C. Timothy Fenn(Partner)

Profile:

Charles Timothy (“Tim”) Fenn is the Office Managing Partner in the Houston office with a particular focus on business taxation as it applies to partnerships. He represents publicly traded partnerships, master limited partnerships (MLPs), upstream oil and gas companies and other clients in the energy sector, as well as corporations, private equity firms, investment banks, partnerships, and individuals on tax-related issues involving mergers, acquisitions, restructurings, and capital market transactions.

• MLPs
• Upstream
• Midstream
• Downstream
• Oilfield services

Mr. Fenn has served as tax counsel to over 75 issuers and underwriters in initial public offerings of equity securities of MLPs. He is a frequent speaker at investment banking conferences and energy industry symposiums and serves on the advisory board for the Alerian MLP index.

In addition to representing clients in connection with transactional matters, Mr. Fenn has successfully represented clients before the Internal Revenue Service, the US Tax Court, and several US appellate courts. Mr. Fenn has spent several years as an investment banker with Goldman Sachs & Co. where he was part of the natural resources group.

Experience:

Mr. Fenn offered tax advice with respect to the following M&A transactions:

• QEP Resources – US$735 million sale of upstream assets and midstream business located in the Haynesville Shale to Aethon Energy
• Energy Transfer Equity – US$62 billion acquisition of Energy Transfer Partners
• Clayton Williams Energy, Inc. – US$2.7 billion acquisition by Noble Energy, Inc.
• JP Energy Partners LP – US$456 million merger with American Midstream Partners, LP
• Energy Transfer Partners, LP – US$21.3 billion acquisition of Sunoco Logistics Partners LP
• PennTex Midstream Partners, LP – US$640.4 million sale of certain interests to Energy Transfer Partners, L.P.
• Rosetta Resources Inc. – US$3.9 billion acquisition by Noble Energy, Inc.
• LinnCo LLC – US$4.3 billion acquisition of Berry Petroleum Co.
• Access Midstream Partners, L.P. – US$50 billion acquisition by Williams Partners L.P.
• Energy Transfer Partners, LP – US$18 billion acquisition of Regency Energy Partners LP
• Suburban Propane Partners LP – US$1.8 billion acquisition of Inergy Propane LLC

Mr. Fenn offered tax structuring advice related to the following Capital Markets transactions:

• Smart Sand Inc. – US$128.7 million initial public offering
• Antero Midstream GP LP – US$875 million initial public offering
• PennTex Midstream Partners, LP – US$225 million initial public offering
• CONE Midstream Partners LP – US$442.75 million initial public offering
• Phillips 66 Partners LP – US$434.44 million initial public offering
• LinnCo, LLC – US$1.1 billion initial public offering
• Midcoast Energy Partners, L.P. – US$382.95 million initial public offering
• MPLX LP – US$437 million initial public offering (Counsel to the company)
• OCI Partners, LP – US$315 million initial public offering
• Dynagas LNG Partners LP – US$258.75 million initial public offering
• Tesoro Partners LP – US$273 million initial public offering (Counsel to the company)

Presentation: