United States > Finance > Project finance
Index of tables
Project finance: advice to lender
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Project finance: advice to sponsors
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Leading lawyers
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- Troy Alexander White & Case LLP
- Barry Machlin Mayer Brown
- Harold Moore Skadden, Arps, Slate, Meagher & Flom LLP
- Frederic Rich Sullivan & Cromwell LLP
- John Sachs Latham & Watkins LLP
- Arthur Scavone White & Case LLP
- Cynthia Urda Cassis Shearman & Sterling LLP
Chadbourne & Parke LLP has a large team of partners of ‘excellent quality’, who offer ‘tremendous value’ to clients. Spread between New York, Washington DC and Los Angeles, the practice is the first choice of many clients, and is well balanced in terms of advising both lenders and sponsors. Richard Sonkin in New York acted for Terra-Gen Power, as sponsor, on the $1.2bn construction financing of the 570MW Alta II-V wind project in Kern County, California; this large development is notable both as the first wind farm financing to be structured as a leverage lease and the first 144A bond issuance for wind assets since 2005. In a further sponsor-side wind-energy mandate, it acted for First Wind on its successful Department of Energy application, and guarantee for the financing, relating to the Kahuku Wind Project; the scheme involves a 30MW wind farm located on the north shore of Oahu, Hawaii – the loan is the first wind-energy project to receive a DoE loan guarantee, and the lenders constituted a consortium of many of the leading global banks and finance groups. Also on the energy side, the team represent Caithness/GE Energy Financial Services as sponsors on the Shepherds Flat II wind project; the $2bn scheme, in Oregon, involved the application to the US Department of Energy Loan Guarantee Program for a finance guarantee under the Financial Institution Partnership Program, through which the DoE guarantees 70% of the debt provided by commercial sources. Washington DC partner Peter Fitzgerald and New York’s Todd Alexander acted for the Department of Energy, as lender, on the proposed guarantee and financing of the $2.2bn Mississippi Gasification Project being developed by a wholly owned subsidiary of the Atlanta-headquartered Southern Company. Clients acclaim the ‘excellent expertise’ of Todd Alexander and Keith Martin in Washington DC, and fellow DC partner Rohit Chaudhry has a strong international presence.
Latham & Watkins LLP maintains a benchmark project finance practice, with a formidable record in transactions across the full range of sectors. The team notably acts for sponsors and was involved as such in many of the leading deals globally in 2010. Its lenders’ counsel record is also significant, and global PF chair, New York’s Jonathan Rod, is able to count on a very deep bench of over 150 project finance lawyers worldwide, with the majority based in the US. The firm has a commanding presence in electricity generation projects, and has also been gaining increasing influence in the oil and gas arenas. An important transaction for the group was the high-profile $14bn project financing of the Papua New Guinea Liquefied Natural Gas Project (PNG LNG); it acted for the large consortium of diverse lenders in the deal, including US Ex-Im, Export-Import Bank of China, Commonwealth Bank of Australia, BNP Paribas, Standard Chartered Bank, and Japan Bank for International Cooperation. John Sachs and others in Washington represented Google, GoodEnergies, and Marubeni as sponsors in the $6bn AGD Transmission Line deal; this substantial mandate involves the construction of an offshore line project connecting 6,000 MW of offshore wind power schemes to the mid-Atlantic coast. The New York office assisted BNP Paribas and BNP Paribas Securities Corporation on a $450m senior credit note offering, concurrent with a $350m revolving credit facility, to refinance existing debt on the construction of the TrAILCo transmission line in West Virginia. In California, Jeffrey Greenberg acted for Crédit Agricole Corporate and Investment Bank on the $377m project financing for Green Frontier Windpower, on the development, construction, ownership, operation and maintenance of five wind projects in Colorado, Wyoming and Pennsylvania. The practice recently expanded in the Southwest, with the opening of a Houston office. Recommended individuals include Kelley Gale, described as a ‘real force’ in San Diego; Warren Lilien in New York; and the aforementioned Greenberg, who splits his time between Los Angeles and New York.
Milbank, Tweed, Hadley & McCloy LLP has an extensive and very highly regarded project finance practice, well known for its ability to handle complex deals. Though it is smaller in terms of partner numbers than its peers, few firms can match the group for breadth of sector coverage, with oil and gas, renewables, mining and infrastructure all covered, and it maintains a good balance of lender and borrower clients. Well-respected New York partner Daniel Bartfeld represented BBVA and other lenders on the financing of two 40MW CJECL hydroelectric power plants, a scheme to be owned and operated by Chilean renewable power firm HydroChile; and also assisted State Grid International Development on the $1.8bn acquisition of seven power transmission projects in Brazil. Los Angeles partner Karen Wong and Jonathan Green in New York led a group that represented a consortium of banks including Citi, as joint lead arranger, on the $1.3bn financing of the Shepherds Flat wind project in Oregon developed by Caithness Energy LLC and GE Energy Financial Services. The firm also represented the US Department of Energy in a deal that has seen it commit to offer a $117m loan guarantee to Kahuku Wind Power, a subsidiary of First Wind Holdings; the loan will support the development, design, construction and operation of the company’s 30MW wind generation project in Hawaii. In a significant infrastructure mandate, the firm represented a consortium of ten international banks in the $900m financing for the construction of the Port of Miami Tunnel Project, a public-private partnership. Other recommended partners are New York-based Richard Brach, who has expertise in cross-border matters and sectors such as mining and energy, and Eric Silverman, who has an impressive record in project finance, notably in the power, energy and infrastructure sectors; and Allan Marks in Los Angeles, for his experience in power, and oil and gas matters. Former partner Edwin Feo left the firm to practice in-house.
The ‘experienced, knowledgeable, efficient and responsive’ team at Shearman & Sterling LLP has a wide-ranging and very highly regarded project finance practice in New York. The group straddles the full range of sectors, with mining, oil and petroleum, energy, and transport infrastructure all covered, and this contributed to a stable and successful 2010, as did its focus on emerging jurisdictions relatively unaffected by the downturn (such as Latin America). It acts for a good mix of sponsors and lenders. On the sponsor side, it represented Pueblo Viejo Dominicana Corporation, a joint venture between Barrick Gold and Goldcorp, on the $1.04bn financing for the development of its brownfield gold/copper resource in the Dominican Republic; the lenders in this deal included Export Development Canada, and Export-Import Bank of the United States, and the addition of the acquisition of power facilities and related commercial transactions brings the total deal value to $3.2bn. The team also acted for Abengoa México, Abener Energía, and GE Energy Financial Services, on a 300MW gas-fired co-generation project at the new refinery of Mexican state-owned petroleum company Pemex, with a total value of $639m; and acted for JBIC (Japan Bank for International Cooperation) and the Nexi-covered commercial banks on the proposed project financing of the South Texas Units 3 & 4 Nuclear Project sponsored by Nuclear Innovation North America, with an estimated value of $4.9bn. Several of the leading firms have been involved with the US Department of Energy as it raises its prominence in the project finance sector, and Shearman & Sterling LLP is no exception; it advised the DoE on the conditional commitment of a $350m loan guarantee to Great Basin Transmission to develop the One Nevada Transmission Line, to transmit energy from diverse renewable sources. Cynthia Urda Kassis is well respected throughout the market, and has ‘exceptional intellectual abilities’. Gregory Tan is recommended as an ‘excellent all-round project finance lawyer’ who ‘proactively takes the lead in the negotiation process’. Howard Steinberg and Robert Freedman are also singled out for praise by clients.
White & Case LLP’s lawyers are ‘completely on top of their game’ and are endorsed by clients as having ‘great, market-based customer service’, combined with a ‘can-do attitude’. The group is large and benefits from a pool of partners spread between Washington DC, New York, and Miami, with several widely recognised as leading figures in the field. With an emphasis on sponsor representation, the practice also has a notable gearing to energy projects, and its well-established reputation in international projects has been enhanced by many impressive domestic deals. Global practice head Arthur Scavone is hugely respected, and is leading the team acting for Nuclear Innovation North America, as sponsor, on the development of South Texas Projects 3 & 4; the financing of this major nuclear scheme involves a US Department of Energy loan guarantee application. The Washington office advised the Department of Energy on a number of projects in the Loan Guarantee Program, including the $3.5bn Taylorville Energy Center. In infrastructure, the group acted for NTE Mobility Partners on the $2bn PPP financing of the North Tarrant Express toll road project in Texas; a complex and high-profile mandate, it involves a 52-year concession to build, operate and finance the road. Many individuals at the firm receive praise, among them Edward Neaher in Washington, whose ‘holistic approach always has an eye on the commercial drivers of a transaction’; Troy Alexander and Jason Webber, who are ‘able to see both sides, explain them, identify risk positions and form business-logical solutions and recommendations’; and Tomer Pinkusiewicz in New York. Daniel Hagan in Washington DC and Jason Webber in New York were elected to the partnership at the beginning of 2010.
Allen & Overy LLP has a ‘very efficient’ practice, with the ability ‘to get the job done’. On a global basis, the firm is at the forefront of the project finance sector, and while the US arm of the practice cannot be said to be the largest, it is growing in stature and has notably aimed to increase its presence in the PPP sector, with Andrew Fraiser having moved from London to New York, bringing with him a wealth of knowledge and experience in the arena. Renewables have also proved an area of growth for the firm, which has also been appointed to several government and other panels, and undertakes a high volume of work for the Department of Energy. Domestically, the group acted on the Denver Fastracks Light Rail Project, a significant rail transit PPP deal, for two short-listed bidder groups. Fraiser is leading a team advising the Virginia Department of Transportation in its procurement of a long-term concession to design, build, finance and operate a 55-mile toll road in the state, at an expected cost of $2bn; and he has also been advising a consortium on its bid for the Surrey Pre-trial correctional facility project in British Columbia, Canada. The group has an enviable record in Latin American transactions, and well-respected department head Robert Kartheiser divides his time between New York and São Paulo. Examples include the El Boleo mining project, where the team acted for the sponsors on the $858m greenfield project in Baja, Mexico, in a transaction involving the largest-ever mining loan by the US Ex-Im Bank; and The Oleoducto de Bicentenerio pipeline project, where the team is advising Ecopetrol on the construction and operation of this $5bn private pipeline in Colombia. Clients are effusive in their praise of several individuals: Charles Williams is ‘very effective and capable’; David Slade is ‘excellent’; Robert Kartheiser always provides a team of ‘outstanding and dedicated lawyers’; David Horner is an ‘expert in federal matters’; Mitchell Silk is adept at private equity related work; and ‘incredibly intelligent’ senior counsel Dorina Yessios receives particular mention from many clients.
Mayer Brown has a good spread of expertise in Chicago, Houston, New York and Washington DC. While it has historically been known for its international focus, the group has made great strides in the domestic US market and has diversified its expertise and sector coverage. The group has expanded with the addition of Paul Astolfi in Chicago, from Kirkland & Ellis LLP, and Jose Valera in Houston, from Thompson & Knight LLP (the latter with an energy focus). On the lender side, Washington DC partner Christopher Erckert acted for Banco Nacional de Obras y Sevicios Públicos, and Banco Santander on the plan to finance the $700m Nuevo Pemex co-generation facility in Tabasco, Mexico, a significant deal for the country; and teams in Chicago and New York are assisting Denver Transit Partners as designated financing counsel on the $2bn FasTracks Eagle PPP commuter rail scheme in Denver. The group is also acting for the International Finance Corporation, US Ex-Im Bank and others on the financing of the $200m La Ventosa-La Mata wind power facility in Mexico. On the sponsor side, the Chicago team, led by John Schmidt, David Narefsky and Joseph Seliga, has been representing the Puerto Rico Public-Private Partnerships Authority on the proposed PPP deal involving the Luis Muñoz Marín International Airport in San Juan. The firm also assisted Acciona Wind Energy USA on the $100m debt financing of its EcoGrove wind farm in Illinois; the firm has represented Acciona on several projects in recent years, including negotiating engineering, construction, and turbine supply agreements. Barry Machlin is a key and influential figure, both at the firm and in the wider market, and is regarded as a leading individual in US project finance. Other recommended partners are Robert Goldberg in Houston, and George Miller in New York; both enjoy very good reputations.
Skadden, Arps, Slate, Meagher & Flom LLP’s project finance practice is shared between three main offices located in Washington DC, New York, and Houston. The group is long established and has held a presence on the PF stage since the very first transactions began, following the Public Utility Regulatory Policies Act of 1978. The practice includes several partners who are leaders in the project finance field and the group benefits from their fame. Areas of strength include oil, gas, and power, with renewables being clearly a vital area, much as in today’s market as a whole. A complex transaction saw industry legend Harold Moore lead a team that acted for a consortium of 17 commercial banks, as lenders, in a $949m additional financing by Nakilat. This consisted of $803m of senior secured debt facilities with commercial banks and $146m of subordinated secured debt facilities. The proceeds were used to complete the financing of Nakilat’s fleet of 25 vessels to transport liquefied natural gas from Qatar to various locations. The renowned Julia Czarniak represented PT Paiton Energy on an influential $1.3bn financing, by Japan Bank for International Cooperation and others, of an 815MW coal-fired power plant in Indonesia. Paul Kraske in Washington DC acted for the sponsors, Trans Bay Cable and SteelRiver Transmission Company, on a 144A offering of $562m 4.71% senior secured notes due 2017, a bank credit facility of approximately $53.75m for letters of credit and working capital, and mirrored interest rate swaps. SteelRiver Transmission Company LLC owns the Trans Bay Cable project, which is a 400 MW underwater electric transmission line connecting San Francisco, California with the East Bay and which is expected to provide up to 40% of San Francisco’s electricity. Respected co-heads Martin Klepper and Harold Moore lead a team with a solid and deep bench and which benefits from close cooperation with the DoE and also its highly developed international links.
Sullivan & Cromwell LLP has a well-regarded practice that, although smaller than others in terms of partner numbers, is involved in many high-profile transactions. The team is headed by the renowned figure of Frederic Rich, who leads a group with a traditional focus on sponsors and significant expertise in the domains of mining and energy. It has seen a notable and welcome increase in its lender representation, although this does not yet match its work on the sponsor side. The firm has a reputation as a go-to firm for deals in challenging and emerging markets, and a major recent transaction is the multibillion-dollar PNG-LNG project involving the exploration, development and production of natural gas in the Highlands of Papua New Guinea, in which the firm acted as counsel to the project and its sponsors; once fully operational, it is envisaged that the project will produce 6.6 million tons per annum of liquefied natural gas, all of which has been sold, under 20-year agreements, to buyers in China, Japan and Taiwan. As of its closing in March 2010, the project stood as the largest-ever project finance development. Sergio Galvis in New York continues to advise on matters relating to the $2.34bn Minera Esperanza Copper, Silver and Gold Project in Chile, a state-of-the-art mining project that is the largest-ever mine project financing in Latin America. In other transactions of note, the firm acted for the sponsor, Inmet Mining Corporation and Minera Panama, on the Cobre Panama Project, a significant copper project that will also involve a 300MW coal-fired power plant and related facilities; and Christine Spillane worked in conjunction with colleagues in London as sponsor counsel to Augusta Resource Corporation on the Rosemont Project, an Arizona-based scheme that will produce copper concentrate, with molybdenum, silver and gold as by-products. The firm also acted for Emirates Aluminium (EMAL) as project company in relation to a $737m export credit agency financing for the development of the first phase of its smelter project at the Taweelah industrial site in the UAE, set to be the largest aluminum smelter in the world. Recommended lawyers include John Estes and Christopher Mann. Inosi Nyatta has been made a partner and has relocated from London to New York.
Vinson & Elkins L.L.P.’s practice attracts much praise from clients, who rate its ‘near-perfect response time, excellent business acumen and their advice, which is a good mix of risks and business outcome’. The main base of the project finance group is Houston, and the firm has an enviable reputation in oil and gas; its team of energy transaction lawyers is ‘not only deep, but also among the best available’. This sector skill is bolstered by a good network of worldwide offices, particularly its Dubai operation. The team advised Reliance Marcellus in its joint venture with Atlas Energy, in which the former acquired a 40% interest in several hundred thousand acres leased by Atlas in the Marcellus Shale play for a total price of $1.7bn; and also acted for Apache Corporation on the development of a liquefied natural gas liquefaction plant and export terminal, to be located in British Columbia and the first such project in Canada. In the power sector, a team led by Mark Laufman, Mark Spivak and Steve Angle assisted Allegheny Energy on the development of the $1.2bn Trans-Allegheny Interstate Line (TrAIL) project, and also on its participation in a joint venture to develop the separate $2bn Potomac-Appalachian Transmission Highline (PATH) project. Houston-based Glenn Pinkerton is regarded not only as an excellent lawyer but also as ‘a trusted business partner’; and Mark Spradling, also in Houston, is ‘excellent’, with ‘great attention to detail and complete availability’. Also recommended are Boyd Carano in Palo Alto, and James Tipton and John Connally in Houston; all are ‘attentive to their client’s needs’ and bring a ‘thoughtful and pragmatic approach to dealmaking’.
Baker Botts L.L.P. has 12 partners spread across offices in New York, Washington DC and Houston, under the leadership of department head William Giusti. ‘Broadly based’ and ‘a pleasure to work with’, the team has had a traditional focus on sponsor transactions, but in recent years has made a concerted effort to grow its lender practice, and this has borne fruit with the likes of BNP Paribas, Crédit Agricole and HSBC now counted as active clients. As its locations would suggest, the firm has particular expertise in energy and fuel matters; longstanding clients include AES Energy Storage, which instructed the team on the development and financing of a utility-scale advanced lithium ion battery energy storage project, involving a DoE loan guarantee. The team also advised a power developer on a potential 100MW innovative cleantech power project in Texas, in relation to the development and application process under the Department of Energy loan guarantee program; and acted for Reliance Holding USA on its agreement to enter into a joint venture with Pioneer Natural Resources, involving the acquisition of a 45% interest in Pioneer’s core Eagle Ford Shale acreage position – the firm represented Reliance on matters including the negotiation of letter credit agreements, third party guarantees and other credit support relating to the parties’ payment and performance obligations over time. On the lender side, Martin Toulouse and William Giusti led a team that represented HSBC Bank USA on a bridge loan facility for the construction of the Bajo de Mina and Baitun hydroelectric generation projects; the deal was subsequently amended and the credit agreement restated and the financing was increased to $205.5m. The well-respected Maura Goldstein was appointed chair of the global projects department in Washington DC.
Cleary Gottlieb Steen & Hamilton LLP’s ‘very efficient and responsive’ team has a very high profile in emerging markets and particularly Latin America, where the group has a longstanding reputation in mining and other natural resources projects, while its deals in the US market are mainly sponsor driven and often on behalf of private equity clients. Its recent work includes acting for Deutsche Bank on a loan to a Brazilian sugar and ethanol producer controlled by Adecoagro, which invests in agriculture and renewable energy in South America; the loan will be used to finance schemes such as the expansion of a sugar mill and other purposes. It also advised Deutsche Bank (London branch) on the amendment and restatement of an existing $100m senior secured credit facility relating to a Brazilian oil and gas reserve acquisition, with the amended and restated facility involving the introduction of a new $13m senior secured bridge facility; and Credit Suisse on a $900m deal in Mexico for Torre Cívica, involving an office building and multipurpose civic center which will be an important addition to the new metropolitan center of Monterrey. On the sponsor side, the team acted for Google on its investment in two 169.5MW wind farms in North Dakota, the client’s first direct investment in a utility-scale renewable energy project; and for Highstar Capital, and its portfolio company Ports America Chesapeake, on its £1bn investment in Seagirt Marine Terminal in the Port of Baltimore – in a related PPP deal with the Maryland Port Administration, Ports America Chesapeake obtained a 50-year exclusive right to lease and operate the terminal in exchange for certain infrastructure measures and improvements. The five-partner team in New York has ‘a great balance of legal knowledge and business acumen’, and individual lawyers of note include rising star Chantal Kordula, and longer-established figures such as Richard Cooper and Richard Lincer.
Clifford Chance maintains a five-partner practice based in Washington DC that is is ‘excellent on all fronts’. It benefits from the firm’s extensive network of international offices and bases, and has been building its profile as a genuine US concern, while remaining very active in international transactions. Advising across a range of developments (including energy, coal, gas, renewables and transport infrastructure), it maintains a good balance between lender and sponsor clients, with notable names including the Department of Energy and the Inter-American Development Bank. The team is acting for the former on programmatic and transactional issues relating to its loan guarantee program, including advising on structuring projects under the loan program and regulatory issues, and acting as transactional counsel. The very active Fabricio Longhin advised AEI as sponsor on the development of a $350m, 300MW coal-fired project in Guatemala, with funding provided by the Central American Bank for Economic Integration, Bancolombia and several other Latin American banks. On the lender side, the team assisted a consortium of 13 finance organisations, led by International Finance Corporation, on the $375m financing of the 250MW Eurus wind farm project in Mexico; and a consortium of leading banks on a $700m financing for Northern Capital Gateway, to finance the refurbishment of the existing terminal and construct a new one at Pulkovo Airport, St Petersburg, Russia. It also advised IDB and OPIC on the $180m financing for the development, construction and operation of Phases I and II of the expansion and upgrade of the Juan Santamaría International Airport in Costa Rica. Recommended partners include David Evans, Christopher McIsaac and Lori Bean, who all have ‘great attention to detail’.
Debevoise & Plimpton is noted for its ‘keen business understanding, complementing its exceptional legal expertise’. It has a good blend of both sponsor and lender clients, and a notable niche in PPP infrastructure transactions, with power and fuel developments also important. The firm has been at the forefront of the American PPP sector since its dawn, and also has expertise in project finance restructurings and the disposition of project assets, in distressed situations and otherwise. It has been appointed to the DoE’s panel on the Advanced Technology Vehicles Manufacturing (ATVM) program. Key mandates include the Solana solar power project; a complex deal involving challenges at many levels, it has seen Robert Gibbons and Ivan Mattei leading for the DoE on the $1.45bn guaranteed project finance loan for the financing of a $1.9bn, 280MW parabolic trough concentrating solar project and related 22-mile transmission line, the largest such facility planned in the US. The group also acted as lender’s counsel on the $1.6bn Mojave Concentrating Solar Power Plant project, a facility that will use proprietary solar power technology; the senior secured creditors in a $500m deal for a reverse osmosis desalination plant at Carlsbad, Southern California, to produce 100 million gallons of potable water per day for consumption in Southern California; and JFK International Air Terminal, in the development and financing of a $1bn expansion of the existing $1.5bn primary international terminal 4 at the airport, and the negotiation of a related anchor agreement with Delta Air Lines. Mattei and Gibbons are co-chairs of the project finance group, which, although small, punches high above its weight in terms of the scope and profile of its work. Clients appreciate the deep bench at the firm; other key partners are Craig Bowman and Darius Tencza, although all lawyers at the firm are of the ‘highest rank’.
Dewey & LeBoeuf LLP ‘excels at providing legal advice that supports practical realities and positive business outcomes’. New York based global chair Joseph Tato leads a team of 12 partners that comes highly recommended for its expertise in electrical power and municipal infrastructure, and has seen strong growth in renewable energy matters and a significant increase in emerging markets transactions, particularly in Africa. It advised Angola LNG in its ongoing $10bn project to eliminate gas flaring and monetize associated natural gas produced from Angola’s oil fields. In renewables, the team has acted on well over half of such projects in the US in recent years, and is representing Citibank in relation to the Alta Wind project, involving a $1.6bn leveraged lease financing of four wind farms to be constructed in California and operated by Terra-Gen Power; this is the first leveraged lease financing of wind-generating facilities, with a construction debt component and a grant bridge loan being marketed to public and private lenders prior to the construction of the scheme. It is also acting for BP in a significant $35bn ongoing deal, as a potential shipper on a proposed gas pipeline from the North Slope of Alaska. Tato, mentioned above, has a ‘high degree of technical skills and excellent client services’, and Betty Cerini has a ‘high level of professionalism and integrity’ and attracts high praise for her work in Latin America. Gregory Smith in Washington DC is ‘extremely bright and personable’, ‘gentle yet assured’. Karl Hopkins and Steven Otillar joined the Houston office from Baker & McKenzie, and have a specialism in oil and gas.
Freshfields Bruckhaus Deringer LLP’s ‘very strong’ five-partner team is based in New York and has a very fine reputation in infrastructure transactions; the firm has gained a great deal of traction in areas such as transport, parking assets and PPP since the project finance practice’s inception in the US in 2006. Public authorities are a key client base for the team, and it also acts for a good mix of clients on both the lender and sponsor side, having historically been more geared to the sponsor side. A key client over 2010 was the Regional Transportation District of Denver, which the firm advised on the successful procurement of the $2.1bn Eagle commuter rail public-private partnership, the largest US PPP transit project to date; the key partners on the deal were the highly respected Dolly Mirchandani and Kent Rowey. The firm is advising on the planned multibillion-dollar PPP Tampa to Orlando high-speed rail line, which is envisaged to eventually reach Miami. In other areas, it acted for ArcLight Capital Partners on the €100m financing and the ongoing sale of a wind farm in Germany (led by Thomas Jörgens); and also on the acquisition of a portfolio of assets from EIF, consisting of four generation assets and an interest in the Neptune Regional Transmission System, financed with bank debt arranged by Barclays Capital and Bank of America. The team attracts consistent praise from clients, with other notable individuals including Melissa Raciti-Knapp and Lisa O’Brien, who is ‘very solid all round’. Former New York partner Charles Robinson left the team to return to his native Australia.
Fulbright & Jaworski LLP’s ten-partner practice is spread between offices in Houston, New York and Washington DC, where its head of structured and project finance practice, Gregg Harris, is based. It has an excellent name in the oil and gas industry and undertakes many multi-jurisdictional mandates throughout emerging economies in Africa and Latin America. The firm has a loyal client base marked by a number of high-profile, predominantly sponsor clients such as Anadarko Petroleum Corporation, Noble Energy and International Power America. The group represented a multilateral lender on the expansion of the São Paulo, Brazil subway system, which is the first public-private partnership (PPP) program to be launched by the State of São Paulo; the lenders are to provide a loan of $310m for the first phase, with a second loan to follow for phase two. In other work, Harris and Jeremy Hushon represented a group of multilateral lenders on the financing of the Termorubiales crude oil fired thermal power plant in Columbia; and the firm also acted for the sellers on the sale of the direct and indirect interests in Columbia’s largest thermal power plant, with a capacity of over 900MW. Head of the energy practice Michael Irvin is a well-respected figure in Houston, with great expertise in oil and gas matters; and Brian Bradshaw, also in Houston, is experienced in emerging markets deals. Former New York partner Joel Moser left the firm for Bingham McCutchen LLP.
Hogan Lovells US LLP has a strong project finance group, with a strong sponsor emphasis and benefiting especially from Hogan and Hartson LLP’s strong practice in the US and Latin America, where it had a notable specialism in energy-related transactions, especially wind. The team acted for Petróleos de Venezuela (PdVSA) and BANDES (Ministry of Finance of Venezuela) as borrower’s counsel in relation to two $10bn term loan facilities from China Development Bank, the largest Chinese financing in Latin America, it is supported by a long-term crude oil sales agreement between PdVSA and China Oil. In a further example of the team’s ability to document and close complex financings by Chinese state-owned financial institutions, a team led by recommended partners Miguel Zaldivar and Keith Larson (on financing) and Jorge Diaz-Silveira (on construction) represented the Republic of Ecuador and Compania Hidroelectrica Coda Codo Sinclair in relation to the $1.68bn construction financing, by China Export-Import Bank, of the Coca Codo Sinclair hydropower project in Ecuador, the largest infrastructure project in the country. On the domestic side, the team acted as financing counsel to the Denver Union Station Project Authority on the $300m development of a regional, multi-modal transportation hub in downtown Denver, Colorado. The team’s offices in Baltimore and Denver have a pronounced US focus to their work, whereas the offices in Washington DC and Miami are internationally oriented. Recommended partners include Washington DC-based Claudette Christian, who co-chairs the firm’s board, and Brian Chappell in Baltimore.
The increasingly prominent practice at Hunton & Williams LLP is led by head of the business practice group John Beardsworth in Richmond, Virginia, joined by co-heads of the energy and project finance team, John Hawkins in New York and Jeffrey Schroeder in Washington DC. The group has an excellent niche in emerging markets, where it has been involved, chiefly as sponsor’s counsel, in a very diverse range of countries, and the practice has remained buoyant thanks to the insulation of many of these markets from the wider global downturn, although the importance of overseas markets has not precluded the firm from also being involved in notable domestic deals. The firm advised the Government of Kosovo on the privatization of Post and Telecoms of Kosovo, one of the largest telephone operators in Kosovo, and is also acting for a consortium advising the Government of Ukraine and the European Bank for Reconstruction and Development on the corporatization of Ukrenergo, the national energy company of Ukraine. The team has strong links with the Government of Tanzania, and has advised it on matters including the Songo Songo gas-to-electricity project and a gas plant and pipeline extension, which involved the drafting and negotiation of more than 20 comprehensive project agreements on the development of an integrated natural gas facility and an electric generation project; and also the proposal by an oil and gas exploration company to develop natural gas processing and liquefaction facilities, the first such project in the country. On the lender side, Japan Bank for International Cooperation and Bank of Tokyo Mitsubishi UFJ instructed the firm on the $1.5bn financing of Woodside’s Pluto offshore gas and LNG liquefaction facilities in Australia. In the US, the team advised Exergy Development Group on the development and financing of a 183MW wind generation project in Idaho. In May 2010, the firm added five partners from Paul, Hastings, Janofsky & Walker LLP, including Ellis Butler, Raj Pande and Laurence Skinner, as well as Schroeder and Hawkins, mentioned above. This growth was cemented further in October 2010 with the addition of Gregory Lang and Michael Madden in New York.
Orrick, Herrington & Sutcliffe LLP has a ‘very deep bench’ of seven partners, and a notable niche in the energy sector; it has ‘comprehensive knowledge of the electricity industry and has worked with all its segments (municipal, cooperative, investor-owned, IPPs and federal agencies)’. A key energy sector is solar power, where the team has acted on several noteworthy deals. Recent highlights include acting for Eurus Energy America on the Avenal photovoltaic solar energy project (which will be the largest such facility in California on completion), advising on the construction, power purchase, and equipment supply agreements, and negotiating and structuring the financing of the project. The team also has excellent transport infrastructure capabilities and related expertise in PPP matters. In this arena, it acted for Fluor Corporation and Macquarie Capital as sponsors in the $1.6bn Denver FasTracks project; this PPP concession provided for the construction, financing and operation of the network, and the deal included related bond financing and an equity sell down by Macquarie to Laing and Lloyds. The firm also acted for the Municipal Electric Authority of Georgia (MEAG Power) on the development of two additional nuclear generating units at an existing nuclear plant in Burke County, Georgia; acted for Banco Bilbao Vizcaya Argentaria in the $900m PPP financing of a toll road in San Diego County, California, which involved $560m of senior secured debt; and assisted Bank of America and Barclays Bank on the proposed concession for the construction, operation and maintenance of the elevated roadway from the southern end of the Golden Gate Bridge into San Francisco, California. Team head Daniel Mathews in New York is highly rated by clients, along with Carl Lyon, who has ‘an almost encyclopedic knowledge of the utility industry and its financings and business transactions’; and Kyle Drefke in Washington DC, ‘an organizational genius who can lead a phalanx into a transaction’, and ‘an excellent draftsman’. In San Francisco, Les Sherman has ‘an incredible grasp of the issues facing renewable energy developers’; David Spielberg is much lauded; and Mark Weitzel is ‘spectacular’.
The practice at Simpson Thacher & Bartlett LLP benefits from the firm’s private equity strength, with a number of active clients (such as The Blackstone Group) operating in the sector. The practice also undertakes a substantial amount of work on the lender side, for major institutions such as BNP Paribas and JP Morgan, and has notable expertise in the renewable energy field, with wind projects a major specialism. The four-partner group, noted for its ‘very solid knowledge base’, is headed by New York’s David Lieberman, who is ‘highly familiar with the technical aspects of financings, is able to compare and contrast with industry precedents, and is skilled at organizing and guiding a disparate lender group’. In the lender arena, the team acted for organizations including Crédit Agricole Corporate Barclays Bank, ING Capital, and Bank of Montreal on the $1.2bn financing for the Terra-Gen wind power project in California; this innovative and complex deal involved the issuance of approximately $580m of 7% pass-through certificates due 2035, a construction bridge facility of $499m and ancillary credit facilities of $127m. It also acted for BNP Paribas, the Bank of Nova Scotia and Union Bank as joint lead arrangers on the financing (consisting of senior secured notes and credit facilities) of the $780m acquisition, by SteelRiver Infrastructure North America, of Peoples Natural Gas Company. On the sponsor side, it advised Blackstone on Transmission Developers’ development of the Champlain-Hudson Power Express, a power line that will bring renewable power to New York and New England; and First Reserve on its joint venture with Sun Edison on the acquisition of up to $825m in current and future solar photovoltaic energy projects in North America and Europe. Standout partners include Lieberman, mentioned above, and Kenneth Wyman.
Andrews Kurth LLP’s project finance team is based principally in Houston and has a strong base in oil and gas transactions, with notable clients including Eurus Energy, Macquarie Cook Power, BP and DKRW. The group also gains significant mandates in the wind power sector and, to a lesser extent, other forms of renewable energy. The practice is headed by the well-respected figure of Timothy Unger, who has been advising Enviro Petroleum on the projected $5bn development, financing and construction of a Libyan oil refinery. A team led by Mark Thurber advised the sponsor on a joint venture with a major gas transportation company to develop a $1bn 500 MMCFD natural gas pipeline and associated facilities in Sonora, Mexico. Recommended partner Hal Haltom assisted Hilcorp Energy Company in a newly formed partnership to own and develop Hilcorp’s oil and gas properties located in the Eagle Ford Shale trend of South Texas. In the area of solar power, Dahl Thompson and Rob Taylor advised TX Solar I (a subsidiary of Duke Energy Corporation) on the financing of a 13.8MW AC solar-powered electric generation facility, and a solar-powered electric generation test facility in Bexar County, San Antonio, Texas. In further renewable energy transactions, the team represented Goshen Phase II, a joint venture owned by BP, Mitsubishi and Veolia, on the construction and term financing of a 125MW wind generation facility to be constructed in Bonneville County, Idaho; and Pattern Gulf Wind on the purchase and corresponding financing of the assets of Texas Gulf Wind, a 283MW wind farm in Kennedy County, Texas. Further recommended individuals include of counsel Roger Feldman in Washington DC, who has long-established expertise in renewable and alternative energy; Doris Rodriguez in Houston, who has a focus on Latin American transactions; and George Humphrey, who is also in Houston and focuses on US and international project development and finance.
Baker & McKenzie has a fine project finance practice based principally in Chicago and New York, acting predominantly on the sponsor side and with a focus on renewable projects; ‘the service provided is excellent’. The team is headed by chair of the firm’s global power practice and North America energy practice, Chicago-based James O’Brien. He combines expertise in many fields including fossil fuels, and waste-derived and renewable fuel projects. Another prominent partner is Clyde Rankin in New York, who had a busy year and acted on several significant transactions; he represented PNE Wind USA as sponsor on a 30.6MW wind energy project with Black Hills Power in Butte County, South Dakota, and also on a 49.6MW project to be constructed on land owned by the Cherokee Nation in Kay County, Oklahoma. Elsewhere, the group acted for Project Resources Corporation and Miracol Energy on the Ridgewind project in Minnesota, which uses funds provided by Union Bank and is the first sale/leaseback financing of a wind energy project using the Investment Tax Credit cash grant; the deal involved individuals from several other practice areas, such as Janna Bellwin in banking and finance and Klas Holm in tax. Notable sponsor clients include White Energy Coal North America, SolarReserve, and POET, while clients on the lender side have included Stark Investments, WestLB, and TD Bank.
Bracewell & Giuliani LLP ‘provides excellent legal counsel’ through its ‘top-notch legal professionals’. Led by the well-respected Alan Rafte in Houston, the group has longstanding expertise in oil and gas matters and other forms of energy, and many of the most important mandates undertaken by the firm are related to this field, principally on behalf of the sponsors. New York partner Robin Miles led with Rafte and fellow Houston partner Thomas Tomlinson on the Ruby Pipeline Project, where the group acted for El Paso Corporation as sponsor on the financing of a 675-mile natural gas pipeline running through Wyoming, Nevada, Utah and Oregon; the deal involved a $1.49bn construction/term facility and a $25m revolving working capital facility. In another highlight, Miles and Dale Smith in Houston led a team advising Plum Point Energy Associates on the financing of a state-of-the-art 665MW coal-fired power plant in Mississippi County, Arkansas, the deal consisting of an $800m construction loan from RBS, and a $100m tax-exempt bond financing from other parties. The firm also advised Rockland Capital on its purchase of an equity interest in La Paloma Acquisition Company and the related assumption of the asset manager role of the 1,022MW power facility in Kern County, California, and also in the negotiation of a replacement energy management arrangement to manage the gas and power sales and purchases for the company; and Midcontinent Express Pipeline, owner of a 500-mile natural gas pipeline extending from Southeast Oklahoma to Alabama, on an $800m debt offering. The team delivers ‘very high value for money’ and is ‘very attentive to the needs of a complex project’. David Domansky has begun practising at the firm’s new office in Seattle, while other recommended lawyers include Catherine Ozdogan and Gary Orloff in Houston.
Davis Polk & Wardwell LLP’s team is closely interwoven with the firm’s wider corporate department and its project finance team is relatively small in comparison with its peers. Nonetheless, it has strong capabilities and, as well as handling domestic transactions, has a broad portfolio of international mandates, extending to Central and South America and Africa, many of them petrochemical and oil and gas projects. Its impressive roster of clients includes Morgan Stanley, JBIC, and Odebrecht Oil & Gas. The firm has continued to advise Fertinitro on the Venezuelan government’s measures to require a project to make domestic sales, at discounted prices, of a portion of its production; the value of the mandate is $1bn. Other highlights include advising Odebrecht on its $1.5bn Rule 144A/Regulation S offering of 6.35% senior secured notes, the proceeds of which will be used to pay for the construction of two deep sea drill ships of the coast of Brazil; and assisting Liberia’s Ministry of Land, Mines & Energy and the Liberian Electricity Corporation on the development and construction of a 35MW biomass power plant in Monrovia, a $112m deal to be financed by a loan from the Overseas Private Investment Corporation. The practice has also been assisting Polietilenos de America, a joint venture between Petroquímica de Venezuela and Braskem, on the development, construction and non-recourse financing of a $5bn polyethylene project in Venezuela; and Morgan Stanley Infrastructure Partners and Veolia North America on the formation of a joint venture and its $320m cash acquisition of the Medical Area Energy Plant from NSTAR, the Boston-based electricity and gas utility. Recommended figures at the firm include practice head Waide Warner in New York, who has longstanding experience in areas such as power projects, upstream and downstream gas financings, and transport projects; and Joseph Hadley, who has expertise in the petrochemical, electricity and telecommunications sectors.
Foley & Lardner LLP’s team comes under the chairmanship of Charles Hedrick in Jacksonville, Florida, although the main location of the project finance group is Milwaukee, Wisconsin. It is involved, principally as sponsor’s counsel, in many solar and wind projects and in a number of project finance related M&A deals. In a notable energy mandate, Edward Hammond acted for Invenergy on the construction and term financing of a two-phase 130MW wind energy facility in Wisconsin. Other highlights included acting for Conergy on the non-recourse project financing of a 3MW solar installation in Pennsylvania; and, led by the well-respected James Tynion, representing Acciona on the development and financing of a $250m 123MW wind energy facility in Oklahoma, which involved a complex tax equity and back leveraged debt combined financing. Jason Allen assisted Integrys Energy Group on several transactions, including the sale of its wholesale electric marketing and trading business, involving various power transactions including physical forwards, financial derivatives, and capacity and transmission rights. The firm also acted for Integrys and its non-regulated subsidiary WPS Power Development on the sale of two of its power generation companies, which own assets in northern Maine and New Brunswick, Canada. Another client is Indiana Finance Authority, which instructed the team on its purchase of Synthetic Natural Gas for delivery to Indiana retail end-use customers, with the gas to be produced by the coal gasification facility being developed by Indiana Gasification. Robert Anderson joined the firm in San Francisco and Ralph Dudziak joined in Chicago.
Morrison & Foerster LLP delivers ‘high-quality advice’ that is ‘very useful and always timely’, and has a ‘deep understanding of industry and financing matters’. The team of seven partners is headed in the US by the recommended Frederick Jenney, who is based in Washington DC. The team has strength in representing public agencies, with the Department of Energy being a notable and recurring client. The team acts for both lenders and sponsors, but with a focus towards the former. It advised the Department of Energy on providing over $1.4bn in loan guarantees to subsidiaries of BrightSource Energy for three projects at a 400MW concentrated solar thermal power complex in the Mojave Desert. In an unusual transaction, it also represented the Overseas Private Investment Corporation (OPIC) on its project financing of a $100m luxury hotel in Baghdad, which will be operated by Rotana, a large hotel operator in the Middle East; the development is part of the US government’s efforts to develop the infrastructure and facilities in the city and as such entailed a range of sensitive issues be addressed. CH Energy instructed the team on the acquisition and financing of a 20MW wind farm in Glenmore, Wisconsin; the client plans to invest approximately $50m in the project, which will sell power under a 20-year agreement with Wisconsin Public Service Corporation for the electric output of its eight turbines, to be supplied by Nordex. The firm also advised new client Acciona Energia on the financing of a 250.5MW wind farm in Mexico, involving $375m debt financing by a syndicate of multilateral and state lending institutions led by IFC and IDB; the development, in the State of Oaxaca, is the largest wind facility in Latin America. Jana Mansour in New York is an ‘outstanding professional, with a brilliant legal mind’, and demonstrates ‘extraordinary dedication and has great negotiation skills’, ‘always keeping a complete view of the deal without missing any detail’. Also recommended by clients are Nicholas Spiliotes in Washington DC and Jill Holtz Feldman in San Francisco.
Sidley Austin LLP’s practice is headed by Irving Rotter in New York, but the group also has key individuals based in Washington DC. It is strongly characterized by energy deals, with solar and wind energy prominent sectors for the firm, and also handles some transport and infrastructure work. It acted for HSH Nordbank on the $535m project financing of a 202MW wind energy generating facility in the State of Washington; and also on a 262MW wind energy generating facility in the State of Washington, which involved a prepay arrangement for power with Southern California Public Power Authority. The firm also represented Barclays Capital as agent and co-underwriter on a $220m term loan to Great Point Power for the acquisition of five power and transmission projects from Energy Investors Fund. David Hill, in Washington DC, has been assisting Clean Line Energy Partners, an independent developer of high-voltage, long-haul electric transmission lines which is working to develop lines that will bring renewable energy resources to load centers. The team also represented WestLB on a sale of collateral under section 363 of the US Bankruptcy Code, involving a biodiesel refinery and associated intellectual property. Other recommended partners include Anne Falvey in New York. Former partner Alan Epstein left the firm to become president of a solar development company in 2010.