Energy transactions: conventional power in United States

Baker Botts L.L.P.

Combining 'deep energy industry knowledge' with regulatory and transactional (including M&A, finance and restructuring) expertise, Baker Botts L.L.P. provides a strong service to clients throughout the life cycle of a broad range of power-related projects, including renewables, conventional generation, transmission, battery storage, and LNG-to-power. Praised for her 'exceptional client service' and 'deep sophistication, spanning multi-faceted practice areas', Washington DC-based partner Elaine Walsh regularly takes the lead on the team's most significant transactional work in the power space for a balanced array of stakeholders, including utilities, Independent Power Producers (IPPs), developers, and funds. M&A transactions account for a sizeable proportion of Walsh's deal flow in the power sector, for both financial sponsors, as well as large energy companies, including NRG Energy, a client which she continues to advise on a range of matters, including as it relates to its investments (and disposals) in gas and coal-fired generation facilities throughout the country. New York-based partner Martin Toulouse is also a vital resource to sponsors and corporate borrowers seeking the necessary financing arrangements to facilitate new money deals and restructurings in the sector. Toulouse recently advised NRG on the financing (which involved the issuance of sustainability-linked notes) to fund its $3.6bn acquisition of Direct Energy, a North American subsidiary of Centrica. Austin-based partner Courtney Fore continues to develop a strong corporate and securities practice in the power sector, and regularly advises energy companies and private equity investors on M&A, as well as issuers on their debt and equity capital raising activities. Although he is perhaps better known for his renewables prowess, New York-based partner Michael Didriksen handles a not inconsiderable amount of M&A and project development matters in the conventional power space, and co-heads the firm's overarching power sector offering alongside Walsh.

Practice head(s):

Elaine Walsh; Michael Didriksen

Other key lawyers:

Martin Toulouse; Adam Griffin; Courtney Fore; Timothy Coxon; Carlos Marquez

Testimonials

The firm exhibits deep energy industry knowledge.’ 

‘Elaine Walsh is a utility, energy and renewables super star. She is deeply knowledgeable on all areas of the energy industry and serves clients with her well-rounded capabilities, spanning across project finance, high-value M&A, regulatory, and restructuring.’

Elaine Walsh is to the point, practical, and has a keen eye towards obtaining efficient results while getting past the legal grandstanding of opposing counsel.

Elaine goes above and beyond in terms of her dedication and exceptional client service. She routinely participates in business development for the clients themselves, helping with her contact list, connections, and candid assessments of the market players when asked to assist on non-billable matters for her clients.’

Key clients

Transmission Developers, Inc.

NRG Energy, Inc.

Clearway Energy

Hull Street Energy

GCM Customized Fund Investment Group, L.P.

Southern Company

The AES Corporation

CenterPoint Energy

Cleco Corporate Holdings

Puget Sound Energy

Sunnova Energy

El Paso Electric Company

Work highlights

  • Represented NRG, Inc. on the $3.6bn financing for its proposed acquisition of Direct Energy. Also represented NRG on its simultaneous offerings of $1.40bn of senior secured first lien notes, $1.53bn of senior unsecured notes, and $900m of pre-capitalized trust securities.
  • Represented private equity fund, GCM Grosvenor, in connection with its acquisition of a 49.9% equity stake in Long Ridge Energy Terminal from Fortress Transportation and Infrastructure Investors for $150m cash plus an earn-out.
  • Advised Southern Power Company on the $650m sale of the Mankato Energy Center, located in Mankato, Minnesota, to Xcel Energy.

Kirkland & Ellis LLP

Led from Houston by Andrew Calder and drawing from the broader resources of market-leading M&A, bank finance, capital markets and restructuring lawyers based throughout the firm's national network of offices, the 'business-minded' team at Kirkland & Ellis LLP provides 'top class' advice to stakeholders across a range of conventional power transactions. Leveraging the firm's deeply entrenched relationships with many high-profile private equity (including KKR and Blackstone) and infrastructure funds, the team is regularly engaged in high-value buy and sell-side M&A work throughout the value chain, including as it relates to the power and transmission, infrastructure, and utilities sectors. Recent highlights include the representation of KKR on its $1.4bn investment, alongside Next Era Energy and NextEra Energy Partners, in portfolios of renewable energy assets located throughout the US. Rhett Van Syoc is regularly involved in high-profile corporate activity in the power sector, including joint venture structuring and private equity-led M&A. New York-based corporate partner Kristin Mendoza also regularly handles power M&A, as part of her overarching transactional energy offering; she has recently been involved in numerous high-profile conventional power disposals for funds and developers.

Practice head(s):

Andrew Calder

Other key lawyers:

Kristin Mendoza; Rhett Van Syoc; Kim Hicks

Testimonials

The business-minded team provides top-class advice.’

Key clients

AES Capital AG

Blackstone Energy Partners

Bluescape Energy Partners

Brookfield Asset Management

Energy Capital Partners

GenOn Holdings

GSO Capital Partners LP

Investec

Macquarie Capital

MUFG

Nomura Corporate Funding Americas, LLC

KKR

Special Committee of the Board of Directors of TerraForm Power, Inc.

Work highlights

  • Advised the special committee of the board of directors of TerraForm Power, in connection with Brookfield Renewable Partners’ offer to acquire the 38% of TerraForm Power that Brookfield did not already own.
  • Advised KKR on its definitive agreements with NextEra Energy Resources and NextEra Energy Partners to acquire a significant interest in an approximately 1,625 net MW portfolio of 12 distinct contracted utility-scale wind and solar assets in geographically diverse locations throughout the US.
  • Advised Bluescape Energy Partners, as part of a consortium of investors, in the consortium’s $1.4bn preferred and common equity investment in CenterPoint Energy Inc.

Latham & Watkins LLP

Benefiting from a 'deep knowledge of the energy industry' and forming part of the firm's 'world-class' broader energy transactions team, Latham & Watkins LLP's multi-disciplinary group advises developers, sponsors and banks across the spectrum of power mandates, from M&A transactions and joint venture structuring, through to advice on development projects and development finance-related matters. Much of the transactional work is led from the firm's New York office, with many of its corporate lawyers regularly advising private equity sponsors, as well as strategics, on M&A work in the conventional power space. New York-based practitioner David Kurzweil is a key member of the team and recently advised energy services company Avangrid on its acquisition of listed energy holding company, PNM Resources, via a reverse triangular merger. Also based in New York, global vice chair of the firm's corporate department, Paul Kukish regularly handles private equity-led power-related M&A work, as well as assisting energy companies on their debt capital markets issuances. Benefiting from a comprehensive knowledge of the complex regulatory framework underpinning the domestic electricity market, Washington DC-based partner David Schwartz remains a vital resource to clients, not only on standalone regulatory mandates, but also on the drafting of power-related commercial contracts (including transmission agreements) and on M&A and finance mandates in the sector. On the project finance side, Los Angeles-based partner Jeffrey Greenberg is regularly engaged in the development, finance, sale and acquisition of single projects in the conventional power space, while New York-based partner Eli Katz, who is global vice chair of the energy and infrastructure group, excels at tax equity financings within the renewables space, in particular.

Practice head(s):

Eli Katz

Other key lawyers:

David Kurzweil; Jeffrey Greenberg; Paul Kukish; David Owen; Jane Greyf; Aaron Hullman

Testimonials

‘The firm has deep knowledge of the energy industry.’

Key clients

Avangrid, Inc.

Panda Power Funds

Vistra Energy

Global Infrastructure Partners

Carlyle Power Partners

NRG Energy

AES

CenterPoint Energy, Inc.

MRP West Power Holdings II, LLC

JetPeak LLC

Pinecone Power, LLC

Capitol Investment Corp. IV

Energy Capital Partners III

Work highlights

  • Represented Avangrid on the acquisition of PNM Resources, Inc. via a reverse triangular merger.
  • Advised NRG Energy on its acquisition of Direct Energy, a provider of natural gas, electricity and related services.
  • Advised Panda Power Funds, a private equity firm that develops, owns, operates, and manages investments in clean energy across the US, on its various strategic transactions over the past year, including on the sale of Panda Hummel, a natural gas-fueled power generation project company, to LS PowerEquity Advisors.

Bracewell LLP

Bracewell LLP's transactional electricity group is led out of Houston by Ryan Holcomb and leverages the expertise of New York and Washington DC-based transactional and regulatory lawyers who 'understand the industry incredibly well'. It provides 'insightful' counseling to utilities, IPPs, retail and wholesale power companies on corporate and financing transactions throughout the value chain. On the finance side, as well as regularly advising on bank debt and capital markets work, the firm also has niche structured commodity expertise, which includes advising on electricity derivatives and the purchase and sale of power trading positions. The arrival in June 2020 of Washington DC-based partner Danielle Varnell from Jones Day strengthens the firm's transactional capabilities, not only in relation to renewable energy M&A and JV structuring, but also by dint of her impressive track record for clients engaged in significant electric transmission projects.

Practice head(s):

Ryan Holcomb

Other key lawyers:

Hans Dyke; Danielle Garbien; Martha Kammoun; Danielle Varnell

Testimonials

‘The firm understands the industry incredibly well and provides insightful advice.’

Key clients

Kentucky Utilities Company

PPL Corporation

SunTrust Robinson Humphrey / BBVA / BNY Mellon Capital Markets, LLC / Wells Fargo Securities

Entergy Corporation

Avista Corporation

RBC Capital Markets, LLC / BofA Securities

Rockland Capital, LLC

Work highlights

  • Represented Competitive Power Ventures (CPV) in the equity investment by Osaka Gas USA, Axium Infrastructure and Harrison Street in CPV’s gas-fired Three Rivers Energy Center project in Illinois.
  • Represented Rockland Capital in simultaneous transactions related to the formation of a joint venture with Castleman Power Development LLC, Agilon Energy III LLC.
  • Represented Entergy Corporation in the acquisition of the Choctaw Energy Facility, an 810 MW natural gas-fired electric generation plant in French Camp, Mississippi, from NRG Wholesale Generation LP.

Gibson, Dunn & Crutcher LLP

Co-headed from New York by Peter Hanlon and Nicholas Politan, and aided by a strong regulatory offering out of Washington DC, Gibson, Dunn & Crutcher LLP's power and renewables group has, over recent years, developed a particularly strong reputation advising strategic and financial investors on big-ticket M&A transactions across the generation, transmission and distribution value chain. It is, however, the firm's deeply entrenched relationship with US-based multinational conglomerate, Berkshire Hathaway, and, more specifically, that of its energy subsidiary, that informs a significant amount of the deal flow in the renewables and conventional power space. Hanlon takes the lead on much of Berkshire Hathaway's energy transactions, including its recent high-profile $9.7bn acquisition of Dominion Energy's natural gas transmission and storage business.

Practice head(s):

Peter Hanlon; Nicholas Politan

Other key lawyers:

George Stamos; Gerald Farano; Mark Director; Alexander Fine; Robert Nelson; Emad Khalil

Key clients

Berkshire Hathaway Energy Company

BHE Renewables LLC

WGL Holdings

GE Capital

Sojitz Corporation of America

Goldman Sachs & Co.

Avista

Terna Energy

Carlyle Power Partners

Saguaro Power

Northern Natural Gas Company / Kern River Gas Transmission Company

Morgan Stanley / Guggenheim Partners / Deutsche Bank / J.P. Morgan / Wells Fargo Securities Barclays Capital / MUFG Securities Americas

AIP Management P/S

Algonquin Power and Utilities Corp.

Softbank Energy

Government of Barbados

I Squared Capital

Gilead Sciences

KIRKBI Invest A/S

Orion Energy

Intel

Tesla

Emera Electric

South Jersey Industries

NRG Energy, Inc.

Clearway Energy, Inc.

UBS O’Connor Capital Solutions

SolarEdge

Bloom Energy

STEM

Exelon Corporation

The Related Companies

Work highlights

  • Representing Berkshire Hathaway Energy on its approximately $9.7bn acquisition of Dominion Energy’s natural gas transmission and storage business, which is primarily focused upon the utility industry and serves six of the largest electric and gas utility companies in the US.
  • Represented Berkshire Hathaway Energy Company in two separate offerings and issuances of senior notes totalling $3.25bn.
  • Representing GE Capital in the sale of a $1bn portfolio of equity investments to funds managed by affiliates of Apollo Global Management.

McGuireWoods LLP

Combining strong underlying regulatory expertise, multi-disciplinary transactional skills, and vast industry knowledge, the 'highly motivated' lawyers at McGuireWoods LLP have tremendous breadth in the power sector and are appreciated for their versatility and 'unique ability to handle small development transactions, as well as enormous public deals'. The firm has, however, gained most prominence and acclaim for its utilities-related M&A work, most notably for core client Dominion Energy, including on its recent $9.7bn sale of the majority of its gas transmission and storage segment assets to an affiliate of Berkshire Hathaway. 'Dazzling' Richmond-based partner Joanne Katsantonis led on this deal and is involved in a raft of other Dominion-related M&A matters; she also has strong credentials among IPPs and financial sponsors, and is well-versed in advising on commercial arrangements in the sector, including as it relates to PPAs and EPC contracts. Based in Baltimore, Brian Kelly is chair of the firm's overarching energy industry team and as well as regularly handling M&A and finance transactions in the conventional power sector; he also has niche expertise relating to retail energy supply regulations.

Practice head(s):

Brian Kelly

Other key lawyers:

Joanne Katsantonis

Testimonials

I think the breadth of the team, and their ability to handle small development transactions and enormous public deals is really unique.’

The dazzling Joanne Katsontonis who always seems to be having so much fun while she works.’

Key clients

Dominion Energy Services, Inc.

Work highlights

  • Represented Dominion Energy on the approximately $9.7bn pending sale (including the assumption of $5.7bn of existing indebtedness) of substantially all of its gas transmission and storage segment assets to an affiliate of Berkshire Hathaway Inc.
  • Represented Dominion Energy in finalizing its $13.4bn merger with South Carolina-based Scana Corporation that expands Dominion’s operations in Georgia, North Carolina and South Carolina and provides benefits to customers and communities in those states.
  • Represented Dominion Energy on its $2bn recapitalization of the company’s Cove Point liquefied natural gas facility in Lusby, Maryland, by an affiliate of Brookfield Asset Management.

Milbank

Co-headed from its New York headquarters by Daniel Bartfeld and Jonathan Green and able to draw upon significant bench strength from the West Coast, as well as internationally, Milbank has a particular focus on domestic and cross-border project development and financing within the conventional power sector. Although the firm does handle some work for borrowers, including private equity funds, it is undoubtedly best-known for its creditor-side credentials, including on behalf of commercial banks, which are appreciative of its sector knowledge and familiarity with financing products throughout the capital structure, including traditional bank loan structures, as well as private placements and Term Loan B (TLB) financings. Although he handles some domestic work, Bartfeld has developed a particularly strong reputation advising creditors in relation to Latin American projects, many of which involve multi-source financings and are underwritten by ECAs. William Bice is also a core member of the team and excels at advising clients on the development, financing, acquisition, disposition and restructuring of power generation (conventional and renewable), and transmission projects. Special counsel Richard Hillman is also recommended. All named practitioners are based in New York.

Practice head(s):

Daniel Bartfeld; Jonathan Green

Other key lawyers:

William Bice; Roland Estevez; Jeffrey Leider; Allan Marks; Dan Michalchuk; Jaime Ramirez; Carolina Walther-Meade; Karen Wong; Henry Scott; Tim Wendling; Alexander Borisoff; Richard Hillman

Key clients

Morgan Stanley

BNP Paribas

Credit Suisse

ArcLight Capital Partners

Arroyo Energy Group

LS Power

Allianz Global Investors

Morgan, Lewis & Bockius LLP

Co-headed by John Klauberg  and Richard Filosa in New York and Boston, respectively, Morgan, Lewis & Bockius LLP's 23-partner project finance, infrastructure and natural resources team has the resources and expertise to provide a 'super responsive and solutions-oriented' service to a varied array of stakeholders, including publicly-held utilities, IPPs, developers, lenders and private equity firms engaged on the acquisition, development, sale and financing of renewables and conventional projects, irrespective of complexity or geographical location. Appreciated by clients for his 'ability to focus on the big picture, while being appropriately in the weeds on important matters', Filosa is pivotal to the firm's ability to provide strong and effective project financing expertise to clients including Ares Management, which he recently advised, alongside 'superstarMichael Müller, in connection with the development, construction, and a $420m private placement project financing of Hill Top Energy Center.

Practice head(s):

Richard Filosa; John Klauberg

Other key lawyers:

Elizabeth Hanigan; Michael Müller

Testimonials

‘Richard Filosa is super responsive, solutions-oriented and focused on the big picture while being appropriately in the weeds on important matters.’

‘Richard Filosa and Michael Müller are super stars.’

Key clients

Ares Management

Bank of America

Caithness Energy

Enmax Corporation

Korea Electric Power Corporation

National Grid

South Jersey Industries

Exelon

Work highlights

  • Advised Caithness Energy on the development and project financing of the combined-cycle, natural gas-fired generation 1,850 MW Guernsey Power Station.
  • Advised funds managed by Ares Infrastructure and Power, Tokyo Gas America, SojitzCorp., and Kyushu Electric Power Co. on the amendment of the debt facilities related to the Birdsboro Power Project, an approximately 485 MW, natural-gas-fired, combined-cycle electric generation facility in Birdsboro, Pennsylvania.
  • Advised Ares Management on the $420m private placement project financing of Hill Top Energy Center, including multiple note advances which closed quarterly in 2019 and early 2020.

Norton Rose Fulbright

'Always available with leading industry information and insights, and a superb ability to cut through the issues and focus on the key matters', Norton Rose Fulbright has a strong reputation among lenders, sponsors and developers, on project finance and M&A-related work in the electric power sector. Although the firm has successfully followed industry trends and has become one of the leaders in the renewables market, it has by no means turned its back on work within the conventional energy sector; it maintains strong client relationships in the sector, some of which were established back in the 1970s following the liberalization of the domestic energy market and the entry of IPPs to challenge the dominance of utilities.The firm has developed particular expertise in relation to merchant power projects, and has had an involvement for stakeholders in the majority of recent gas-fired financing projects. LNG-related project finance work also remains a core focus and often aided by colleagues based in offices throughout the firm's vast international network, the team is regularly involved for stakeholders throughout the project life cycle. Washington DC-based partner Noam Ayali is recommended for his lender facing LNG finance offering; he is a key member of the firm's overarching projects team that is co-headed by Benjamin Koenigsberg and project finance 'tax superstarKeith Martin.

Practice head(s):

Keith Martin; Benjamin Koenigsberg

Other key lawyers:

Todd Alexander; Rob Eberhardt; David Burton; Noam Ayali; Paul Weber; Marissa Leigh Alcala

Testimonials

The firm is always available with leading industry information and insights, and a superb ability to cut through the issues and focus on the key matters.

Keith Martin is a tax superstar.’

Key clients

Cleco Corporate Holdings

Enel Green Power

GS EPS

American Infrastructure Funds

Ullico

Hannon Armstrong

Starwood Energy Group

Origis Energy

GE Energy Financial Services

Macquarie

Work highlights

  • Represented Copenhagen Infrastructure Partners in relation to the investment in the SOO Green project, an underground 349 mile 2.1 GW high-voltage, direct current electric power transmission line in Iowa and Illinois.
  • Represented Hannon Armstrong in connection with its $115m preferred equity investment in the $1.165bn University of Iowa (UI) Utility System P3, a long-term lease and concession of the University’s utility system which was awarded on December 10, 2019 to a concessionaire formed by Meridiam and Engie.

Orrick, Herrington & Sutcliffe LLP

Led from Houston by Blake Winburne and Dahl Thompson  and also able to draw upon the expertise of energy-focused M&A and financing practitioners based out of New York, as well as regulatory experts from Washington DC, Orrick, Herrington & Sutcliffe LLP's energy and infrastructure practice has the critical mass and subject matter expertise to be able to advise stakeholders on the development, financing, sale and purchase of assets in the electricity space, irrespective of geographical location. As well as benefiting from strong ties with numerous IPPs and international energy companies, the firm also regularly advises funds, including Ares Management and Infrastructure Investment Fund, on single-asset and multi-asset portfolio acquisitions and disposals. As part of his extensive transactional energy practice, Winburne has been involved in many conventional energy project development and M&A transactions, including his recent representation of Southwest Generation on the $680m acquisition and financing of the Mankato Energy Center, a 720MW natural gas-fired power plant located in Minnesota. New York-based partner John Donaleski  is well-versed across a range of debt financing techniques throughout the capital structure and his arrival in October 2019 from White & Case LLP consequently enhances the firm's credentials on the lender and borrower side for private equity M&A transactions in the sector. Although it is less active across "pure" conventional power mandates, the firm's San Francisco office has considerable expertise in the renewables space and has recently handled a substantial amount of battery storage-related work.

Practice head(s):

Blake Winburne; Dahl Thompson

Other key lawyers:

Brad Gathright; John Donaleski

Key clients

Southwest Generation

Wellhead Electric

Ares Management

Infrastructure Investment Fund

Macquarie

Work highlights

  • Advised France-based Veolia on the $1.25bn sale of its US district energy assets to private equity firm Antin Infrastructure Partners.
  • Advised Southwest Generation (a portfolio company of JP Morgan Asset Management’s Infrastructure Investments Fund) on the $680m acquisition and financing of the Mankato Energy Center, a 720 MW natural gas-fired power plant located in Mankato, MN.
  • Advised OGCI Climate Investments on the acquisition, development and financing of a carbon-capture and underground storage project to be located adjacent to the 550-MW Elk Hills natural gas-fired power plant owned by California Resources Corporation.

Simpson Thacher & Bartlett LLP

Leveraging its overarching M&A, banking and capital markets expertise, New York-based transactional powerhouse Simpson Thacher & Bartlett LLP is well-placed to advise funds, utilities, banks and IPPs across the spectrum of power-related corporate and financing work. Strong firm-wide institutional ties with leading private equity firms and infrastructure funds, including KKR, Blackstone and Global Infrastructure Partners, continues to inform much of the team's corporate and finance work, both in terms of renewables, as well as conventional-based power transactions. David Lieberman heads up the firm's energy and infrastructure practice and is able to add value to these sponsor clients, by virtue, not only of his ability to implement the most compelling and effective M&A and financing terms, but also to provide core underlying industry knowledge. Drawing upon both regulatory and transactional expertise in the power sector, Brian Chisling is also a key member of the team, for the firm's funds clients as well as electric and gas utilities, which he has, over the years, advised on many asset level acquisitions and disposals.

Practice head(s):

David Lieberman

Other key lawyers:

Brian Chisling

Key clients

American Electric Power, Inc.

BlackRock Energy and Power Infrastructure Group

Blackstone

Citibank

Credit Agricole

Goldman Sachs

Global Infrastructure Partners

ITC Holdings

KeyBank National Association

Kohlberg Kravis Roberts & Co.

Morgan Stanley

MUFG

NextEra Energy

PPL Corporation

The Royal Bank of Canada

Stonepeak Infrastructure Partners

Sumitomo Mitsui Banking Corporation

Terra-Gen LLC

Vivint Solar

Vinson & Elkins LLP

The Texas-based team at Vinson & Elkins LLP harnesses the firm's longstanding energy industry sector knowledge and is also able to draw from a deep pool of expertise across M&A, project development and finance, regulation, and tax. It provides an integrated and highly effective service to a myriad stakeholders, including utilities, IPPs, and financial sponsors engaged in power transactions. Co-head of the firm's energy industry group, Houston-based partner Trina Chandler has a core focus on conventional power matters and regularly advises both funds and energy companies on M&A and joint venture transactions in the space, including on the acquisition and sale of conventional and renewable power generation assets. Recent highlights include her work for Riverstone Holdings on the formation of Onyx Strategic Investment Management I BV, a newly formed European IPP, and its subsequent agreement to acquire a fleet of coal- and biomass-fired power stations from affiliates of Engie. Although perhaps best-known for his renewables expertise, Austin-based partner Kaam Sahely also regularly advises funds on their acquisitions and disposals of conventional power portfolios, single assets, and project companies.

Practice head(s):

Trina Chandler

Other key lawyers:

Danielle Patterson; Kaam Sahely; Matthew Greenberg

Key clients

AltaGas Ltd.

Ares Capital Corporation

Arroyo Energy Investment Partners, LLC

Avenue Capital

Babson Capital

The Carlyle Group

Clean Line Energy Partners LLC

Enviva Holdings, LP

Direct Energy

Global Atlantic Financial Group

Goldman Sachs and Co.

GSO Capital Partners

Investec

LS Power

Lone Star

Oncor Electric Delivery Company LLC

Pattern Energy LP

Quantum Utility Generation

Riverstone Holdings

Sixth Street Partners

Sundevil Power Holdings LLC

Talen Energy Corporation

Temple Generation

Wayzata Investment Partners LLC

Work highlights

  • Advised Riverstone Holdings LLC, the manager of Riverstone Energy Limited, in connection with the formation of Onyx Strategic Investment Management I BV, a newly formed European independent power producer, and its signing of an agreement to acquire a fleet of coal- and biomass-fired power stations from affiliates of Engie S.A.
  • Advised Goldman Sachs Renewable Power Fund in connection with its acquisition of a 142 MW portfolio of solar power generation assets from a subsidiary of Macquarie Infrastructure Corporation in an initial closing and one or more deferred closings.
  • Advised Tortoise Acquisition Corp, a special purpose acquisition company with a strategic focus on the energy sector and decarbonizing commercial transportation in North America, in its definitive agreement to merge with Hyliion Inc.

White & Case LLP

Able to tap into the expertise of M&A and finance practitioners with deep underlying knowledge of the energy infrastructure sector, irrespective of the type of power generation plant, White & Case LLP has a particularly strong market position advising infrastructure funds, including Carlyle Power Partners and Antin Infrastructure Partners, on their acquisitions, disposals, and the accompanying financing necessary to fund these power-related transactions. Recent highlights include advising Antin Infrastructure on its  $1.25bn acquisition of Veolia Group's district energy assets in the US. The team, which is led out of New York by Nandan Nelivigi, is also regularly instructed by high-profile lenders, including BNP Paribas and Morgan Stanley, which are appreciative of the firm's ability to provide 'effective and commercial' advice on conventional power projects implementing financing techniques throughout the capital structure. Legendary project finance partner Arthur Scavone has developed a particular niche advising lead arrangers on TLB transactions in the domestic power sector, while internationally he excels at handling work for ECAs on the financing of emerging markets projects. Michael Shenberg has an excellent reputation among financial and strategic investors on M&A mandates within the electricity sector, both in relation to acquisitions and sales of large portfolios and single-asset deals.

Practice head(s):

Nandan Nelivigi

Other key lawyers:

Elena Millerman; Art Scavone; Michael Shenberg

Key clients

Antin Infrastructure Partners

Carlyle Power Partners

I Squared Capital

Osaka Gas Co., Ltd.

BNP Paribas

Morgan Stanley

MUFG

Credit Agricole

BNP Paribas

Calpine Corporation

Work highlights

  • Represented Antin Infrastructure Partners on the $1.25bn acquisition of Veolia Group’s district energy assets in the US, which is comprised of steam, hot and chilled water and electricity production plants, including cogeneration plants, and 13 networks in 10 US cities.
  • Representing Carlyle Power Partners in its $590m acquisition of three natural gas-fired generation facilities in New England, known as Bridgeport Energy, Tiverton Power and Rumford Power.
  • Representing BNP Paribas in the proposed financing for the 955 MW natural gas-fired combined cycle power project in Oregon, Ohio.

Baker McKenzie LLP

Co-headed by James O’Brien and Clyde Rankin  from Chicago and New York, respectively, Baker McKenzie LLP regularly advises clients on the development and financing of power projects, including as it relates to corporate structures regarding power plant ownership and operation. Although the firm does handle a considerable amount of domestic work,  primarily for developers, its sweet-spot lies in its ability to advise on big-ticket international mandates, where it is able to deploy multi-office teams utilizing practitioners throughout the firm's extensive international network.

Practice head(s):

James O’Brien; Clyde Rankin

Other key lawyers:

José Antonio Morán; Mark Tibberts; Luis Gomar

Key clients

Siemens Energy, Inc.

J-Power USA

DIF Capital Partners

Hannon Armstrong Sustainable Capital Infrastructure, Inc.

Naturgy Energy Group, S.A. (f/k/a Gas Natural SDG, S.A.)

Work highlights

  • Advised Siemens Energy on its $2.7bn investment in a joint venture with Copenhagen Infrastructure Fund and Jingoli Power Transmission to build and operate a 349 mile-long HVDC transmission line across Iowa and Illinois.
  • Advised Hannon Armstrong Sustainable Capital Infrastructure on the $540m cash equity investment in Engie’s pipeline of nine wind projects and four solar projects.
  • Acted for J-Power USA on the transaction to develop a 350MWac solar project with AP Solar Holdings, LLC, Solar Plus Development Inc. and Avondale Solar, LLC.

Cleary Gottlieb Steen & Hamilton

Benefiting from an 'excellent combination of structuring and industry knowledge', Cleary Gottlieb Steen & Hamilton's multi-disciplinary offering, which includes regulatory, M&A, and finance expertise, ensures that it is well-placed to advise a myriad of stakeholders on transactions across all aspects of the electric power business, including power generation, distribution, and transmission. The firm has developed particular expertise advising on Latin America-related mandates, often involving significant public sector involvement. Most notable in this regard is its high-profile work for the Puerto Rico Public Private Partnerships Authority on the rebuilding and modernization (following its decimation in the aftermath of Hurricane Maria in 2017) of the territory's electric system. Recognized as a 'top finance lawyer, with the ability to get tough deals through', Adam Brenneman played a pivotal role in the aforementioned mandate by virtue of his vast knowledge of Latin America specific work, his finance credentials, as well as his appreciation of PPP structures.

Other key lawyers:

Richard Cooper; Chantal Kordula; Jeffrey Lewis; Adam Brenneman; James Langston; Aaron Meyers

Testimonials

‘The firm displays a good combination of structuring and industry knowledge.’

‘Adam Brenneman is a top finance lawyer with the ability to get tough deals through.’

Key clients

The Puerto Rico Public Private Partnerships Authority

Eni

Underwriters to General Electric

Comisión Federal de Electricidad

Colbún

Noteholders of MSU Energy

Eversheds Sutherland

Centered out of its Houston and Atlanta offices, and also able to leverage significant regulatory and tax expertise from Washington DC, Eversheds Sutherland is well-positioned to provide 'balanced and commercial advice' to stakeholders across the spectrum of their needs in the electricity sector. As well as advising funds and utilities on M&A and financing mandates, the firm has, over the years, developed a particular niche advising electric co-operatives, including longstanding client Oglethorpe Power, which, under the guidance of Herbert Short, it continues to represent on all of its capital markets-related work. Thomas Warren co-heads the energy projects team alongside Short, and as well as regularly representing clients on acquisitions and dispositions of electric generation and transmission assets; he is also skilled at advising on commercial contracts, including PPAs, and long-term power supply and hedging arrangements.

Practice head(s):

Herbert Short; Thomas Warren; Dorothy Black Franzoni; Ram Sunkara

Other key lawyers:

Madeleine Tan; Darryl Smith; Kyle Wamstad; Jackson Allen; Will Pickens

Testimonials

The firm provides balanced and commercial advice.’ 

Key clients

Oglethorpe Power

KeyBanc Capital Markets

Bank of America Merrill Lynch

Central Electric Power Cooperative

BofA Securities

Farmer Mac

Gas South

Work highlights

  • Represented longstanding client Oglethorpe Power Corporation in the purchase and remarketing of $212.8m tax-exempt 2013 pollution control revenue bonds that was significantly complicated by the capital market disruptions in March 2020.
  • Advising Consolidated Edison Transmission on a potential transaction with a joint venture between Ørsted, the Denmark-based world leader in offshore wind energy and Eversource, New England’s largest energy company, in connection with the Sunrise Wind project.
  • Advised Macquarie Capital’s Green Investment Group in the negotiation of a power purchase agreement (PPA) for the sale of circa 109MW of solar-generated electricity to a subsidiary of Occidental Petroleum Inc.

Hunton Andrews Kurth LLP

Able to draw from the expertise of corporate, projects, finance and regulatory lawyers spread throughout the firm's national offices, Hunton Andrews Kurth LLP's multi-disciplinary energy team is well-positioned to advise stakeholders on the acquisition, financing, and development of electric-generating facilities employing both conventional and renewable technologies. While the firm has expertise throughout a project's life cycle, including as it relates to some energy company M&A, it is perhaps best-known for its work at the inception of a project for developer and project sponsor clients, including DTE Energy and EmberClear. The firm also handles a considerable volume of debt financing work for commercial banks, as well as advising them on their wind and solar tax equity investments. Washington DC-based partner Jeffrey Schroeder leads the energy and infrastructure team and regularly handles project financing mandates in the conventional power sector for both lenders and borrowers.

Practice head(s):

Jeffrey Schroeder

Other key lawyers:

Michael Madden; Michael Klaus; Gregory Lang; Eric Nedell; Vera Rechsteiner; Geoffrey Lorenz; Doug Dua

Key clients

DTE Energy

EmberClear Corporation

Duke Energy Corporation

Work highlights

  • Advised DTE Energy Services, Inc. as lead sponsor’s counsel in connection with the Dearborn Campus Energy Infrastructure Project.
  • Advised DTE Energy in connection with drafting and negotiating project documents for the $1bn development of the Blue Water Energy Center, a 1,100 MW natural gas, combined-cycle generation plant.
  • Advising EmberClear as lead developer’s counsel in connection with the development of the Harrison Power Plant, a 1,050 MW natural gas-fired combined-cycle electric generating facility in Harrison County, Ohio.

K&L Gates

With strong energy-related transactional capabilities on the West Coast -  primarily from the firm's Seattle office - and also able to leverage a compelling Washington DC-based regulatory offering, K&L Gates is well-positioned to advise stakeholders across the waterfront of M&A, project development, financing and joint venture structuring relating to both conventional and renewable sources of energy. As well as work for developers, investors, and lenders, the firm is well-versed in negotiating and drafting complex offtake agreements and has advised many high-profile corporates and universities as end-users in virtual and physical PPAs. Benefiting from in-house experience at an international power plant EPC contractor, David Hattery provides excellent insight into the construction aspects of power projects and co-heads the firm's power group alongside renewables tax expert Elizabeth Crouse.

Practice head(s):

David Hattery; Elizabeth Crouse

Other key lawyers:

Teresa Hill; William Holmes; David Benson; Eric Freedman; Edmundo de la Fuente; Buck Endemann; Elisabeth McNeil; Brad Lewis; Lana Le Hir

Key clients

Municipality of Anchorage

lululemon Athletica

Microsoft Corporation

Key Capture Energy

Chevron U.S.A.

Portland General Electric

Work highlights

  • Represented the Municipality of Anchorage on the sale of Municipal Light & Power to Chugach Electric Association,Inc., an Alaska not-for-profit electric cooperative.
  • Represented a technology company in the long-term purchase of carbon-free energy to serve their world headquarters campus in Washington.
  • Represented Portland General Electric (PGE) in the development of a first-of-its-kind renewable energy facility that would combine utility-scale wind, solar and energy storage.

Skadden, Arps, Slate, Meagher & Flom LLP

Able to tap into the resources of its market-leading M&A offering, and also benefiting from strong project financing credentials, both domestically and globally, Skadden, Arps, Slate, Meagher & Flom LLP regularly advises strategic and financial investors, IPPs, developers, public utilities and lenders engaged in conventional power projects, both domestically and internationally. Pankaj Sinha  heads up the firm's M&A group out of Washington DC and is often involved in transactions involving energy, infrastructure, and water assets.

Practice head(s):

Pankaj Sinha

Other key lawyers:

Paul Kraske; Ethan Schultz

Work highlights

  • Represented AES in connection with Eneva’s proposed acquisition of AES Tiete Energia.
  • Represented BlackRock Real Assets in the separate sales of its controlling interest in the Elk and Bethel wind energy facilities in Iowa and the Community Wind South project in Minnesota to Greenbacker Renewable Energy Company.
  • Represented Emera on the $959m sale of its regulated electric transmission and distribution company in Maine, to Enmax Corporation.

Sullivan & Cromwell LLP

New York-based transactional powerhouse Sullivan & Cromwell LLP has a particularly strong reputation in the market on behalf of financial sponsors and utilities on big-ticket domestic and cross-border power-related M&A transactions. 'Outstanding' special counsel Tia Barancik is pivotal to the firm's success in the area and her underlying regulatory industry knowledge enables her to add real value and reassurance to clients in transactions that are subject to FERC regulations. As part of his overarching M&A competence, vastly experienced counsel Joseph Frumkin has, over the years, been involved in many high-profile energy transactions for funds and strategic investors. Leveraging its broader banking and capital markets expertise, the firm also handles capital raising transactions, including in the context of leveraged finance, for power and utility clients.

Practice head(s):

Tia Barancik; Audra Cohen

Other key lawyers:

Joseph Frumkin

McDermott Will & Emery LLP

Leveraging the firm's project finance, tax and regulatory capabilities and also strengthened by the arrival of number of core energy transactional lawyers in recent years, including that of Christopher Gladbach  from Orrick, Herrington & Sutcliffe LLP in March 2020, McDermott Will & Emery LLP is increasingly well-placed to advise funds, developers and utilities across a full scope of their power-related mandates. While M&A and financing work, throughout the project life cycle, is a driver for a good deal of the firm's renewable and conventional power work, it is also well-versed at advising on power production agreements and power trading matters, an area in which Washington DC-based partner Robert Lamkin has a particular strength. Edward Zaelke and Philip Tingle co-head the firm's global energy project finance team from Los Angeles and Miami, respectively.

Practice head(s):

Edward Zaelke; Philip Tingle

Other key lawyers:

Robert Lamkin; Christopher Gladbach; Debra Harrison; Joel Hugenberger

Testimonials

‘The firm is very responsive and wants to understand the issues that we are facing.’

Key clients

Northern Indiana Public Service Company

Boston Energy Trading and Marketing

Agera Energy

GenOn Holdings

Work highlights

  • Acted as lead bankruptcy and transaction counsel to retail electricity and natural gas provider Agera Energy in its Chapter 11 case.
  • Advised Boston Energy Trading and Marketing in connection with the execution of wholesale energy supply agreements in connection with long-term supply agreement entered into with Liberty Power, one of the largest owner-operated retail electricity providers in the US.
  • Advised GenOn Holdings on the sale of cleared capacity for approximately 2,200 MW of installed capacity in the PJM Interconnection, L.L.C. market.

Moore & Van Allen, PLLC

Gaining from its 'good combination of banking, project finance, and asset-based skills', the Charlotte-based team at Moore & Van Allen, PLLC 'punches above its weight' and provides 'highly reliable and concise' advice to investors and developers on power M&A, as well as EPC-related structuring and commodity transactions relating to electric generating projects. Team head Joe Fernandez provides 'sensible and nimble' advice and continues to handle a considerable volume of work for Ares Management on its investments and disposals in the conventional power sector.

Practice head(s):

Joe Fernandez

Other key lawyers:

Rick Bange

Testimonials

The firm provides high-quality counsel and is very capable across a variety of subjects, ranging from straightforward terms and conditions recommendations to complex arrangements with hedging counterparties and finance requirements.’

The team is highly reliable and does not mince words.’

The firm provides a good combination of banking, project finance, and asset-based skills.’

Key clients

Ares Management LLC

CS Energy, LLC

GreenGo Energy US, Inc.

Tyr Energy, Inc.

Cogentrix Energy Power Management, LLC

Heelstone Renewable Energy, LLC

Brookfield Power US Asset Management, LLC

Work highlights

  • Advised Ares on the sale of its interests in Astoria Project Partners, the owner of Astoria Energy I, a 615-MW dual-fuel combined cycle generating facility located in Queens, New York, to a consortium of equity investors.
  • Advised Ares on its acquisition of a portfolio of battery storage projects under development by Dimension Renewable Energy (“Dimension”) and the formation of an ownership joint venture with Dimension to construct and own the portfolio.
  • Advised Ares on its acquisition of a portfolio of energy efficiency projects under development by Renew Energy Partners and the formation of an ownership joint venture with Renew to develop, finance and own the portfolio.

Pillsbury Winthrop Shaw Pittman, LLP

Led from New York by Jeffrey DelaneyPillsbury Winthrop Shaw Pittman, LLP has carved a successful niche for itself advising energy companies and their underwriters on debt and equity capital markets work. Because of the firm's defined focus in the area it has developed expertise advising on many specialized energy financings, including “stranded cost” securitization techniques for public utilities.

Practice head(s):

Jeffrey Delaney

Other key lawyers:

David Baxter; Stephanie Langan; Alexandra Calcado

Key clients

Ameren Services Company / Union Electric Company

Arizona Public Service Company / Pinnacle West Capital Corporation

Avista Corporation

Chevron Corporation

Consumers Energy Company / CMS Energy Corporation

Entergy (Arkansas, Gulf States, Louisiana, New Orleans, Mississippi, Texas) / Entergy Corp.

Great Plains Energy Incorporated / Kansas City Power & Light Company / Westar Energy, Inc. / Kansas Gas and Electric Company

Kentucky Utilities Company / PPL Corporation

Louisville Gas & Electric Company / PPL Corporation

PPL Corporation / PPL Electric Utilities Corporation

Portland General Electric Company

Sierra Pacific Power Company / NV Energy

Southern California Edison Company / Edison International

Spire Inc. (formerly The Laclede Group Inc.)

Barclays Capital

BNP Paribas

BNY Mellon Capital Markets, LLC

BofA Merrill Lynch

Citigroup Capital Markets, Inc.

Deutsche Bank Securities

Goldman, Sachs & Co

J.P. Morgan

KeyBanc Capital Markets Inc.

Mitsubishi UFJ Securities

Mizuho Securities

Morgan Stanley & Co. LLC

Raymond James

RBC Capital Markets

Scotiabank

SMBC Nikko

Stephens Inc.

SunTrust Robinson Humphrey

TD Securities

UBS Investment Bank

US Bancorp

Wells Fargo Securities, LLC

Work highlights

  • Advised the underwriters, agents and insurance company purchasers on a number of capital markets issuances across a wide variety of security and offering types by publicly-traded CMS Energy Corporation and its principal subsidiary Consumers Energy Company.
  • Advised the underwriters on capital market issuances of registered notes by Arizona Public Service Company, the principal subsidiary of publicly-traded Pinnacle West Capital Corporation and the largest utility company in Arizona.
  • Represented Goldman Sachs & Co. LLC in connection with the forward sale of 7,549,205 shares of Common Stock, $.01 par value, of Ameren Corporation.

Schiff Hardin LLP

With industry-specific M&A and finance competency, and also able to draw upon the expertise of New York and Chicago-based lawyers who are able to advise on the concomitant environmental and real estate issues, Schiff Hardin LLP is well-placed to advise developer and generation clients across a range of transactional work in the power sector. 'Brilliant' New York-based energy M&A partner Sarah Fitts is a core member of the team and often provides pivotal guidance to IPPs and utilities on the corporate and financing structures to facilitate coal- and gas-fired generation and renewables projects. Having spent considerable time in Tokyo, Fitts has strong Japanese language skills, as well as an excellent understanding of the commercial and cultural sensitivities pursuant to handling business in the region; he is consequently well-placed to advise Japanese companies on their inbound investment. Chicago-based environmental partner Gabriel Rodriguez co-heads the energy team alongside Fitts.

Practice head(s):

Sarah Fitts; Gabriel Rodriguez

Other key lawyers:

Joshua More; Amy Antonioli

Testimonials

‘The team has great relations with many specialists in energy sector.’

‘The team offers top of class capabilities with notable experience, having represented some of the very large, meaningful foreign investors in the power space. Service to such clients requires unique expertise – both from a technical perspective as well as a social / cultural perspective.’

‘Sarah Fitts is brilliant.’

‘Sarah Fitts is a stand out due to her knowledge and her transparency as well as her clarity and candor around issues she needs to diligence further. She is client focused and committed to meaningful relationship development. She is one of the most available and engaged partners I have met at any firm.’

Key clients

EDP Renewables North America

Chugoku Electric Power Company

Hiroshima Gas Co., Ltd.

NV Energy

Engie NA

Vistra Energy Corp.