compliance and policy matters.

Vinson & Elkins’ admiralty disputes team has substantial litigation experience across jurisdictions in the U.S., in jury and bench trials as well as in appeals in U.S. federal and state courts, and the U.S. Supreme Court, as well as before administrative agencies (U.S. Coast Guard, MARAD, CBP and the Federal Maritime Commission) and in domestic and international maritime arbitrations.

“In the maritime space, they’re a market leader.” – Chambers USA, 2023, Offshore Energy (Client Quote)

Chambers USA: Offshore Energy (Nationwide), 2023-2024

Chambers USA: Energy: Oil & Gas: Regulatory & Litigation (Nationwide), 2014-2024

Chambers USA: Energy: Transactional (Nationwide), 2014-2024

Marine Money “M&A Deal of the Year” and “Offshore West – Acquisition Financing Deal of the Year”, 2023

Marine Money “Private Equity Deal of the Year”, 2022

Shipping & Chartering

We have extensive experience in drafting and negotiating voyage, time, and bareboat charters, as well as in drafting and negotiating client and trade specific clauses for industry standard charter forms. Our lawyers also draft and negotiate contracts of affreightment, contracts of carriage and bills of lading, towage contracts, and marine provisions and shipping terms for cargo sales, supply, and offtake agreements.

Maritime Finance

Our team regularly represents maritime and energy clients in various shipping finance transactions, including project financing and arranging credit facilities. Our lawyers have experience advising clients in lender relationships, and drafting and negotiating ship mortgages, leases, and other financing instruments for marine assets. V&E lawyers also assist in structuring transactions to accommodate various tax laws, and we regularly assist in registering and documenting vessels, and re-flagging vessels.

We leverage our deep experience from both sides of the transaction to offer practical, solutions-oriented advice geared toward helping our clients navigate the intricacies of complex financings and achieving their strategic business goals.

Maritime M&A and Joint Ventures

Our M&A team has extensive experience representing maritime companies and maritime investors in a wide range of transactions, including domestic and cross-jurisdictional sales, acquisitions, carveouts, joint ventures and equity financings. We regularly advise on sales of various types of vessels, as well as transactions involving entire maritime businesses. Additionally, our team advises both U.S. sponsoring entities and foreign investing entities with respect to “Jones Act” compliant investment structures.

Given our in-depth understanding of the industry, our team is seasoned in assisting clients with issue spotting matters in diligence and negotiating matters unique to the maritime industry, including with respect to compliance, drydocking considerations, insurance coverage, labor unions and obtaining consents and amendments with respect to shipping and chartering contracts, ship management agreements and private-funded and MARAD funded financing agreements.

Offshore Drilling & Oilfield Services

We have world-wide experience in drafting and negotiating drilling contracts, master service agreements, and other offshore services contracts. V&E lawyers also have deep experience with complex joint operating agreements, offshore production and development agreements, and rig assignment and sharing contracts. In negotiating offshore contracts, our lawyers understand the market positions and perspectives of the operator and the contractor, as well as issues involving insurance, indemnity, and risk allocation.

Offshore Wind

Our lawyers represent clients in all segments of the U.S. offshore wind and renewable energy industry, from the siting, development and financing of new offshore wind energy projects, to the installation, operation and maintenance of those projects, and through to the transmission and sale of generated power.

This broad experience gives our lawyers in-depth, market knowledge of the entire range of commercial, operational, and legal issues relating to U.S. offshore wind energy, and we advise clients across this industry – developers, sponsors, lenders, investors, renewable companies, and vessel owners/operators.

Vessel Sale & Purchase

Our lawyers have experience in representing clients in transactions for the sale or purchase of nearly every type of vessel – from small passenger cruise ships to offshore rigs.

Marine Construction & Vessel Conversion

V&E’s lawyers draft and negotiate contracts for new vessel construction, ship repair, and substantial vessel modifications and retrofittings. We have also been engaged in drillship and FPSO/FSRU newbuild and conversion projects. Our maritime attorneys have experience in resolving disputes arising from construction projects, construction delays, and product/service warranties.

Maritime Regulatory & Environmental Activities

V&E’s maritime lawyers represent clients in environmental, regulatory, and maritime security matters before a variety of U.S. and international government agencies and authorities. Our attorneys have extensive knowledge of the legal and regulatory framework in which the maritime and offshore industries operate. We regularly assist clients in navigating issues arising under U.S. laws (including the “Jones Act,” OPA90, and MTSA) as well as under international maritime codes and conventions (including ISPS, MARPOL, and the international marine liability and compensation regimes). The Firm’s lawyers have also assisted clients with issues involving classification societies and other shipping industry trade groups.

Admiralty Litigation and Dispute Resolution

V&E’s admiralty lawyers are experienced in litigating complex maritime and offshore commercial disputes, collisions, marine insurance coverage and indemnity issues, products liability claims, general average, cargo claims, and vessel seizure/arrest. We are also experienced in defending personal injury and wrongful death suits by marine and offshore workers. Our lawyers have handled maritime casualties around the world, and our capabilities in the investigation and handling of such incidents provides clients with needed information to effectively evaluate and prosecute or defend these claims.

Representative Matters: Maritime & Offshore Transactions

Crowley Maritime Corporation in a joint venture with Seabulk Tankers, Inc., a subsidiary of SEACOR Holdings, to combine their respective fleets of “Jones Act” vessels engaged in liquid energy and chemical transportation and related operations and services to form Fairwater Holdings LLC , a new, independent U.S. Jones Act service provider
Funds managed by Apollo in the $2 billion sale by New Fortress Energy Inc. of 11 LNG infrastructure vessels to a newly formed venture owned approximately 80% by Apollo funds and 20% by NFE
Tidewater in its $577 million acquisition of 37 platform supply vessels from Solstad Offshore
Crowley Maritime Corporation in the formation of Crowley Wind Services, a joint venture with Morgan Stanley Infrastructure Partners to develop terminals and provide maritime services in support of offshore wind energy development in the United States (Marine Money’s 2023 M&A Deal of the Year)
Hygo Energy Transition in its $5 billion merger with New Fortress Energy
Seaside LNG and its sponsor, Arroyo Investors, in its $150 million first lien senior secured delayed draw term loan facility and $31 million first lien senior secured letter of credit facility which will be used to fund the construction of a liquefaction barge and tugboat as well as fund working capital needs
Wells Fargo Bank, in a $600 million syndicated, senior secured, revolving credit facility and a delayed draw term loan A facility provided to a subsidiary of Excelerate Energy, Inc. [NYSE : EE]
TDW International Vessels (Unrestricted), LLC, a subsidiary of Tidewater Inc., in a $325 million syndicated senior secured term loan A to partially finance the acquisition of a fleet of vessels from Solstad
Initial purchasers in the $1.2 billion offering of senior notes by Transocean Inc.
Avista Capital Partners in its $150 million investment in a joint venture with SEACOR Tankers to operate and construct Jones Act vessels
A Fortune 500 midstream energy company in connection with the client’s crude oil supply and chartering program; included the negotiating and drafting of voyage and time charters, contracts of affreightment, sub-freight agreements, and the shipping terms of the client’s crude oil sales agreements, as well as the development of the company’s general terms and conditions for its marine terminals
An Oil Major as lead counsel in connection with the US$600 million financing, construction, and long-term time charter of a series of double-hulled “Jones Act” products tankers; includes the reorganization and restructuring of this significant marine finance and construction project, involving four lending banks and 11 different shipyards/vendors
A Multinational lender as maritime counsel in the US$500 million financing, construction, and charter of a semi-submersible drilling platform to be built in Abu Dhabi and operated offshore Brazil; included review of all related engineering, design, and construction contracts that were subject to lender approval
An International LNG project developer as lead counsel in the acquisition and conversion of a 72,000-ton LNG tanker to a floating storage and regasification unit; included drafting and negotiating the EPC contract for the conversion
An Oil Major as lead maritime counsel in the design, construction, and acquisition of four, purpose-built tractor-tugs and the negotiation of related agreements for third-party towage and emergency marine services
Citibank, N.A., as agent, in a $1 billion secured revolving credit facility to Transocean Inc.