The Legal 500

Vinson & Elkins LLP

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United States


  • United States: Real estate and construction > Construction

United States: Antitrust

Within Civil litigation/class actions, tier 5

Vinson & Elkins LLP is praised for its ‘very sophisticated approach in cases that are not easily won’. Led by Craig Seebald in Washington DC and James Reeder in Houston, the group handles contentious and non-contentious matters in antitrust law. The firm is representing AirTran, subsidiary of Southwest Airlines, in antitrust litigation brought by a putative class of passengers regarding allegations that AirTran and Delta conspired to establish first bag fees. Craig Seebald and Matthew Jacobs, based in Washington and San Francisco respectively, continue to represent Hitachi Automotive Systems Americas in DOJ criminal investigations regarding alleged price-fixing in the automobile parts industry. The group successfully acted for Akaushi cattle producer and defendant HeartBrand Beef against a cattle ranch in a case of alleged monopolization.

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United States: Finance

Within Capital markets: debt offerings , Vinson & Elkins LLP is a third tier firm,

In keeping with its Texan roots, international firm Vinson & Elkins LLP is particularly active in the energy debt capital markets, where it represents issuers and underwriters. Michael Harrington and David Stone had a busy 2014: highlights included advising the underwriters to Enterprise Product Partners’ $2.75bn senior notes offering; acting for Anadarko Petroleum in a $625m senior notes offering, its first capital markets deal in a number of years; and assisting Waste Management Inc with a $350m offering. Matthew Pacey left for Kirkland & Ellis LLP, while Michael Telle joined from Bracewell & Giuliani LLP and, in Dallas, Michael Saslaw joined from Weil, Gotshal & Manges LLP. David Oelman and Keith Fullenweider co-head the practice. All attorneys named are located in Houston except where stated.

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Within Capital markets: equity offerings , Vinson & Elkins LLP is a third tier firm,

Vinson & Elkins LLP’s reputation in the energy sector has borne it a string of high value equity offerings. Douglas McWilliams is a key adviser to private equity fund Natural Gas Partners on its capital markets transactions and recent highlights include the IPOs of Rice Energy ($1.1bn), RSP Permian ($449m) and Parsley Energy ($925m). Practice group leader David Oelman and Ramey Layne represented Dominion Midstream Partners in its $368m IPO, a complex deal with a unique structuring based on equity interests in an operating subsidiary. Recent underwriter deals include the Shell Midstream Partners $750m IPO, and two secondary offerings by Memorial Production Partners totaling $426m. Michael Telle joined from Bracewell & Giuliani LLP and in Dallas Michael Saslaw was hired from Weil, Gotshal & Manges LLP. In addition, four new partners were made in the practice. All lawyers mentioned are Houston based except where stated.

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Within Capital markets: high-yield debt offerings , tier 4

Owing to its Texan roots, Vinson & Elkins LLP is particularly active in the energy high-yield market, with clients including Rice Energy and Oasis Petroleum as well as several leading managers. David Stone represented California Resources Corporation, a spin-off of Occidental Petroleum Corporation’s California oil and gas business, in one of the largest high-yield deals of 2014, a $5bn offering of senior notes. Michael Harrington handled a number of offerings for Antero Resources, and also acted for the underwriters, led by JP Morgan, to CONSOL Energy’s $1.6bn offering of senior notes. James Prince who, like Stone and Harrington is Houston based, is recommended.

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Within Corporate restructuring (including bankruptcy), tier 5

Among the best for bankruptcy work in the energy sector’, Vinson & Elkins LLP has ‘deep business knowledge, which facilitates quick results’, with Dallas-based group head William Wallander individually highlighted for his ‘strong experience in the oil and gas sector’. Indeed the Texas-headquartered firm shines in advising debtors, creditors, lenders and acquirers in this field and representative clients include Rockwater Energy Solutions and Sinclair Oil Corporation. In addition, the retail, telecoms, real estate and shipping sectors are also significant sources of instructions. Other recommended partners in the group include Harry Perrin in Houston and Dallas-based Josiah Daniel.

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Within Project finance, Vinson & Elkins LLP is a third tier firm,

One of the top project finance firms in the energy sector’, Vinson & Elkins LLP acts for a range of different clients within the space, from traditional power and renewables to shipping and ports and sports facilities, and many others. It has additional expertise in the energy regulatory and environment spaces, and is supported by strong transactional and tax groups. The firm advised Alto Maipo SpA on the development and financing of the 531MW Alto Maipo hydroelectric project, which will become a key generation facility for Santiago, Chile, reducing electricity costs and cutting greenhouse emissions; the total investment is approximately $2.05bn. Another recent highlight was advising RJS Power Holdings, a portfolio company of Riverstone Holdings, on a $1.25bn high-yield offering of senior notes and $150m secured asset-based revolving credit facility to finance a transaction with PPL to combine their merchant power generation businesses into a new stand-alone, publicly traded IPP. Other key clients include Occidental Chemical Corporation, Noble Energy and Freeport-McMoRan Energy. The group is led by the ‘excellentMark Spivak in Washington DC, where newly made-up partner Katy Gottsponer is also based. Karen Smith in New York, and Kaam Sahely in Houston, are also recommended.

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United States: Government

Within Government contracts, tier 4

The ‘highly competent and responsive team’ at Vinson & Elkins LLP has successfully defendeded numerous contractors against bid protests before the GAO, and often represents them in contract performance disputes as well as advising on compliance issues. It is currently representing Software AG USA in a data rights and IP dispute arising from a Navy contract competition. David Johnson is ‘very practical’, providing ‘outstanding support on government contracts matters and bid protests’; he leads the Washington DC-based team. Michael Charness is ‘a rock star’ who ‘keeps his client’s best interest at heart’, and Craig Margolis is ‘knowledgeable, thorough, and personable’.

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United States: Industry focus

Within Energy: litigation, Vinson & Elkins LLP is a second tier firm,

Vinson & Elkins LLP impresses with its extensive and diverse client base and has a particularly strong oil and gas practice, with a bias towards midstream and upstream activities. It has also seen a significant uptick in royalty litigation of late. A team led by Houston partners Jim Thompson and Phillip Dye represented Plains All American Pipeline and Plains Marketing in two lawsuits filed by Pemex Exploración y Producción (PEP), involving the alleged theft of natural gas condensate from gas fields in Northern Mexico; the recent litigation followed a series of lawsuits filed by PEP in 2010 alleging that numerous US oil companies had purchased vast quantities of condensate stolen by drug cartels. Recent team changes included Michael Charlson from Hogan Lovells and Mortimer Hartwell from Morgan, Lewis & Bockius, LLP joining the San Francisco office, and Robert Schick and Morgan Copeland leaving to set up spin-off Schick & Copeland. The team also lost longstanding partner Karl Stern to Quinn Emanuel Urquhart & Sullivan, LLP.

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Within Energy: regulatory, Vinson & Elkins LLP is a third tier firm,

Vinson & Elkins LLP is known for tackling the most complex of regulatory issues and has an impressive client list, particularly in the natural gas and LNG space. Houston partner James Olson led a team representing Antero Resources in a negotiation started by Columbia Gas Transmission to recover approximately $1.5bn in capital expenditures to modernize its system. Practice co-head David Andril and John Decker, both based in Washington DC, led advice to Freeport-McMoRan Energy on its filing of an application with the DOE for long-term authorization to export up to 24 million tons per annum of LNG from the client’s proposed Main Pass Energy Hub Deepwater Port. On the power side Dallas-based practice head Matthew Henry is leading a team advising Oncor Electric Delivery Company, an independent transmission and distribution utility and the largest in Texas, on a range of issues regarding its construction of part of the Competitive Renewable Energy Zone transmission project.

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Within Energy: renewable/alternative, Vinson & Elkins LLP is a third tier firm,

Vinson & Elkins LLPsurpasses expectations’ with a ‘level of service that is excellent both in terms of expertise and responsiveness’. The firm is best known for its strengths in energy and infrastructure projects in the wind, hydroelectric, solar, biofuels and clean air technology sectors. Washington DC partner and global head of project finance Mark Spivakdemonstrates a strong background in project finance and power generation and is extremely knowledgeable and hardworking. Spivak led a team advising Alto Maipo SpA on the development and financing of the Alto Maipo hydroelectric project in Chile. Dallas partner Matthew Henry led a team advising Oncor Electric Delivery Company on its part in the Competitive Renewable Energy Zone project, including the award docket, interconnections and litigation. AES Corporation and Riverstone Holdings were also clients. Katy Gottsponer of the Washington DC office was promoted to partner in January 2014.

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Within Energy: transactions, Vinson & Elkins LLP is a second tier firm,

Vinson & Elkins LLP’s integrated network of offices around the globe offers clients extensive cross-border expertise across the board in oil and gas, including sale and purchase, development and financing and the regulatory complexities and technical issues that affect projects round the world. In Houston John Connally and Jeff Floyd led a team of partners across three offices advising Devon Energy Corporation on the $8.84bn contribution of all of its US midstream business to Crosstex Energy Incorporated to form a consolidated midstream business controlled by the client. Doug Bland led a team of Houston and Dallas partners advising Summit Midstream Partners on acquiring the equity interest of Blackhawk Midstream in Utica Shale gathering system. Michael Saslaw recently joined the Dallas office from Weil, Gotshal & Manges LLP and Michael Telle joined the Houston office from Bracewell & Giuliani LLP. Matt Pacey left in September 2014 to join Kirkland & Ellis LLP.

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Within Environment: litigation, Vinson & Elkins LLP is a third tier firm,

Vinson & Elkins LLP’s team, led by Houston-based Carol Dinkins, is particularly active in the energy sector with ‘great knowledge of all oil & gas issues’. It is currently representing Anadarko Petroleum Corporation against the State of Montana in claims before the Supreme Court concerning its coalbed methane activity, which allegedly violates the Yellowstone River Compact. The team challenged EPA regulation on numerous occasions: it filed petitions seeking the EPA to reconsider the Mercury and Air Toxics Standards rule for its client the White Stallion Energy Center concerning its planned development of a new coal-fired power plant, and filed a petition for certiorari challenging the EPA’s greenhouse gas regulation under the CAA, representing the Coalition for Responsible Regulation. The group also handled environmental investigations, and ESA and CWA litigation. In Washington DC, the team was enhanced by the addition of Michael Wigmore, who came from Bingham McCutchen LLP in October 2013. Kevin Gaynor is particularly noted for criminal matters, civil enforcement and superfund work.

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Within Environment: transactional and regulatory, Vinson & Elkins LLP is a third tier firm,

Houston-based Vinson & Elkins LLP frequently works on compliance, permitting and auditing issues, representing clients including power generation and transmission companies, petrochemicals facilities, manufacturers and governmental entities. In an environmental advocacy highlight, Houston-based Larry Nettles led a team advising the Securities Industry and Financial Markets Association on the Federal Reserve’s proposed prohibition of ownership of physical commodities by financial institutions, evaluating a physical commodity’s owner’s liability and safeguards in environmental disasters. It assisted Alto Maipo with the financing and development of two run-of-river hydropower facilities in Chile. In separate matters, the firm worked on hydraulic fracturing and endangered species matters, and obtained a number of energy project permits. It also covers both real estate and business transactions, recently acting for long-term client Huntsman in its acquisition of Rockwood Holdings’ titanium dioxide, color pigments, and timber treatment business. Carol Dinkins, also based in Houston, heads the ten-partner team.

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United States: Labor and employment

Within Employee benefits and executive compensation, tier 4

A dominant player in Texas, Vinson & Elkins LLP assists a large stable of energy clients with EBEC issues, often working in close collaboration with the firm’s corporate and tax teams. The work handled includes both one-off transactions and general day-to-day advice. Dallas-based David D’Alessandro leads the practice group together with George Gerachis in Houston, who also heads the tax practice. Foresight Energy LP instructed the firm in all EBEC aspects of its IPO. Particular areas of related expertise include tax, ERISA, labor and securities law compliance. The team recently expanded at partner level with two lateral hires and two promotions.

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United States: Litigation

Within Securities: shareholder litigation, tier 4

Vinson & Elkins LLP has a ‘highly integrated practice across regulatory enforcement and securities litigation’ in the energy space. Clifford Thau and Steven Paradise in New York are ‘very impressive’. Dallas-based Michael Holmes, who is very active in M&A-related matters, defended Eagle Rock Energy in three consolidated class actions challenging its acquisition of midstream assets. Strong partners such as John Wander in Dallas and Jeffrey Johnston in Houston are key to the firm’s prominence in Texas. Michael Charlson, who is helping to build the practice in San Francisco, advised Dendreon in shareholder litigation arising from its withdrawal of revenue guidance for 2011 and the subsequent $3bn drop in its stock market value. Karl Stern joined Quinn Emanuel Urquhart & Sullivan, LLP.

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Within Supreme Court and appellate, Vinson & Elkins LLP is a third tier firm,

First rate in every respect’, Vinson & Elkins LLP is especially noted as ‘an outstanding law firm in the energy field’. Praise abounds for lawyers at this firm: Washington DC-based John Elwoodcompares favorably’, Dallas-based Thomas Leatherburyis excellent at developing overall legal strategy, and appellate briefing and oral advocacy’, and Dallas-based Marie Yeates’ ‘appellate advocacy work, including oral argument expertise, is of a very high order’. In 2015, Elwood will argue US ex rel Carter v KBR on behalf of KBR in which the Court will revisit the Fourth Circuit’s earlier reading of the Wartime Suspension of Limitations Act and first-to-file bar, both issues that affect qui tam defendants. The Episcopal Leaders of the Episcopal Diocese of Fort Worth and The Port of Houston Authority are active clients of this firm’s thriving appellate division. All in all, this firm is ‘first in class’.

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Within White-collar criminal defense , tier 5

Attracting praise for its ‘practical approach’, the team at Vinson & Elkins LLP has shrugged off its energy industry stereotype to perform a wide range of significant matters including FCPA, theft of trade secrets, public corruption and antitrust for a wide range of clients. There is particular practitioner strength in Washington DC, where the team is headed by William Lawler, and San Francisco, where practice co-chair Matthew Jacobs is resident. Lawlor recently acted on behalf of Saipem SpA in settling an enforcement action brought by The African Development Bank, and highly rated ‘problem solverCraig Margolis is leading the team defending Avnet in a non-intervened qui tam action alleging that it violated the FCA in connection with its provision of telecoms products and services. Further examples of recent work include ongoing representation of KBR in the defense of multiple FCA and qui tam cases, and advising Vernon Hawkins in relation to the US Attorney’s Office for the District of Columbia’s highly publicized and wide ranging investigation of the city’s 2010 Mayoral race. All named partners are based in Washington DC unless otherwise stated.

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United States: M&A/corporate and commercial

Within M&A: large deals ($1bn+), tier 6

On an annual basis, Vinson & Elkins LLP handles multiple deals valued in excess of $1bn and indeed a major proportion of the practice is in the $1bn to $10bn range. About half of the M&A practice is energy related, a sector in which the firm is a recognized leader in the US and globally, while the remainder falls largely in the chemicals, retail, manufacturing and industrial sectors. In the energy arena, the firm covers the entire industry from oil and gas producers to midstream and downstream companies and power plants. The firm recently advised Riverstone Holdings on its definitive agreement with PPL Corporation to combine their merchant power generation businesses into a new standalone and publicly traded IPP. It also represented Devon Energy in its $8.84bn transfer of the majority of its US midstream business to Crosstex Energy, forming a consolidated midstream business controlled by Devon. Keith Fullenweider is the Houston-based practice head who handles a healthy mix of public company work and private equity buyout transactions. Jeffrey Floyd is another pivotal team member on public M&A transactions, including those in the energy and chemicals industries. Trina Chandler provides further expertise in power and refining, as well as private equity and private M&A. Matt Strock is another energy sector expert and covers both strategic M&A and private equity. In New York, Mike Rossenwasser is an expert in both capital markets and M&A, and is a recognized leader in MLP transactions, where the firm is ‘one of the leaders’.

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Within M&A: litigation: defense, tier 4

Vinson & Elkins LLP’s involvement in high-profile M&A litigation is assisted by the firm’s strong reputation in energy, and its experience with master limited partnerships (MLPs) and proficiency in Delaware law. The team represented a publicly traded limited partnership, its general partner, and the general partner’s directors, in eight putative unit holder class action lawsuits that challenged the limited partnership’s merger with and into an unrelated MLP, the lawsuits alleging that the directors breached their fiduciary duties and violated the Securities Exchange Act of 1934. Houston-based James Daniel Thompson III and John Wander in Dallas co-head the complex commercial litigation practice. Dallas-based Michael Holmes and New York-based Steven Paradise are also key litigators. Former Houston office managing partner Karl Stern left to lead Quinn Emanuel Urquhart & Sullivan, LLP’s recently formed civil litigation team in Houston.

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Within Private equity buyouts, tier 4

Vinson & Elkins LLP is a market leader in energy sector transactions for private equity firms. The firm has executed transactions for TPG and Riverstone in this segment. It has also augmented its sponsor-side acquisition finance capability in recent years, notably hiring David Wicklund from Debevoise & Plimpton LLP in 2013. In addition, the firm is active in the distressed investment sector for clients such as Lone Star. Houston-based Keith Fullenweider leads the relationship with TPG and in 2014 advised the private equity firm on its $1.8bn acquisition of natural gas properties in the Jonah field, Wyoming, from Encana Corporation. New York’s James Fox is responsible for several key private equity firm relationships and Houston partner Trina Chandler is close to Riverstone. Matthew Strock in Houston regularly advises Clearlake Capital and SCF Partners.

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Within Venture capital and emerging companies, tier 5

Vinson & Elkins LLP is well positioned for the converging energy and technology industries, and remains heavily focused on software, internet, life sciences, and social media; the Austin office is especially active in the latter. The firm recently advised Spredfast on its acquisition of Mass Relevance and its $32m Series D financing. Other clients include Saudi Aramco Energy Ventures, Austin Ventures and Ciris Energy. Austin’s William Volk is a seasoned figure, supported by Wesley Jones and Milam Newby.

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United States: Real estate and construction

Within Construction, tier 4

At Vinson & Elkins LLP, D Ferguson McNiel, leads a team of five partners operating out of Texas, New York, Washington DC, and California. Many of its clients are from the energy and heavy infrastructure sphere, where the firm can provide industry-specific expertise, and it is no stranger to complex multibillion-dollar transactions. When it comes to new domestic projects and EPC contracts, and cross-border arbitration and litigation, it has the added benefit of international offices. Noteworthy work from 2014 includes advising on the $2.05bn Alto Maipo hydroelectric project near Santiago, Chile, and separately, Occidental Chemical’s $1.5bn ethylene cracker in Ingleside, Texas. It also advised subsidiaries of Trafigura on the $1bn development and expansion of oil and gas storage facilities’ at its 84-acre industrial site in Corpus Christi, Texas. Katy Gottsponer made partner in January 2014, and Kaam Sahely, is another name to note.

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United States: Tax

Within Domestic tax, tier 6

The ‘excellentVinson & Elkins LLP has a cohesive nationwide tax practice operating from offices in Dallas, Houston, New York and Washington DC, often serving private equity funds and energy sector clients. Houston-based practice group leader George Gerachis handles controversy and transfer pricing. John Lynch, also in Houston, worked alongside Washington DC’s Gary Huffman on the spin-off of Occidental Petroleum Corporation’s California oil and gas assets. Ryan Carney and Thomas Crichton, based in Houston and Dallas respectively, advised Devon Energy on its combination with Crosstex Energy Inc. and Crosstex Energy LP to form EnLink Midstream LLC and EnLink Midstream Partners LP. Carney, who became a partner in January 2014, also worked with New York lawyer Price Manford to represent MLP Westlake Chemical Partners in its IPO. David Peck in Dallas is also recommended. Sheri Dillon joined the Washington DC office in May 2014 having come from Bingham McCutchen LLP.

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Within International tax, tier 4

Well-respected Texas firm Vinson & Elkins LLP is well known in the oil, gas and alternative energy sectors, and acts for numerous global corporations as well as major private equity funds. The team is led by the ‘experienced and highly intellectualGeorge Gerachis from Houston and includes Tom Crichton in Dallas. It recently advised Canadian company Gastar Exploration on the tax aspects of its relocation to the US and subsequent merger into its operating subsidiary Gastar US. In another highlight, it acted for Huntsman Corporation in all tax-related matters of its purchase of the performance additives and titanium dioxide business of Rockwood Holdings for $1.1bn.

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Within Tax controversy, tier 5

Vinson & Elkins LLP has a proven track record in contentious tax proceedings, and the ‘knowledgeable and responsive group’ is led by ‘professional and pragmatic negotiatorGeorge Gerachis in Houston, and Ryan Carney is based in the same office. The arrival of Gary Huffman and Joe Garcia from Bingham McCutchen LLP has given it an additional boost in Washington DC. The firm is representing BMC Software in litigation relating to foreign earning repatriation. Other clients include Gastar Exploration, Spectra Energy Partners, Halliburton and The Consolidated FGH Liquidating Trust.

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Offices in Washington DC, Dallas, Austin, Houston, New York, Palo Alto, and San Francisco

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