News & Analysis as of

Master Limited Partnerships General Partnerships

Morris James LLP

Court Of Chancery Explains Interrelationship Of MLP Exculpation Clauses

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Master limited partnership agreements typically provide protection for the general partner who engages in a self-dealing transaction with the MLP. This decision reviews the existing precedent on how to apply those provisions,...more

McCarter & English, LLP

Delaware Supreme Court Redefines Contractual Good-Faith Standard and Cautions Limited Partners That Their Obligations Under the...

Brinckerhoff v. Enbridge Energy Company Inc., Del. Supr., No. 273, 2016 (Mar. 20, 2017; revised Mar. 28, 2017) is the fifth opinion issued by the Delaware courts relating to the joint venture between Enbridge, Inc....more

Morris James LLP

Delaware Supreme Court Issues New Standards Governing Master Limited Partnership Cases

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Agreements for limited partnerships, in particular for publicly-traded master limited partnerships, are notoriously complicated and often hard to understand, so much so that two of the state’s judges co-wrote a detailed...more

Bracewell LLP

Delaware Chancery Court Dismisses Challenge to MLP Drop Down Transaction

Bracewell LLP on

The Delaware Chancery Court recently dismissed a challenge to a transaction in which a master limited partnership (the "MLP") repurchased an interest in a crude oil pipeline in 2015 previously sold to its general partner (the...more

Morris James LLP

Chancery Dismisses Complaint for Failure to Allege Noncompliance

Morris James LLP on

A principal difference between alternative entities and corporations under Delaware law is the ability in the former to modify or eliminate fiduciary duties. A Delaware court is required by statute to give effect to the...more

McGuireWoods LLP

It’s All About the Process: Lessons from Delaware Court on MLP’s Conflicts Committee Approval

McGuireWoods LLP on

On April 20, 2015, the Delaware Court of Chancery issued a post-trial opinion in the case In Re: El Paso Pipeline Partners L.P. (C.A. No. 7141-VCL), finding El Paso Pipeline GP Company LLC, the general partner (GP) of El Paso...more

Latham & Watkins LLP

Midstream MLP Merger Mania Maintains Momentum

Latham & Watkins LLP on

The market’s notable uptick in MLP-to-MLP M&A activity, often preceded by an acquisition of the target MLP’s general partner, follows a trend we recently identified. At least five MLP M&A transactions have been...more

Latham & Watkins LLP

Four Trends in Master Limited Partnership M&A in 2014

Latham & Watkins LLP on

MLP merger and acquisition activity can take a number of different forms to unlock value for sponsors and unitholders. Background - In the first half of 2014, master limited partnership (MLP) mergers and...more

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