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Master Limited Partnerships

Thompson & Knight has been a leader at creating publicly traded master limited partnerships (MLPs) for our clients since they were originally devised as asset securitization financing vehicles in the 1980s.

Overview

Thompson & Knight has been a leader at creating master limited partnerships (MLPs) for our clients since they were originally devised as asset securitization financing vehicles in the 1980s. Our attorneys were among the first to give clients the significant tax advantages of these risk and profit-sharing partnerships, which were originally created to pool interests in major real estate holdings. Today, we adapt MLPs for use by upstream and midstream oil and gas companies; processing, distribution, and transportation operations; and many other companies that have tangible assets and high sustainable cash flow in various industries.

Our decades of success at creating MLPs are founded on our ability to integrate diverse and complex legal disciplines. We carefully plan investment structures to reach the goals of multiple parties, analyze the various partnership agreements, and persevere in resolving transition issues such as exchange offers.

More recently, Thompson & Knight has created MLP structures, both public and private, on behalf of private equity fund sponsors and their portfolio companies. Our clients have formed MLP structures to access the public capital markets, to obtain liquidity for investors, and to achieve certain tax efficiencies. We have formed funds that must exclusively be publicly traded MLPs. Our attorneys have advised MLPs in initial public offerings, follow-on offerings, and secondary offerings, and have worked on both the buy- and sell-side in M&A and strategic recapitalization transactions involving MLPs.

Thompson & Knight attorneys routinely handle all of the extensive preparations and complex regulations necessary for MLP tax reporting, including development of internal systems and the reporting of partnership allocations. We also manage the tax aspects of subsequent MLP entity transactions, such as mergers, acquisitions, and follow-on securities offerings. Our partnership lawyers deal with significant tax issues, sophisticated partnership work, and public securities transactions for preeminent oil and gas venture funds as well as for energy industry stalwarts.

The Firm’s attorneys are also skilled at converting MLPs to corporate entities when the MLP no longer serves its intended purpose because industry or company fortunes reverse, tax rules change, or other conditions develop.

We have also had significant experience in representing special or conflicts committees of MLPs.

 

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Recognized for superior client service in The BTI Client Service A-Team 2019: The Survey of Law Firm Client Service Performance for nine years in a row