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Thompson & Knight LLP


Thompson & Knight LLP - Dallas
  • One Arts Plaza
  • 1722 Routh Street
  • Suite 1500
  • Dallas
  • Texas
  • USA
  • TX 75201
  • Managing Partner: Emily A Parker
  • Number of partners: 160 approx.
  • Number of lawyers: 330 approx.
  • Languages: Arabic, English, French, German, Gujarati, Hebrew, Italian, Mandarin, Portuguese, Russian, Spanish, Turkish, Vietnamese
  • INTERNATIONAL OFFICES Algiers, Algeria; Paris, France; Monterrey, Mexico; London, UK

Firm Overview:
Since 1887, Thompson & Knight attorneys have been anticipating clients’ needs and striving to exceed expectations. With an emphasis on global energy, litigation, tax and insolvency matters, the firm’s attorneys provide clients with innovative, cost-effective legal and business solutions to their issues. Thompson & Knight’s experience in these areas establishes it as a leading global energy law firm, with more than two-thirds of its practice relating to the energy industry.

Main Areas of Practice:
Corporate & Securities:

■ Represented EnCap Investments LP in formation of a private equity fund with total commitments of $5b
■ Represented majority holder of Frac Tech Services in its $3.7b sale of equity to a Singaporean fund
■ Represented Noble Energy in its $1.85b public offering of 4.15% senior notes due 2021

Bankruptcy & Restructuring:
■ Representation of Vitro, S.A.B. de C.V., the debtor In re Vitro Asset Corp. et al., in a heavily litigated Chapter 15 bankruptcy case with restructured debt in excess of $3.7b
■ Obtained plan confirmation in Baseline Oil & Gas Corp.’s ‘pre-pack’ Chapter 11 bankruptcy case in 33 days
■ Represented Hercules Offshore in its acquisition of Seahawk’s drilling rig assets through Sec. 363 purchase

Oil, Gas & Energy:
■ Represented Brigham Exploration Company in its sale to Statoil ASA for approximately $4.4b
■ Represented Chief Gathering in its $1b sale to Penn Virginia Resource Partners
■ Represented Sinopec International Petroleum Exploration and Production Corporation in its acquisition of oil and gas assets in Oklahoma from Chesapeake Energy Corp. for $1.02b

■ Represent energy companies on environmental issues with E&P, midstream and downstream operations
■ Challenging an ordinance adopted by the Houston City Council on behalf of BNSF, Union Pacific, and HBT
■ Representing The Dow Chemical Company in a federal Superfund action involving a former waste oil recovery facility

■ Represented agent bank in $4b syndicated revolving credit facility with large E&P company
■ Represented Apache Corp. in $3.95b financing raised in part to facilitate acquisition of BP assets
■ Represented agent bank in $3.5b syndicated revolving credit facility for large energy partnership

■ Manage more than 150 hospital contract litigation cases nationwide for a Fortune 200 hospital company
■ Represent hospital systems and healthcare providers in investigations, litigation and compliance
■ Represent a national medical device manufacturer regarding healthcare antitrust and marketing issues

Intellectual Property & Technology:
■ Represented US air carrier in patent litigation in E. Dist. of Texas involving internet server technology
■ Represented semiconductor manufacturer in patent litigation in California involving eight US patents
■ Prepared/prosecuted patent applications related to hydrogen hybrid locomotive for national railroad company

Employment & Labor:
■ Assisted transportation employer in defeating EEOC nationwide investigatory subpoenas
■ Assisted international transportation company with withdrawal of OSHA citation based on agency’s multi-employer workplace doctrine
■ Handled FLSA matters for food distributor, energy services and electronics employers

Real Estate:
■ Represented City of Austin in 2.5 million square feet of mixed use development estimated at $750m
■ Represented C-III Asset Mgmt./Alliance in REO sale transactions for a trust prior to Lehman Bros.’ bankruptcy
■ Represented Granite Properties in the disposition of its entire $165m industrial property portfolio

■ Represented EnCap Investments LP in tax issues involving formation of private equity funds focused on upstream and midstream sectors in North America
■ Represented TEAK Midstream, LLC in tax issues related to its sale of 100% of the equity interests to Atlas Pipeline Partners, LP for $1b
■ Assist Canadian chemical manufacturing company with tax, executive compensation, and employee benefits issues for its US workforce and US expatriates

Trial & Appellate:
■ Represented Petrobras America Inc. and affiliates in an arbitration involving ownership of a joint venture
■ Represented Fisher Controls International LLC in wrongful death and personal injury claims suit arising from industrial refinery explosion, obtaining full dismissal of those claims
■ Secured a reversal of a $6.85m judgement against insurance agent clients

Clients: BNSF Railway Company, Blue Bell Creameries, Chief Oil & Gas, The Dow Chemical Company, EnCap Investments L.P., Fisher Controls International / Emerson Electric, Johnson & Johnson, Lafarge, Lockheed Martin Corporation, Mitsubishi Heavy Industries, Natural Gas Partners, Petróleo Brasileiro S.A. – Petrobras, Royal Bank of Canada, Simon Property Group, Wells Fargo Bank, Vitro, S.A.B. de C.V.


  • 98 San Jacinto Boulevard,
  • Suite 1900,
  • Austin,
  • Texas
  • USA
  • TX 78701
  • Tel +1 512 469 6100
  • Fax +1 512 469 6180
  • Email : James.Morriss@tklaw.com
  • One Arts Plaza,
  • 1722 Routh Street,
  • Suite 1500,
  • Dallas,
  • Texas
  • USA
  • TX 75201
  • Tel +1 214 969 1700
  • Fax +1 214 969 1751
  • Email : Larry.Hicks@tklaw.com
  • 801 Cherry Street,
  • Unit 1,
  • Burnett Plaza,
  • Suite 1600,
  • Fort Worth,
  • Texas
  • USA
  • TX 76102-6881
  • Tel +1 817 347 1700
  • Fax +1 817 347 1799
  • Email : Mike.Sheehan@tklaw.com
  • 333 Clay Street,
  • Suite 3300,
  • Houston,
  • Texas
  • USA
  • TX 77002
  • Tel +1 713 654 8111
  • Fax +1 713 654 1871
  • Email : Meyerson@tklaw.com
  • 10100 Santa Monica Boulevard,
  • Suite 950,
  • Los Angeles,
  • California
  • USA
  • CA 90067
  • Tel +1 310 203 6900
  • Fax +1 310 203 6980
  • Email : Shelly.Youree@tklaw.com
  • 650 California Street,
  • Fifth Floor,
  • San Francisco,
  • California
  • USA
  • CA 94108
  • Tel +1 415 433 3900
  • Fax +1 415 433 3950
  • 900 Third Avenue ,
  • 20th Floor,
  • New York,
  • USA
  • NY 10022-4728
  • Tel +1 212 751 3001
  • Fax +1 212 751 3113
  • Email : Philip.Kessler@tklaw.com

Energy & Natural Resources - Nationwide

Basic facts about the department
Key offices are Dallas and Houston.

What the team is known for Oil and gas practice acting for clients in matters such as upstream, midstream and downstream transactions, M&A, investments, joint ventures and fund formation. Noted for the strength of its US practice and the experience of its lawyers in international oil and gas matters.  

Strengths (Quotes mainly from clients)
"They know our business, they know the industry and they know the space extremely well, which gives us a good advantage."

Work highlights Acted for Chief Gathering in its $1 billion sale to Penn Virginia Resource Partners.

Advised TEAK Midstream in relation to its sale to Atlas Pipeline for $1 billion.

Notable practitioners  

Andrew Derman is a well-respected oil and gas attorney with a great deal of experience in international transactional and project development work. He acted for Sinopec in its acquisition of Oklahoma oil and gas assets from Chesapeake for $1.02 billion. Sources say: "He can get you the right answer faster because he has been part of formulating the right answers for such a long time."  

John Rain has an excellent reputation for his corporate and finance practice, which focuses on the energy space. He is particularly noted for his knowledge of production payments. "He is able to simplify complex concepts in a way that makes it easy to separate out the important from the unimportant," reports one impressed observer.

Significant clients Chief Oil & Gas, Kosmos Energy, EnCap Investments, Petrobras, Oil India.

Antitrust - Texas

What the team is known for Strong antitrust practice focusing primarily on litigation, although a significant element of its work relates to M&A and joint ventures. Also noted for its antitrust work on issues concerning trade regulation, unfair advertising and trade secrets, and RICO.

Strengths (Quotes mainly from clients)
"I find them to be very thorough and very precise. There's always a backup plan and advanced planning."

"They're very responsive to our needs." 

Work highlights Acted for Continental Casualty Company on defending claims of an alleged conspiracy among a group of insurers.

Represented JSW Steel in a case concerning alleged state and federal antitrust violations in the steel industry.

Notable practitioners

The "very smart" Gregory Huffman is "an incredible talent" in a wide range of antitrust matters, including litigation and government investigations. One source describes Huffman as "the most knowledgeable person I know in antitrust policy."

William Katz is highlighted as a "really good younger lawyer" and a "very good writer." He recently acted for Voltaix on counterclaims alleging monopolization in the germane gas market.

James Berglund is rated by sources as a strong antitrust lawyer, with a focus on litigation, and maintains a fine track record for his work in the healthcare sector.

Significant clients Gruma Corporation, Star Pipe Products, Texas Industries, Mitsubishi Heavy Industries, North Texas Specialty Physicians.

Banking & Finance - Texas

What the team is known for Well-known Texas stalwart, recognized for its strength in energy-related finance transactions. Works cohesively with the firm's highly regarded tax and environmental practices to offer a comprehensive service to clients who are active in the oil and gas industry.  

Strengths (Quotes mainly from clients)
"Excellent service - they're prompt, they're smart, their documentation is second to none and they're practical. They don't get bogged down in the detail, and understand the business side."

"They really did an excellent job, everything was done very efficiently, and they had a good style working with the folks on the other side."

What's new? The finance group was strengthened by the arrival of Cassandra Mott from Jones Day, and Annette Tripp from Sutherland Asbill & Brennan. 

Notable practitioners  

The "technically excellent" James McKellar is "one of the smartest guys you'll ever meet" according to sources who regard him as a "dean of energy lending in Dallas." He represents clients in energy commodity purchases, workouts and derivatives transactions.

John Rain is described by one enthusiastic source as "the best all-round finance, energy, corporate lawyer in Texas." Other commentators admire that "he is incredibly good at synthesizing extremely complicated issues." His broad expertise includes a particular focus on volumetric production payments.

Andrew Flint concentrates his practice advising on unsecured senior and subordinated, and syndicated secured credit facilities involving energy, oil and gas. Interviewees note that "he is balanced, he knows his business well and he's savvy."

Bankruptcy/Restructuring - Texas

What the team is known for Strong expertise in the oil and gas sector, representing creditors, bondholders, operators and distressed entities. Frequently involved in significant cases, providing counsel to creditors on their rights and advising on restructuring. Specializes particularly in reorganizations in the upstream oil and gas sector.

Strengths (Quotes mainly from clients) 
"They are obviously very knowledgeable in bankruptcy law; they helped us understand the issues in the case."

"They have significant experience in oil and gas cases."

Work highlights Representing NGP Capital Resources Company in its assertion of rights to royalties on leases purchased from ATP Oil & Gas, which ATP are claiming as part of its bankruptcy estate.

Acted for Hibernia Holdings on the Chapter 11 bankruptcy of affiliate H&M Oil & Gas, advising on adversary proceedings relating to the joint operating agreement and subcontract agreement between the two entities. 

Notable practitioners  

Of counsel Rhett Campbell has extensive expertise in oil and gas-related restructuring matters. Recent work includes acting for Hibernia Holdings as an affiliate of the bankrupt H&M Oil & Gas. 

David Bennett heads the firm's bankruptcy and restructuring group. One source states: "He did a very, very good job in arguments before the court and in negotiations with all the parties." Bennett provides ongoing representation to Vitro SAB de CV in a complex and heavily litigated bankruptcy case.

Significant clients Brazos 440 Partners, Cano Petroleum, Goldman Sachs, Lehman Asset Management Company, UniCredit Group.

Capital Markets - Texas

What the team is known for Well versed in all manner of capital markets offerings, registrations and other transactions in the energy space. Clients benefit from the firm's strong regulatory expertise to assist in all aspects of capital markets work. 

Strengths (Quotes mainly from clients)
"What really sets the firm apart from others is that they take a personal interest in a transaction. They are very responsive and will do whatever it takes to get the job done correctly and efficiently. The team views the engagement as a real partnership."

"The firm offers service, consistent performance, oil and gas experience, personal attention, breadth of services and capable lawyers."

"The firm has a very good understanding of my management style and the culture of the company." 

Work highlights Represented Rex Energy on a $250 million high-yield debt offering.

Serve as sponsor's counsel to Yorktown Energy Partners in relation to its Rule 144A senior secured notes offering.

Represented Approach Resources in its $152 million shelf takedown offering.

Notable practitioners

Michael Pierce is a key contact.

Significant clients Apache, Rex Energy, Parallel Energy Acquisitions, Cinco Resources, Yorktown Energy Partners.

Corporate/M&A - Texas

What the team is known for Excellent midmarket practice focused on energy transactions in the upstream space. Very active advising on private equity investments.

Strengths (Quotes mainly from clients)
"We get the same prompt service on small deals as we would expect for the larger work. If in doubt I'm more than happy to give them a call and I'm never made to feel like a burden."

"They know the industry extremely well, which gives clients a good advantage." 

Work highlights Acted on behalf of Dallas-based TEAK Midstream in its $1 billion sale to Atlas Pipeline.

Represented Saddle Butte in its disposal of gas and oil pipelines and processing systems to Targa Resources for $950 million.

Notable practitioners  

Jeffrey Zlotky receives praise from sources for his M&A and private equity expertise with one in particular calling him a "fine man and a fine lawyer."

Michael Pierce is praised for his "cool demeanor," which helps him to maintain a calming influence on high-stakes deals. Sources note that he "protects clients like a lawyer but thinks like a businessman."

Lawrence Hall has the "excellent combination of a capable and detail-oriented attorney who understands business complexities as well."

Significant clients Chief Oil and Gas, Natural Gas Partners, EnCap Investments, Global Tubing, 7-Eleven.

Energy & Natural Resources - Texas

What the team is known for Increasingly recognized group in the Texas oil and gas market. Noted for its broad-based litigation expertise, acting for clients in diverse disputes such as class actions and arbitration proceedings. Also offers strong regulatory capabilities.

Strengths (Quotes mainly from clients)
"They are prepared, ready and efficient. They don't waste time on non-issues but instead have laser focus on the things that matter. " 

"It is a full-service oil and gas law firm." 

Work highlights Acted on behalf of Petrobras America in arbitration proceedings related to an ownership, operation and management dispute over a joint venture controlling an oil trading company and refinery.

Notable practitioners

Rex VanMiddlesworth is an experienced trial lawyer and offers extensive experience in acting for clients before the PUCT. He also handles court work at state and federal level and is experienced in arbitration. Phillip Oldham stands out for his "strong understanding of energy policy" pertaining to the electricity arena and is experienced in representing clients before bodies such as FERC. Sources note that "he is exceptionally bright, has a strong understanding of energy policy and is very responsive." Oldham and VanMiddlesworth both recently joined the firm from Andrews Kurth LLP. 

Significant clients Boots & Coots, Escondido Petroleum, Fort Apache Energy, Hunt Oil, Kurt Wiseman Oil & Gas.

Environment - Texas

What the team is known for Portfolio of experience that spans a range of industries and environmental law matters. Particularly commended for its expertise in the energy industry.

Strengths (Quotes mainly from clients)
"They have tremendous specialized knowledge and experience, and are also extremely practical."

"They are able to get good results, always keeping in mind our needs and objectives in any matter. Their legal advice is always sound and directed at the issues we need to resolve."

Work highlights Successfully editing and updating the Texas Environmental, Health, and Safety Audit Privilege Act to the benefit of clients with interests in oil and gas properties.  

Representing BNSF, Union Pacific, and HBT railroads in their challenge to fees imposed by a Houston City Council ordinance on property owners in the city.

Notable practitioners  

Firm-wide environmental practice leader James Morriss focuses mainly on permitting issues. He represented Pasadena Refining System in its alleged violations of air-quality regulations, and is lauded for his skills in "all environmental matters, based on his knowledge of the agencies as well as the laws and regulations."

Partner James Harris offers "expert insight into the regulatory statutes as well as strategic and tactical advice." He assists clients in running audits and developing corporate policies and recently represented the National Solid Wastes Management Association in a successful challenge to a city ordinance.   

Significant clients BHP Billiton, The Dow Chemical Company, Dresser-Rand, Gerdau AmeriSteel, QEP.

Healthcare - Texas

What the team is known for Renowned for its expertise in fraud and abuse claims, regulatory investigations, reimbursement, antitrust, tax and litigation. Clients include pharmaceutical corporations, hospitals and physician practices.

Strengths (Quotes mainly from clients)
"Incredibly responsive and very well organized. They have a good sense of what tactical decisions they can make." 

"The firm's commitment to the needs of the client and the efficiency of the lawyers contribute to its overall excellence." 

Work highlights Acted for Encompass Office Solutions, a surgical services company, in disputes with a number of health insurance companies concerning the reimbursement of unpaid and underpaid claims.

Notable practitioners  

Wilson Jones is "incredibly responsive and has amazing attention to detail." His work focuses on fraud and abuse representation as well as regulatory compliance matters and litigation.

Patrick Bredehoft has offered his support in false claims and fraud cases. Commentators note that "his experience, expertise and approach to resolving legal matters is a strong point for the firm." He is also renowned for his regulatory experience and his expertise in healthcare litigation.

Significant clients Femdale Pharmaceuticals, North Texas Specialty Physicians, Johnson & Johnson, Methodist Healthcare System, Christus Santa Rosa Healthcare.

Intellectual Property - Texas

What the team is known for A comprehensive IP group, well equipped to advise on prosecution, portfolio counseling and management, as well as disputes. Unfair competition and related technology actions are among its key areas of strength.

Notable practitioners  

Bruce Sostek is "one of the best litigators practicing in Texas today," according to one source, while another praises him as being "responsive and conscientious." In addition to his disputes expertise, Sostek also advises on IP strategy, licensing and transactions.

Herbert Hammond is a well-respected IP litigator and is also much sought after for his experience as a mediator. He attracts much praise for his "very hard-working" approach to matters.

Labor & Employment - Texas

What the team is known for Advice, advocacy and appellate defense and appeals are the bread and butter of the firm's labor and employment concentration in Texas. Areas of expertise also include compliance and loss-avoidance strategies, executive compensation and whistle-blower management.

Strengths (Quotes mainly from clients)
"A couple of things make them stand out - they are very responsive by phone or email, their work is thorough and they meet deadlines. They take time and effort over everything."

"They are such experts in their area." 

Work highlights Successfully blocked a broad-reaching EEOC subpoena issued against BNSF Railway for the purpose of attempting to compel the company to disclose substantive details of its computerized personnel records in connection with charges of alleged disability discrimination.

Achieved withdrawal of an OSHA General Duty Clause citation against Sand Source Services, which alleged the company failed to provide adequate fall protection in the event of a contractor fatality.

Notable practitioners Dallas partner Stephen Fink focuses his practice on management representation. His emphasis on trial and appellate work recently saw him representing pathology services ProPath Associates in the successful rejection of an alleged non-competition agreement.

Recommended for her skills in "negotiation, mediation and strategy,Elizabeth Schartz has a concentration in supplying counseling and litigation services to management clients.

Significant clients Lockheed Martin, Johnson & Johnson, Boy Scouts of America, Nexen Petroleum USA, Noble.

Litigation - Texas

What the team is known for Long-established full-service Texas firm with four offices in the state. Represents clients in the full range of commercial disputes, with particular emphasis on cases in the energy sector and securities matters. Also noted for IP litigation.

Strengths (Quotes mainly from clients)
"Their strongest points are responsiveness, and well-researched analysis and briefing."

Work highlights Represented gas control valve manufacturer Fisher Controls International in $23 million litigation relating to an explosion at a Valero Refining facility in Texas City.

Advised medical/surgical service provider Encompass Office Solutions on multiple litigation matters against insurance companies and health plan administrators, including ERISA issues.

Notable practitioners

"Strong lawyer" Timothy McCormick on D&O liability actions, securities litigation and Foreign Corrupt Practices Act matters, and often represents boards before special committees.

Clients say energy litigator Craig Haynes "stands out as an exceptionally talented attorney. He is very bright, personable, has a thorough command of the relevant law, is always prepared, is comfortable in the courtroom and presents clear and cogent arguments." His clients include Three Rivers Operating Company.

Significant clients BNSF Railway, Boots & Coots, Simon Property Group, Hunt Oil, JSW Steel (USA).

Real Estate - Texas

What the team is known for Highly impressive presence in all areas of real estate and real estate finance. Particularly recognized for its representation of institutional lenders and investors, and offers considerable strength in the Dallas market.

Strengths (Quotes mainly from clients)
"They are practical in the sense they will not argue points just for the sake of argument and work toward quick and reasonable mutually acceptable solutions."

"They are very thorough, understand local real estate law and, when challenged to find a creative solution, they consistently deliver."

"Thompson & Knight attorneys are technical, logical, calm and experienced."

Work highlights Represented Trigild, the liquidating trustee in the bankruptcy of SCI, in connection with the $1.2 billion sale of 46 commercial real estate assets.

Acted for Accor on the $1.9 billion sale of its 560 owned and leased Motel 6 sites.

Notable practitioners  

Alfred Meyerson maintains a strong real estate practice, and is known for his ability to handle large-scale multifamily real estate and financing transactions. He recently advised Granite Properties on the sale of two office towers in Houston.

Sources say Dallas-based Mark Sloan is "fantastic" and "gets the deals done." His work covers an impressive spectrum of real estate matters, with an emphasis on acting for lenders in financing transactions.

Martha Harris comes highly recommended on the lender side of deals, and is described by interviewees as "very practical and smart." She represents lenders in residential, office, retail and multipurpose projects.

Mark Weibel represents clients in connection with various real estate and related matters. One impressed client highlighted that he is "very knowledgeable," not only about the law, but also about the business aspects of transactions.

Andrew Ingrum heads the firm's real estate group and is well established in the commercial real estate market. He recently led a team acting for Billingsley Development on the project development of a large multifamily complex.

Lawrence Hicks is renowned in the Texas Real Estate Bar as a "great lending lawyer." Sources recognize his longstanding expertise in advising a variety of clients on complex real estate transactions.

Significant clients Wells Fargo, LNR Property, BBVA Compass Bank, Midland Loan Services, Transwestern.

Tax - Texas

What the team is known for Handles international transactions, estate planning and a variety of domestic tax matters arising in the energy sector. Demonstrates particular expertise in M&A, investment structuring, joint ventures, litigation and private equity fund formation.  

Strengths (Quotes mainly from clients)
"We work with them because of their expertise in tax matters, their responsibility and their professionalism." 

"They have very high-quality practitioners and are very good at what they do."

Work highlights Represented EnCap Investments in connection with the formation of a number of private equity funds carrying an estimated collective value in excess of $6 billion. The funds were focused on North American midstream and upstream sectors.

Advised TEAK Midstream on the tax aspects of the sale of its equity interests to Atlas Pipeline Partners.

Notable practitioners  

Emily Parker represents clients in a variety of federal and SALT controversies. She is regarded as "a very fine litigator," and offers additional strength in federal and SALT planning matters.

Mary McNulty specializes in tax litigation. She handles IRS audits and appeals, offers additional expertise in the field of tax planning, and is regarded as "a great speaker." 

David Wheat is an authority on partnership transactions, corporate tax and the tax aspects of M&A. "In the corporate tax area he is as good as anybody in the region," states an interviewee: "His knowledge and his advice are both great, and he knows how to use the knowledge he has for the benefit of the client." 

Significant clients Chevron, Lafarge North America, Noble Energy, Mitsubishi Heavy Industries, Texas Department of Transportation.