The Legal 500

Within Corporate restructuring, tier 5

Led out of Connecticut by the ‘exceptionally good’ Evan Flaschen, Bracewell & Giuliani LLP’s 13-partner team provides a ‘strong service’ to a broad array of stakeholders, both in and out-of-court restructurings, particularly in the mid-market. Flaschen has a ‘loyal following’ amongst bondholders, and along with fellow Connecticut partner Renee Dailey is currently engaged by a noteholder group holding $13bn of public senior and subordinated bonds in Washington Mutual Bank’s restructuring. Consistent with the core practice areas of the firm as a whole – the energy sector accounts for a significant amount of instructions. Indeed, the Texas office has handled a number of debtor mandates in this sector including its representation of Deep Marine Technology, an owner of off-shore vessels for use in oil and gas transportation. Another particular area of strength for the practice is its ability to handle cross-border mandates, as demonstrated by its involvement in the restructuring of Canadian television provider Canwest Global Communications. Instructed by the Canadian Monitor to obtain Chapter 15 protection in the US, the matter involved sensitive co-ordination with the Canadian proceedings to ensure seamless cross-border restructuring co-operation. Dallas-based partner Samuel Stricklin has an excellent reputation for bankruptcy litigation, while the ‘very good’ Kurt Mayr out of Connecticut is a rising star with a focus on advising ad hoc and official creditors committees. Clients include Monarch Alternative Capital, D E Shaw & Co, Guardian Life Insurance, Metropolitan Life Insurance, JPMorgan, Principal Financial Group and AEGON.

Within Financial services: regulatory, tier 5

Bracewell & Giuliani LLP’s ‘top-notch’ practice provides a ‘knowledgeable, responsive and practical service’ across a range of bank regulatory matters including financial services M&A, litigation and compliance. Sanford Brown is a pivotal member of the team and as part of his broad-ranging practice has handled transactional work for the likes of Dallas-based bank Connemara Bancorp on its acquisition of First Amherst Bancshares. ‘Not only does he possess deep knowledge in all banking and financial regulatory areas but he has the unique ability to translate complex issues into actionable business language.’ The firm also benefits from five attorneys who focus on broker-dealer matters, although it is the ‘knowledgeable, responsive and practical’ Julian Rainero, who is the ‘clear superstar’ in this field. Rainero recently advised one of the country’s leading clearing firms on the launch of a multi-currency, multi-asset class clearing firm. William Luedke and Charlotte Rasche are also recommended and are ‘both extremely knowledgeable in the needs of publicly traded financial institutions’. Clients include Lehman Brothers Holdings, Prosperity Bancshares, Green Bancorp, Fidelity Investments, Bank of New York, Oppenheimer, Sandler O’Neill & Partners and Credit Suisse.

Within Project finance, tier 4

Bracewell & Giuliani LLP ‘provides excellent legal counsel’ through its ‘top-notch legal professionals’. Led by the well-respected Alan Rafte in Houston, the group has longstanding expertise in oil and gas matters and other forms of energy, and many of the most important mandates undertaken by the firm are related to this field, principally on behalf of the sponsors. New York partner Robin Miles led with Rafte and fellow Houston partner Thomas Tomlinson on the Ruby Pipeline Project, where the group acted for El Paso Corporation as sponsor on the financing of a 675-mile natural gas pipeline running through Wyoming, Nevada, Utah and Oregon; the deal involved a $1.49bn construction/term facility and a $25m revolving working capital facility. In another highlight, Miles and Dale Smith in Houston led a team advising Plum Point Energy Associates on the financing of a state-of-the-art 665MW coal-fired power plant in Mississippi County, Arkansas, the deal consisting of an $800m construction loan from RBS, and a $100m tax-exempt bond financing from other parties. The firm also advised Rockland Capital on its purchase of an equity interest in La Paloma Acquisition Company and the related assumption of the asset manager role of the 1,022MW power facility in Kern County, California, and also in the negotiation of a replacement energy management arrangement to manage the gas and power sales and purchases for the company; and Midcontinent Express Pipeline, owner of a 500-mile natural gas pipeline extending from Southeast Oklahoma to Alabama, on an $800m debt offering. The team delivers ‘very high value for money’ and is ‘very attentive to the needs of a complex project’. David Domansky has begun practising at the firm’s new office in Seattle, while other recommended lawyers include Catherine Ozdogan and Gary Orloff in Houston.

Within Structured finance , tier 6

Bracewell & Giuliani LLP ‘staffs appropriately and presents a very high value for money’. Houston-based Alan Rafte heads an energy group whose structured finance lawyers are recommended for the design of complex structured and secured financing and hedging facilities not only in the demanding energy sector, but also for securitization of cash flows from hi-tech contracts such as software and cell tower leases. In representative instructions, New York-centered Robin Miles joined with Christopher Olive in the Dallas office, to assist a major financial institution structure and document a crude oil purchase, sale, storage and derivatives facility involving related hedging transactions including the exchange of futures for physicals (EFPs) and over-the-counter crude oil and refined products swap transactions. Practice clients include Macquarie, Merrill Lynch Commodities and Shell Energy.

Within Energy: litigation, Bracewell & Giuliani LLP is a third tier firm,

Bracewell & Giuliani LLP is an energy-focused firm and is heavily orientated towards the oil and gas space, as well as LNG. The energy group benefits strategically from the firm’s locations in London, Dubai and Almaty, Kazakhstan, in addition to its Washington DC and Texas offices. It is currently representing Pride Offshore, now known as Seahawk Drilling, in connection with claims from the loss of a 250 foot platform rig performing drilling services in the Gulf of Mexico, which was destroyed during the time of Hurricane Ike in 2008. The team is defending Belyea Company against Duke Energy over the sale of by Belyea to Duke of an 80MW coal-powered cogeneration power plant located in North Carolina that was to be disassembled and moved to Guatemala; despite extensive due diligence, Duke claims the client and others defrauded it, and those defendants conspired with certain Duke insiders to inflate the purchase price. The group’s clients also include Apache, El Paso, Opal Resources, Pride International and RRI Energy. Glenn Ballard heads the firm’s litigation practice. Paul Fox, Deanna King, Clifford Gunter, Shelby Kelley and Sandra Rizzo are also highly regarded.

Within Energy: transaction and regulatory, Bracewell & Giuliani LLP is a third tier firm,

Clients say that the quality of Bracewell & Giuliani LLP’s advice is ‘top notch and timely’, and the team ‘blends its knowledge of the law with an understanding of the commercial transaction being considered’. The firm recently represented Apache in its $7bn acquisition of BP’s oil and gas operations, acreage and infrastructure in the Permian Basin of West Texas and New Mexico and in Egypt’s Western Desert, as well as BP’s upstream natural gas business in western Alberta and British Columbia. The transaction was also subject to regulatory approvals and conditions. The group also currently represents Chesapeake Energy, the largest independent producer of oil and gas in the US, in a series of private placements of preferred stock. Notably, the client recently sold $900m of its 5.75% convertible preferred stock to an investor group that included affiliates of China Investment, Korea Investment, Temasek Holdings, HOPU and Investment Management. Clients also include American Electric Power, EOG Resources, KinderMorgan, RRI Energy, Seahawk Drilling and Shell Energy North America. ‘extremely strong’ Houston-based practice head Alan Rafte ‘represents vigorously’. Washington DC-based Sandra Rizzo is ‘extremely effective’ and ‘her pleasant personality belies a knowledgeable, aggressive lawyer, who achieves what her clients want’. Houston-based Daniel Witschey has ‘terrific knowledge’ and is a ‘big-picture thinker in terms of developing strategy’.

Within Environment: litigation, tier 4

Bracewell & Giuliani LLP’s ‘highly active and notable’ practice focuses on climate change, air quality, energy policy, major energy development projects, upstream energy development, and contamination and exposure issues. It represents Cabot Oil & Gas on environmental, health and safety matters arising from operations in the Texas-Louisiana gulf coast region, the East Coast and the Rocky Mountain states; including advice regarding litigation defense arising from state-level enforcement of environmental and oil and gas drilling requirements. It also represents Durand Glass Manufacturing Company, Polyfoam and GGP Bridgeland on all aspects of enforcement defense involving the EPA, the US Army Corps of Engineers, the US Department of Justice and various state environmental agencies arising from alleged violations of the CAA and Clean Water Act. Austin-based Timothy Wilkins heads the environmental and natural resources practice group.

Within Patent prosecution: utility and design patents , tier 6

Though its prosecution practice is comparatively small, Bracewell & Giuliani LLP’s outstanding client list speaks volumes for the quality of its work. The ‘world-class, top-notch’ firm shows ‘a consistent level of professionalism and commitment to excellence’, and acts for the likes of Baker Hughes, Lockheed Martin, 3M, Tesco, General Electric and Microsoft. Following the addition of nine Fish & Richardson P.C. attorneys in 2009, the practice has gone from strength to strength, seeing growth both in client numbers and work flow. Sector strengths include cleantech and life sciences. Constance Gall Rhebergen, Jeffrey Whittle and Albert Kimball, all located in the firm’s head office in Houston, are highly recommended.

Within Technology: transactions, tier 4

Bracewell & Giuliani LLP’s ‘excellent’ technology practice was boosted by the arrival of ten former Fish & Richardson P.C. technology attorneys, including Edward Cavazos and Andrew Gajkowski in Austin, who represented longstanding client Builder Homesite in a strategic joint venture with Move to create Builders Digital Experience. Clients recommend Gajkowski’s ‘strong practical, business sense; excellent drafting skills; attention to detail and responsiveness’. In addition to energy and clean energy-related technology deals, the group handles matters involving software, video games and semiconductors. Michael Samardzija in Houston has a thriving life science and biotechnology practice. Key clients include Calnetix, Hellfire Games, Overstock.com and Volusion.

Within M&A: middle-market ($500m-999m), Bracewell & Giuliani LLP is a second tier firm,

In addition to transactional lawyers with capital markets and M&A experience, Bracewell & Giuliani LLP’s tax, environmental, finance, and energy regulation attorneys are an integral part to its M&A team. Highlights included advising MatlinPatterson Global Advisers in connection with its $725m bid to acquire substantially all of the assets of Nortel Networks Corporation relating to its CDMA/LTE business via the Chapter 11 process, assisting Denham Capital in the sale of its participation in the Marcellus shale in northeastern Pennsylvania through the transfer to Williams of approximately 42,000 net acres acquired in partnership with Alta Resources, and representing the special committee of the board of directors of Western Gas Holdings in two acquisitions of certain midstream assets from Anadarko Petroleum Corporation. In the sub-$500m part of the market, the team represented Key Energy Services in its proposed sale of its pressure pumping and wire line businesses to Patterson-UTI for approximately $256.7m. The practice has also expanded its capacity in large $1bn-plus transactions, while in mega-deal matters, Apache Corporation was assisted in its $7bn acquisition of BP’s oil and gas operations, acreage and infrastructure in the Permian Basin of West Texas and New Mexico and in Egypt’s Western Desert, as well as BP’s upstream natural gas business in western Alberta and British Columbia. Houston partner Gregory Bopp is a key contact. Dallas partner Sanford Brown is ‘good to have on your side’.

Within Construction (including construction litigation), tier 5

Clients declare the ‘utmost confidence’ in Bracewell & Giuliani LLP, which represents a range of participants in the construction industry including contractors, engineers and architects, owners, developers, and remodeling facilities such as school districts and other public entities. The construction group ‘always keeps clients’ best interests foremost in its actions’, and is well regarded for construction defect cases, handling large and complex litigation in the US and internationally. Although the firm’s principal practice is from its various offices in Texas, it also acts for clients on a national level. Recent work includes a pending lawsuit relating to claims of alleged product and construction defects in various developments in Oklahoma and Florida; the firm is defending metal product manufacturer NCI Group in a multimillion-dollar case brought by self-storage facility provider Cannon Storage Systems over an allegedly defective roofing product. Clients praise Annalyn Smith for her ‘extensive knowledge of construction defect law’, and Phillip Sampson for his ‘great trial preparation and presentation’.

Within Domestic tax: Central, Bracewell & Giuliani LLP is a third tier firm,

Bracewell & Giuliani LLP ‘ranks high due to responsiveness and reasonable fees’. The group is widely spread geographically with three partners in Texas, one in Seattle, and one in New York fully committed to tax, and six other partners with a partial commitment. The US offices work seamlessly with two well-established offices in Kazakhstan, as well as one in Dubai. The firm is commended for high-quality international energy tax advice. Houston’s Gregory Bopp, noted for ‘his substantive skills and easy to understand communications’, led the tax advisory team for Apache Corporation in its $7bn acquisition of BP’s oil and gas operations in the Permian Basin of West Texas and New Mexico and in Egypt’s Western Desert, as well as BP’s upstream natural gas business in western Alberta and British Columbia. New York-based Elizabeth McGinley, who frequently contributes to work led from Texas, is an ‘energetic and reliable’ corporate tax expert. Practice clients include Eni Petroleum, Kinder Morgan Energy Partners, Shell and Statoil.

Within Employee benefits and executive compensation, tier 4

Bracewell & Giuliani LLP’s Texas-centered compensation and benefits practice provides ‘excellent, responsive service and very experienced and knowledgeable attorneys’, and is praised for ‘industry knowledge and business acumen’. Practice chair Bruce Jocz, and Michael Tomberg ‘are both highly competent attorneys’, and Scott Sanders is ‘knowledgeable and practical – his work is thorough and well communicated’. The firm represented Apache Corporation in employee benefits negotiations and due diligence in its proposed $7bn acquisition of BP oil and gas business units in the US, Canada, Mexico and Egypt. All lawyers named are based in Houston. Practice clients include Calpine Hill-Rom Holdings, Benchmark Electronics and Kinder Morgan.