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Corporate and Securities

Corporate & Securities

Our corporate and securities group acts as trusted advisors to some of the world’s leading companies, financial institutions and private equity firms, and we also have a track record of partnering with small and mid-cap companies as they grow. With a reputation for excellence, responsiveness and understanding our clients’ businesses, we provide commercial, practical and creative advice to help our clients achieve their business objectives.

We counsel clients on a broad spectrum of legal and business matters, including capital markets transactions, mergers and acquisitions, corporate governance, general corporate matters and securities law compliance. We provide a comprehensive solution that includes all of the practice areas necessary to complete complex corporate and securities transactions, including tax, antitrust, environmental, energy regulatory, intellectual property, labor and employment, employee benefits and executive compensation, real estate and litigation.

Our corporate and securities group represents issuers and underwriters in tens of billions of dollars of securities offerings annually, ranking us among the nation’s leaders in capital markets transactions. We advise on IPOs and follow-on equity offerings by corporations and master limited partnerships (MLPs), offerings of high‐yield and investment-grade debt securities, PIPEs and other private placements.  We also are experienced in the structuring and offering of preferred, convertible, hybrid and other complex and innovative corporate and MLP securities, as well as in refinancings, restructurings and other liability management transactions.

Our corporate and securities group advises clients on the full range of corporate and securities law issues applicable to public and private companies, including corporate governance, duties of directors and officers, and other state corporate, partnership and limited liability company law matters, SEC reporting, and compliance with securities laws and regulations and stock exchange rules.

Our corporate and securities group serves as counsel on virtually every type of purchase and sale transaction involving public and privately held businesses. Totaling billions of dollars annually, these transactions include mergers, stock sales and exchanges, management and leveraged buyouts, acquisitions and dispositions of partnership interests and joint venture interests, acquisitions and dispositions of assets, tender offers, recapitalizations, roll-ups and other business combinations. In addition to buyers and sellers, we represent special committees of boards of directors and financial advisors in M&A transactions. We also represent funds, companies and management teams in private equity investments.

Bracewell is one of the select few law firms that are nationally recognized for having depth and expertise in matters that are unique to master limited partnerships.  We have represented MLPs and MLP sponsors since the 1980s when the modern day MLP structure was created.  We have represented many of the largest and most active MLPs in a variety of areas, including initial public offerings (IPOs) and other capital markets offerings, drop-downs, mergers and acquisitions and commercial contracts, as well as in tax, finance, regulatory, environmental and litigation matters.  Bracewell also regularly represents conflicts committees in drop-downs, MLP buy-ins and mergers, incentive distribution right (IDR) waivers and restructurings, preferred unit issuances and other related-party transactions, investment banking firms in fairness opinions rendered to conflicts committees of MLPs and lenders to MLPs.

Experience

Recent Notable Matters

Conflicts Committee of Western Refining Logistics, LP — acquisition from St. Paul Park Refining Co. LLC of four million barrels of refined product and crude oil storage tanks, a light products terminal, a heavy products loading rack, certain rail and barge facilities, certain other related logistics assets, and two crude oil pipeline segments and one pipeline segment not currently in service

Financial Advisor to the Conflicts Committee of the Board of Directors of Blueknight Energy Partners GP, LLC (general partner of Blueknight Energy Partners LP) — $108.8 million acquisition of nine asphalt and emulsion terminals

Heyco Energy Group, Inc. — sale of its subsidiary, Harvey E. Yates Company, to Matador Resources Co., in exchange for Matador stock

Holly Energy Partners, L.P. — $278 million acquisition from HollyFrontier Corporation of newly constructed crude, fluid catalytic cracking and polymerization units at HFC’s Woods Cross refinery

Kinder Morgan, Inc. — $3 billion acquisition of Hiland Partners from its founder, Harold Hamm, and certain Hamm family trusts

Kinder Morgan, Inc. — Rule 144A offering of $375 million of 4.15 percent senior notes due in 2026 for its wholly-owned subsidiary Colorado Interstate Gas Company

Special Committee of the Board of Directors of Enbridge Energy Partners LP — $900 million acquisition of a 66.7 percent interest in the U.S. segment of the Alberta Clipper Pipeline

The Sterling Group LP — acquisition of Roberts-Gordon LLC, maker of commercial and industrial HVAC equipment and industrial process and finishing equipment

Three Rivers Operating Company III, LLC — $500 million equity commitment from Riverstone Holdings LLC

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