We represent publicly traded partnerships, also known as master limited partnerships (MLPs), and their sponsors, in connection with a wide variety of transactions.

In representing MLPs, our securities, tax, and finance lawyers bring to bear significant knowledge and experience with the following:

  • Initial public offerings by MLPs and their general partners
  • Secondary offerings of equity and debt securities
  • At-the-market (ATM) offerings
  • SEC disclosure and accounting issues applicable generally, and specifically, to MLPs
  • Conflicts committees
  • Partnership governance and fiduciary duty issues
  • Structuring techniques of MLPs
  • Structuring and tax issues arising from MLP formation, business combinations, dropdowns, joint ventures, and restructurings
  • Tax planning for significant MLP transactions and capital market transactions
  • Satisfaction of the MLP "qualifying income" requirement; tax shield; and ongoing operational, planning, and other tax matters
  • Accounting issues common to MLPs
  • Employee benefit plan structuring and compensation issues for MLPs
  • MLP credit agreements


Our MLP practice includes lawyers with substantial tax, capital markets, finance, partnership, and mergers and acquisition experience. These lawyers work with their colleagues in our energy, environmental, regulatory practices, and employee benefits practices to provide clients thoughtful advice on all MLP-related matters.

We are also a member of the National Association of Publicly Traded Partnerships (NAPTP).

Master Limited Partnerships (MLPs) Client Results

Representative Matters
  • Representation of Williams Pipeline Partners, LP in connection with its $357,500,00 Initial Public Offering of Common Units representing limited partner interests

  • Representation of DCP Midstream Partners, LP in connection with the multiple underwritten public offerings of Common Units representing limited partner interests totaling in excess of $1 billion in the aggregate

  • Representation of DCP Midstream Partners, LP in connection with its offering of $500 million of 3.875% Senior Notes in a registered offering

  • Representation of DCP Midstream Partners, LP in connection with its offering of $500 million of 2.50% Senior Notes in a registered offering

  • Representation of DCP Midstream Partners, LP in $187,000,0000 PIPE offering and related S-3 registration statement

  • Representation of American Midstream Partners, LP in connection with $140 million PIPE offering and related subsequent unit registration

  • Representation of American Midstream Partners, LP and DCP Midstream Partners, LP in connection with At-the-Market offering

  • Representation of DCP Midstream, LLC (MLP Sponsor) in connection with structuring and execution of a drop-down of assets and the issuance of a new class of subordinated partnership interests convertible into Common Units

  • Representation of principal shareholder in connection with the restructuring of Markwest Energy Partners and Markwest Hydrocarbons and its sponsor in which the MLP acquired its general partner and extinguished its incentive distribution rights

  • Representation of significant shareholder in connection with public campaign in opposition to Markwest Energy Partners merger with MPLX

Master Limited Partnerships (MLPs) Publications

Master Limited Partnerships (MLPs) Speaking Engagements and Events

24 Best Lawyers® 2018

24 Corporate attorneys recognized in 2018 Best Lawyers®: Corporate Law; Mergers and Acquisitions Law; Securities / Capital Markets Law; Gaming Law; Project Finance Law; Venture Capital Law; Leveraged Buyouts and Private Equity Law; Corporate Compliance Law; Corporate Governance Law

Chambers USA: Corporate/ M&A; Corporate/Commercial

Recognized by Chambers USA 2017 in 32 practices including: Corporate/M&A and Corporate/Commercial

BTI's Law Firms with the Best Collaboration

One of nine firms nationwide named in 2017 by leading legal decision makers for “standout collaboration”

Named Among Top Women in Colorado Energy

Lucy Stark: Named 2015 Top Women in Energy by Denver Business Journal

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