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Transactional Tax
Skilled in analyzing the tax consequences associated with structuring business transactions, Vinson & Elkins’ Transactional Tax lawyers provide strategic counseling and tax-planning advice that result in advantageous tax treatment for our clients, while protecting their financial interests. V&E lawyers are recognized as leaders in providing comprehensive tax counsel, representing domestic and foreign clients, both public and privately held, and we also have extensive experience working with master limited partnerships (MLPs). Our clients are engaged in many different industries, including energy, technology, health care, private equity, financial services, medical devices, aerospace, chemicals, insurance, entertainment, and retail, and include corporations, partnerships, individuals, trusts and estates, and governmental and quasi-governmental entities.
Chambers USA: Tax: Corporate & Finance (Nationwide), 2014-2024
Chambers USA: Tax: Controversy (Nationwide), 2023-2024
V&E’s Transactional Tax practice is accomplished at formulating and implementing innovative tax strategies across a broad spectrum of transactions, including:
- Acquisitions and dispositions of businesses and assets
- Corporate finance (equity and debt)
- Spin-offs
- Cross-border acquisitions and divestitures
- Partnerships and joint ventures
- Working interests, royalties, production payments, and other mineral interests
- Private equity fund formation and investment
- Project financings
- IPOs, equity offerings, and private placements of securities
- Securitizations and other indirect financings
Experience Highlights
NALA Renewables and Buckeye Partners in connection with the acquisition of and joint venture structuring for, the Swift Current Energy portfolio, a US portfolio of development wind and solar assets in excess of 10GW, including the construction and term financing and tax equity investments in the portfolio assets
Buckeye Partners, L.P., as special tax counsel, in its $10.3 billion sale to IFM Investors to take the company private
Marathon Petroleum Corporation, the controlling owner of MLPX LP and Andeavor Logistics LP, as special tax counsel in MPLX LP’s $14 billion acquisition of Andeavor Logistics LP, creating a combined midstream and logistics MLP with an estimated $55 billion enterprise value
NorthStar Realty Europe Corp. as special tax counsel in its merger with Core Paneuro 2019 13 Sarl
Tax counsel to Holly Energy Partners, L.P. (HEP) in connection with a $1.25 billion recapitalization that eliminated HEP’s incentive distribution rights and general partner economic interest in exchange for HEP common units
RSP Permian in its $9.5 billion sale to Concho Resources, creating the largest unconventional shale producer in the Permian Basin
International Paper Co. in the transfer of its $1.8 billion North American consumer packaging business to a joint venture with Graphic Packaging Corp.
Rice Energy in its $6.7 billion unwinding of its Up-C structure and associated merger with EQT Corporation
Blackstone in the $2 billion acquisition of Eagle Claw Midstream Ventures from EnCap Flatrock Midstream
Sunoco in the $3.3 billion sale of approximately 1,100 gas station/convenient stores located in 15 states to 7-Eleven
Double Eagle Energy Permian in its $2.8 billion sale of certain undeveloped acreage and producing oil and gas properties in the core of the Midland Basin to Parsley Energy
Brigham Resources in the $2.55 billion cash and stock sale of all of its leasehold interests and related assets to Diamondback Energy
Sunoco Logistics Partners LP in its $20 billion merger with Energy Transfer Partners in a unit-for-unit transaction
NorthStar Realty Finance in its approximately $16 billion combination with NorthStar Asset Management Group and Colony Capital in an all-stock merger of equals
Riverstone Holdings in its $5.2 billion take-private of Talen Energy Corporation, one of the largest independent power producers in the U.S. with a portfolio of power plants totaling approximately 16,000 MW, and associated debt financings
Memorial Resource Development in its $4.4 billion merger with Range Resources
Nexeo Solutions, a chemicals and plastics distributor and TPG Capital portfolio company, in its $1.575 billion merger with WL Ross Holdings Corp.
Western Refining in the $2.4 billion take private of Northern Tier Energy, an independent downstream energy company with refining, retail and logistics operations
Targa Resources Corp. in its $6.7 billion acquisition of Targa Resources Partners in an all stock-for-unit transaction
Energy Transfer Partners in its $2 billion acquisition of a 50% interest in the Florida Gas Transmission pipeline system from Energy Transfer Equity
Liberty Oilfield Services, Inc. in its $249 million initial public offering of common stock
Anadarko Petroleum Corporation in its issuance of $460 million of Tangible Equity Units
BP Midstream Partners LP in its $765 million initial public offering of common units
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