Thomas W. Ford, Jr.

Tommy’s practice includes experience in the federal income taxation of business transactions and business entities, including formations, mergers and securities offerings of partnerships (publicly traded “master limited partnerships” and private) and joint ventures and dispositions of interests therein; oil, gas and mineral transactions; mergers, acquisitions and spin-offs of corporations; royalty trusts; and financially troubled entities, including financial institutions.

Representative Experience

• Counsel to NGL Energy Partners LP in its private placement of $400 million of NGL’s Class D Preferred Units and warrants to purchase common units representing equity interests in NGL.
• Counsel to NGL Energy Partners LP in its private placement of $200 million of NGL’s Class D Preferred Units and warrants to purchase common units representing equity interests in NGL.
• Tax Counsel to Stonepeak Infrastructure Partners, an infrastructure-focused private equity firm, in its $3.6 billion acquisition of substantially all of the assets of Oryx Southern Delaware Holdings LLC and Oryx Delaware Holdings LLC.
• Tax Counsel to Stonepeak Infrastructure Partners, an infrastructure-focused private equity firm, in its $1 billion initial equity commitment to Discovery Midstream Holdings II LLC.
• Tax counsel to the dealer managers and consent solicitation agents with a registered exchange offer by Energy Transfer Operating, L.P. for up to $4,337,032,000 in aggregate principal of certain outstanding series of notes originally issued by Energy Transfer LP in exchange for newly issued notes of ETO.
• Tax Counsel to the Conflicts Committee of the Board of Directors of the general partner of Shell Midstream Partners, L.P. in SHLX’s acquisition of Shell’s 25.97% equity interest in Explorer Pipeline Company and 10.125% equity interest in Colonial Pipeline Company for $800 million.
• Tax Counsel to the underwriters with a $445 million offering by Energy Transfer Partners, L.P. of its 7.625% Series D Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units.
• Tax Counsel to the Conflicts Committee of MPLX LP in MPLX LP’s acquisition of joint-interest ownership in certain pipelines and storage facilities from Marathon Petroleum Corp.
• Tax Counsel to the underwriters in connection with Genesis Energy, L.P.’s issuance of $550 million aggregate principal amount of its 6.50% Senior Notes due 2025.
• Tax Counsel to Noble Midstream Partners LP in its private placement of 3,525,000 common units representing limited partner interests.
• Tax Counsel to the sales agents in connection with the commencement of an at-the-market equity program having an aggregate offering price of up to $100 million of common units representing limited partner interests in Black Stone Minerals, L.P.
• Tax Counsel to GSO, the investment/financial partner to Sanchez Energy Corp., in the purchase of Eagleford Shale assets in South Texas from Anadarko Petroleum Corporation by a 50/50 joint venture between Sanchez Energy Corp. and Blackstone Energy Partners.

• Tax Counsel to the underwriter in Genesis Energy, L.P.’s follow-on equity offering.
• Tax Counsel to the sales agents in the commencement of an at-the-market equity program by Energy Transfer Partners, L.P.
• Tax Counsel to the sales agents in an at-the-market equity program by Genesis Energy, L.P.
• Tax Counsel to BP in the sale of its entire interest in the Pascagoula Gas Processing Plant to Enterprise.
• Tax Counsel to BP Products North America Inc. in its joint venture with Kinder Morgan, Inc., in which Kinder Morgan purchased 15 refined products terminals from BP and contributed 14 of the terminals into a new joint venture entity owned 75% by KM and 25% by BP.
• Tax Counsel to ArcLight Capital Partners in its affiliate's purchase of TransMontaigne GP LLC, the general partner of TransMontaigne Partners L.P., from NGL Energy Partners LP.
• Tax Counsel to ArcLight Capital Partners, LLC, in Gulf Oil Limited Partnership's sale of four refined products terminals to Arc Logistics Partners LP.
• Tax Counsel to Crestwood Equity Partners LP in its agreement with Crestwood Midstream Partners LP to merge Crestwood Midstream Partners LP with a newly formed subsidiary of Crestwood Equity Partners LP to simplify Crestwood's corporate structure into a single publicly-traded partnership.
• Tax Counsel to FourPoint Energy, LLC in its purchase of properties from Chesapeake Exploration LLC; CHK Cleveland Tonkawa LLC; CLEVELAND TONKAWA ROYALTY PARTNERS, LP; TPG ORRI HOLDINGS, L.P.; and TPG CDP DASA (PE) AIV I, L.P. and increased private equity investment by GSO Capital in FourPoint Energy.
• Tax Counsel to the underwriters in the offering of $750 million aggregate principal amount of Senior Notes by Genesis Energy, L.P. and Genesis Energy Finance Corporation.
• Tax Counsel to Green Plains Partners LP in its IPO.
• Tax Counsel to the underwriters in Black Stone Minerals, L.P.'s IPO.
• Tax Counsel to placement agents for the commencement of an at-the-market equity program by Kinder Morgan Inc.
• Tax Counsel to the underwriters on the Dominion Midstream Partners, LP IPO.
• Tax Counsel to the issuer in the Noble Energy Inc. (a 50/50 owner of CONE Midstream LP) and CONE Midstream Partners LP IPO.
• Tax Counsel to GSO Capital, a preferred equity owner of Crosstex Energy Partners, in the business combination of Crosstex Energy Inc. with Devon Energy Corporation and the contribution of Devon's midstream assets with Crosstex Energy Partners.
• Tax Counsel to El Paso Pipeline Partners, L.P. for its acquisition of Kinder Morgan, Inc.'s interests in Ruby Pipeline, Gulf LNG and Young Gas Storage.
• Tax Counsel to El Paso Pipeline Partners, L.P. in its follow-on offering of common units.
• Tax Counsel to Evercore Partners in the merger of Crestwood Midstream Partners LP and Inergy Midstream, L.P.
• Tax Counsel to American Energy Partners, LP and its affiliates in the formation of American Energy – Utica, LLC and American Energy Ohio-Holdings LLC.
• Tax Counsel to Constellation Energy Partners LLC in its acquisition of oil, natural gas and natural gas liquids assets Sanchez Energy Partners I, LP.
• Tax Counsel to El Paso Pipeline Partners, L.P. in an at-the-market program.
• Tax Counsel to placement agent in an equity distribution program for Energy Transfer Partners, L.P. (ETP).
• Tax Counsel to the underwriters in connection with MPLX LP's IPO.
• Tax Counsel to the underwriter in connection with a public block trade by USA Compression Holdings, LLC of 5,000,000 of its common units representing limited partner interests in USA Compression Partners, LP (NYSE:USAC) with a variable price reoffering.
• Tax Counsel to the underwriters in connection with a $450 million offering by Energy Transfer Partners, L.P. of its 7.375% Series C Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units.
• Tax Counsel to the underwriters in connection with Quintana Energy Services Inc.’s initial public offering.
• Tax Counsel to BofA Merrill Lynch and Barclays as lead placement agents in connection with Black Stone Minerals, L.P.’s private placement of $300 million of Series B Cumulative Convertible Preferred Units to an affiliate of The Carlyle Group.
• Tax Counsel to underwriters on Susser Petroleum Partners, LP IPO.
• Tax Counsel to Cordillera Energy Partners III in its merger with Apache Corporation.
• Tax Counsel to a large private equity fund in its $1.0 billion joint venture with Alta Energy, L.P.
• Tax Counsel to Energy Transfer Partners and Regency Energy Partners in their joint acquisition of LDH Energy.
• Tax Counsel to Rose Rock Midstream, LP IPO.
• Tax Counsel to underwriters on PetroLogistics LP IPO.
• Tax Counsel to American Midstream Partners, LP IPO.
• Tax Counsel to LRR Energy, LP IPO.
• Tax Counsel to underwriters on Kinder Morgan Inc. IPO.
• Tax Counsel to underwriters on Oiltanking Partners, LP IPO.
• Tax Counsel to Hilcorp Energy in the sale to Marathon Oil of Eagle Ford properties owned by a joint venture with KKR and affiliated funds for $3.5 billion.
• Tax Counsel to a large private equity fund in its Eagle Ford joint venture with GeoSouthern Energy Corporation.
• Tax Counsel to underwriters on Oxford Resource Partners, LP IPO.
• Tax Counsel on the recent $300+ million common unit offering by El Paso Pipeline Partners, L.P.
• Tax Counsel to Quintana Capital Group in connection with its acquisition of the general partner of Genesis Energy L.P.
• Tax Counsel to American Infrastructure Group in connection with the formation of American Midstream Partners L.P. and the acquisition from Enbridge Energy Partners L.P. of several intrastate and interstate pipeline systems.
• Counsel to acquirer in tax-free acquisition of $7 billion publicly owned energy services company.
• Tax Counsel to issuer MLP on over 30 initial public offerings; Tax advisor to underwriters on over 35 MLP initial public offerings.
• Multiple MLP and follow-on MLP equity and debt public offerings and multiple MLP acquisitions and dispositions.
• Multiple issuer and underwriter representations in MLP IPO and follow-on MLP equity and debt public offerings and multiple MLP acquisitions and dispositions.
• Tax Counsel to acquirer, target, controlling sponsor partner or special committee on five MLP to MLP mergers.
• Tax Counsel to MLP, controlling sponsor partner or special committee in several MLP IDR restructurings.
• Multiple special and conflicts committee engagements involving MLP acquisitions, dispositions and recapitalizations.
• Counsel to Canadian seller in auction and sale of U.S. assets to US MLP.
• US seller of $3 billion, 50% interest in US energy logistics corporation to Canadian purchaser.
• Construction and design services acquirer in taxable acquisition of target company.
• Chapter 7 Bankruptcy trustee of Bank of New England Holding Company.

• Recommended for US Taxes: Non-Contentious, Legal 500 United States, 2012-2021, 2023-2024
• Recognized as a Leader in Tax, Texas, Chambers USA, 2006-2024
• Recognized as a Acritas Star for outstanding performance (2018)
• The Best Lawyers in America, Tax Law (2006-2020)
• Profiled as one of “Texas’ Top Rated Lawyers” by ALM in Taxation (2012)
• Selected as a Super Lawyer for Tax Law, Texas Monthly magazine, 2005-2020
• Who's Who Legal: Texas, Corporate Tax (2007-2008)

• Houston Bar Association
• Former Member of Taxation Subcommittee of the Greater Houston Partnership's Government Relations Committee
• American Bar Association, Member, Tax Section
• National Association of Publicly Traded Partnerships, Member of Federal Affairs Committee
• National Association of Real Estate Investment Trusts, Former Member of Government Liaison Committee