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McGinley, Elizabeth L.
Elizabeth L. McGinley
P: +1.212.508.6173
F: +1.212.938.3873

Claire Tirino


Elizabeth McGinley is the head of the firm's tax practice. She represents a variety of clients in the oil and gas and electric power industries, including private equity firms investing in oil and gas exploration, production and infrastructure. Her experience includes complex debt and equity financing, joint ventures and project finance, as well as experience with volumetric production payment (VPP) transactions. 

In addition, Elizabeth has experience in partnership and corporate transactions including mergers and acquisitions and spin-off transactions.

Elizabeth is recognized by Chambers USA among America’s Leading Lawyers for Business, Tax.  She has been described by clients as "extremely innovative and very responsive."

Representative Matters

Great Plains Energy Incorporated in its pending acquisition of Westar Energy, Inc. in a combined cash and stock transaction valued at approximately $12.2 billion.

Phillips 66 in the distribution of its flow improver business, Phillips Specialty Products Inc. (PSPI), to Berkshire Hathaway Inc. in exchange for the equity of PSPI, held by Berkshire Hathaway valued at $1.35 billion.

Apache Corporation in the $3.75 billion divestiture of its Gulf of Mexico Outer Continental Shelf business, including an innovative collateral arrangement to secure the performance by the buyer of $2 billion of abandonment exposure.

Alinda Capital Partners in the acquisition of a 50% interest in the entity that owns the general partner of Martin Midstream Partners L.P.

A global private equity firm in a unique financing arrangement for Freepoint Commodities to allow Freepoint to purchase a volumetric production payment from Elm Ridge Exploration Co LLC.

Chesapeake Energy Corporation in the sale of certain midstream assets in the Anadarko Basin for $245 million to MarkWest Energy Partners and the $300 million sale of Mid-America Midstream Gas Services LLC to SemGroup Corporation.

Chesapeake Energy in its $2.16 billion sale of a substantial majority of its remaining midstream assets to Access Midstream Partners, L.P.

Chesapeake Energy in its $2 billion sale of its limited partner units and its general partner interests in Chesapeake Midstream Partners LP to Global Infrastructure Partners.

Chesapeake Energy in connection with its $1.25 billion joint venture with a club of investors led by EIG Global Energy Partners. 

Legend Natural Gas (a Riverstone affiliate) in the $900 million purchase of all of the Barnett Shale assets of Range Resources Corporation.

EIG Global Energy Partners in a $220 million equity investment and $200 million senior debt facility for BlackBrush Oil & Gas L.P. and TexStar Midstream Services L.P.

A large private equity fund in connection with its $500 million acquisition of oil and gas storage facilities and oil and gas assets in close proximity to the Barnett Shale.

Numerous financial institutions in acquisitions of up to $1 billion volumetric production payments from exploration and production companies covering various onshore and offshore oil and gas assets

Hilcorp Energy Company in connection with its hybrid upstream and midstream joint venture with an affiliate of NRG Energy for purposes of utilizing captured CO2 for an enhanced oil recovery project conducted on South Texas oil and gas assets

MatlinPatterson in connection with the restructuring of its first lien debt position in Crescent Resources, LLC, a land developer.

MatlinPatterson in connection with its acquisition of substantially all of the assets of Foamex International, Inc., a leading manufacturer of foam products, through a credit bid pursuant to a sale under Section 363 of the Bankruptcy Code. 

Publications and Speeches

“Private Equity Development Joint Ventures,” The 82nd Annual API Federal Tax Forum, Houston, April 19, 2016. 

"Super-Charged Energy IPOs," Oil & Gas Investor, November 2014

"Are VPPs Better Financing Structures Than RBLs?," Project Finance, March 2013.

“Private Equity Investment Surges in Midstream Market,” Oil & Gas Financial Journal, December 2012

"Federal Tax Aspects of PE Oil and Gas Investments," The Deal, December 2011. 
"Understanding Critical tax Aspects of Volumetric Production Payments," Oil & Gas Financial Journal, April 2011.

"Tax Considerations Stemming from Restructuring Transactions," New York Law Journal, November 2009.


LL.M., Taxation, New York University School of Law, 1999
J.D., New York University School of Law, 1996
B.S., Beta Gamma Sigma, Phi Beta Kappa, Lehigh University, 1990

Bar Admissions

New York


Certified Public Accountant, New York


Member of the Board of Directors, Kent Place School, Summit, NJ
Member, Executive Women of New Jersey, 2009


Chambers & Partners, Chambers USA, Tax, 2012-2016
Legalease, The Legal 500 United States, U.S. Taxes - Non-Contentious, 2016; Domestic Tax, 2015; Energy: Transactions, 2014-2015; Domestic Tax: East Coast, 2014; Tax, 2009-2012