Energy: transactions: conventional power in United States
Primarily based in the firm's Houston office, Kirkland & Ellis LLP’s 'highly skilled' energy team is 'knowledgeable and very commercial'. The practice group had a very successful 2018, with over 15 lawyers joining from competitor firms and Christopher Heasley and Kyle Watson being internally promoted to partners. Among the new joiners are New York-based Kristin Mendoza and Houston-based Sean T. Wheeler, who joined from Latham & Watkins LLP, Thomas Laughlin and Lanchi Huynh, who joined the Dallas office from Vinson & Elkins LLP, and Houston-based Brooks Antweil, who focuses on capital markets work and joined the team from Hunton Andrews Kurth LLP. Practice head Andrew Calder, who focuses on M&A and securities law, advised Energy Future Holdings on its $18.8bn sale to Sempra Energy, an operator of regulated utilities and developer of smart energy infrastructure. Other recommended lawyers include John Pitts and Rhett Van Syoc. Credit Suisse, Energy Future Holdings and Goldman Sachs are also among the team's clients.
Latham & Watkins LLP’s global power industry group is jointly headed by New York-based David Kurzweil and Washington DC-based David Schwartz. The team advises developers, sponsors, financing entities, governments and export credit agencies on the full spectrum of issues in the conventional power industry, including commercial transactions, secured lending, corporate finance and project development. In one standout matter, Kurzweil and Los Angeles-based managing partner Jeffrey Greenberg led a multidisciplinary team that acted for Energy Capital Partners, as shareholders, in connection with Vistra Energy’s $1.7bn all-stock acquisition of Dynegy. Other recommended practitioners in the New York office include Paul Kukish and Edward Sonnenschein, who focus on M&A and joint ventures, and Matthew Henegar, who specializes in project finance. Barclays, Citigroup Global Markets and Sempra Energy are also key clients.
Baker Botts L.L.P.’s power, utilities, and renewables department is jointly headed by Washington DC-based Elaine Walsh and New York-based Michael Didriksen, who together with New York-based William Lamb advise on utility-sector M&A, capital markets transactions, bankruptcy and restructuring, asset auctions and trading mandates, and project development and finance transactions. Key clients include AES Corporation, NRG Energy, Southern Power and Vectren Corporation, the last of which the team advised on its $6bn merger with CenterPoint Energy. 2018 also brought a number of new arrivals, including San Francisco-based Jeff Kayes and Navi Dhillon, and New York-based Adam Griffin, all of whom joined from Morrison & Foerster LLP.
The team at Bracewell LLP is 'excellent' and regularly acts for fuel, transmission, and regulated utilities, in addition to retail and wholesale power companies in commodities and hedging transactions. The 'solutions-oriented' power practice is jointly headed by Houston-based Jessica Adkins and New York-based John Klauberg, who is 'extremely knowledgeable' and provides 'consistently high-quality service'. Klauberg and New York-based Elena Rubinov acted for Great Plains Energy in its stock-for-stock merger with Westar Energy. Other key clients include Hydro One, Entergy Corporation and Southern Power. Also in the New York office, Nicolai Sarad and Fernando Marin joined from Pillsbury Winthrop Shaw Pittman, LLP, and Frederick Lark left for Mayer Brown.
Milbank acts for debt and equity investors, private-sector project sponsors and government lenders in a variety of conventional power projects. The New York-based energy, infrastructure and finance group is jointly led by Daniel Bartfeld, Jonathan Green and Eric Silverman, and includes senior associate is Richard Hillman, who advises lenders and sponsors on a range of US and international project and structured finance transactions. The team recently advised Actis on its acquisition of InterGen’s Mexican portfolio of businesses for a consolidated enterprise value of $1.3bn. Other key clients include Credit Agricole, Entegra and Sumitomo Mitsui Banking.
Norton Rose Fulbright US LLP has experience of gas-fired power projects, corporate PPAs, gas hedges, and various forms of distributed generation and energy storage projects. Key contacts include New York-based Benjamin Koenigsberg, 'a true leader in every way', who focuses on the renewable sector, and Keith Martin, who is based in Washington DC and has 'tremendous knowledge of the project finance market'. Also recommended is New York-based Todd Alexander, who acts for developers and lenders in energy-related projects, including solar, wind, hydro, biomass, biofuel, fertilizer and clean coal facilities.
Orrick, Herrington & Sutcliffe LLP acts for independent power companies, private equity funds, electric utilities, power generation and transmission cooperatives and federal agencies in various types of financing and M&A transactions. The global energy and infrastructure practice is headed by Houston-based Blake Winburne, while the power practice is led by New York-based Tara Higgins, who advised GE Energy Financial Services on the mezzanine debt financing of the 1,182MW South Field combined-cycle, gas-fired power project in Columbiana County, Ohio. Other clients include Energy Solutions, Energy and Calpine Corporation.
Simpson Thacher & Bartlett LLP has experience of high-value transactions in the electricity, gas and water utilities sectors, and also advises on pipeline and energy infrastructure projects. Headed by David Lieberman in the New York office, the energy and infrastructure practice group acts for major corporates and financial groups such as American Electric Power, Citigroup and Siemens Financial Services. Also in New York, Justin Lungstrum advised Barclays on the provision of a $950m senior secured bridge credit facility to Energy Capital Partners in connection with the $17bn acquisition of Calpine Corporation.
White & Case LLP acts for financial institutions, private equity firms, public utilities, power generators and marketers, merchant transmission providers, project developers and state-owned entities. The New York-based project development and finance team is led by Arthur Scavone and includes Michael Shenberg, who specializes in energy-sector M&A, and Elena Millerman, who focuses on various financing transactions. In 2018, the team was significantly strengthened by a number of hires, who are primarily based in the Houston office. Jay Cuclis joined from Vinson & Elkins LLP, Steven Otillar was brought on from Akin Gump Strauss Hauer & Feld LLP, David Strickland joined from King & Spalding LLP, and Charlie Ofner and Christopher Richardson joined the team from Hunton Andrews Kurth LLP. Additionally, Dolly Mirchandani joined the New York office from Allen & Overy LLP. Morgan Stanley, BNP Paribas and EIG Global Energy Partners are other key clients.
Gibson, Dunn & Crutcher LLP
Gibson, Dunn & Crutcher LLP advises on M&A, project investments, financing and capital markets transactions, and project development and joint venture arrangements. Jointly headed in the New York office by Peter Hanlon and Nicholas Politan, the team acts for energy companies and lenders such as Avista, Terna Energy and Morgan Stanley. Hanlon and Los Angeles-based Jeffrey Krause recently advised Berkshire Hathaway Energy on its proposed acquisition of Energy Future Holdings and its 80% interest in Oncor Electric; the transaction was terminated following Energy Future Holdings' decision to enter into an alternative transaction with Sempra. In 2018, the New York and Washington DC offices were strengthened by the arrivals of George Stamas, Mark Director, Andrew Herman and Alexander Fine from Kirkland & Ellis LLP, while on the West Coast, San Francisco-based Robert Nelson joined the team from Shearman & Sterling LLP.
Skadden, Arps, Slate, Meagher & Flom LLP
Skadden, Arps, Slate, Meagher & Flom LLP has considerable experience of M&A, asset auctions, corporate joint ventures and strategic alliances, and project financing and development. Headed by Washington DC-based Lance Brasher, the energy and infrastructure projects group acts for public and private companies, private equity firms and infrastructure funds, banks and governmental entities. Other contacts in the Washington DC office include Paul Kraske, Ethan Schultz and Pankaj Sinha. The team has advised Combustion Emissions Reduction Technologies on the development of various refined coal projects. Michael Rogan retired.
Vinson & Elkins LLP is instructed by electric generation and transmission companies, distribution utilities, independent power producers, financial institutions, clean energy companies, power traders, and private equity and venture capital investors in M&A, investment transactions and project development and finance matters. According to one client, Houston-based practice head Trina Chandler is 'one of the best M&A lawyers in the industry'. Also recommended is Dallas-based Chris Rowley, who advised Oncor Electric Delivery Company on a $400m transaction with Sharyland Utilities to exchange Sharyland's retail distribution operations for a set of Oncor's transmission lines in West and Central Texas. Other key contacts include Katy Gottsponer in the Washington DC office, Maritza Okata in New York, and Houston-based Kaam Sahely, who is noted for his 'deep industry knowledge and experience'.
Baker McKenzie LLP has experience of project development and finance, and advises on corporate structures in relation to power plant ownership and operation, including tax planning and commercial contract negotiations. Chicago-based James P. O’Brien chairs the firm's global projects practice group, and New York-based Clyde Rankin, leads the North America projects group. Another contact in the New York office is Margarita Olivia Sainz de Aja, who advised Concesionaria Linea de Transmisión on a $175m hybrid refinancing of its 370km Cajamarca Transmission Line in Peru. Other key clients include Siemens Energy, Oncor Electric Delivery and Cummins. In the Houston office, David Lang and Natalie Regoli left for King & Spalding LLP and Simpson Thacher & Bartlett LLP, respectively, while Emeka Chinwuba joined the New York office from Norton Rose Fulbright US LLP.
Eversheds Sutherland acts for major bank lenders and conventional energy companies in a range of corporate, finance and projects matters. The team is based primarily in the Atlanta office and includes Dororthy Franzoni, who heads the renewables practice, Thomas Warren, who co-heads the energy projects practice, and Ram Sunkara, who leads on petrochemical and LNG matters. Also recommended is Herbert Short, who co-heads the global energy and infrastructure team, and acted for MUFG Securities Americas, RBC Capital Markets and US Bancorp, as underwriters, in a $500m financing transaction with Basin Electric Power Cooperative. Counsel Stephanie Kroger joined the Austin office from Hunton Andrews Kurth LLP. Shell, Momentum Solar and Goldman Sachs are also among the team's clients.
Hunton Andrews Kurth LLP acts for commercial banks, institutional lenders and development finance institutions, export credit agencies and project developers. The practice is headed by Jeffrey Schroeder, who is based in Washington DC and focuses on project finance and energy-asset transactions. Also recommended are Washington DC-based Larry Skinner and Houston-based Mark Thurber, who advised EmberClear Corporation on the $1.8bn development of the Harrison Power Plant, a 1,050MW natural gas-fired combined-cycle electric generating facility in Ohio. Other key figures in Washington DC include renewable energy and clean power practice co-chair Eric Pogue, and John Tormey, who focuses on energy project development. Myles Reynolds and Tab Urbantke joined the Dallas office from Vinson & Elkins LLP.
Acting for electrical utility providers, transmission entities, independent power producers and developers, Jones Day advises on the full range of corporate and commercial contracts associated with conventional power projects. In the Washington DC office, Gerald Farano and Danielle Varnell acted for NRG Energy in its sale of ownership in NRG Yield, in addition to its renewables energy development platform, to Global Infrastructure Partners for $1.4bn. Further, Farano assisted South Carolina Electric & Gas Company with its $180m acquisition of a natural gas-fired power plant in South Carolina, and Varnell acted for an energy-sector asset manager in its sale of stake in an electric generating facility. Jeffrey Schlegel heads the practice from the Houston office.
McGuireWoods LLP's energy industry group advises energy companies and private investors in project finance and development and energy-sector M&A. Ryan Purpura chairs the energy practice in the Pittsburgh office and the co-chair of the power sector in Baltimore is Brian Kelly. Active clients are Exelon, Dominion Energy and Direct Energy. Richmond-based Joanne Katsantonis advised Dominion Energy on a $14.6bn stock-for-stock merger with SCANA Corporation to create a combined company serving 6.5 million electric and natural gas distribution customers and operating in 18 states.
Morgan, Lewis & Bockius LLP advises publicly held utilities companies and independent power producers, engineering and construction firms, major lenders, and institutional investors and private equity firms on development, financing, acquisitions and disposals of power projects. Key contacts in the Boston-office include Michael Müller and Richard Filosa, who assisted Entergy Corporation with the establishment of a transmission company and subsequent development of a transmission project in the MISO service area. James Tynion leads the project finance and infrastructure group in the New York office, and Jonathan Morris acted for Linden Cogen Holdings in its $913m sale of 50% equity interest to a joint venture between subsidiaries of Tokyo Electric Power and Chubu Electric Power. In the Houston office, Jeffrey Dinerstein joined from Jones Day, and Sameer Mohan joined from Baker & Hostetler LLP.
The team at Paul Hastings LLP advises on corporate deals including M&A, asset disposals, and a variety of capital markets and financing transactions. Washington DC-based practice head William DeGrandis is 'fantastic, very proactive, and an excellent early warning radar for issues in a transaction'. Another key lawyer is San Francisco-based Peter Weiner, who has 'excellent industry knowledge' and is 'adept at handling tense situations'.
Shearman & Sterling LLP is instructed by power developers, energy companies and contractors, equipment suppliers, investment banks, institutional investors and other financial institutions. The US power team is primarily based in New York and includes Robert Freedman, who acts as global co-head of the sustainable development group and energy group, and Gregory Tan, who leads the project development and finance group. Recent highlights included the team acting for BNP Paribas Securities, Citigroup Global Markets, JPMorgan Chase, Sumitomo Mitsui Banking Corporation and The Bank of Nova Scotia, as joint lead arrangers and joint bookrunners, in connection with a financing transaction with Cometa Energía, which involved a secured debt offering and a credit facility to finance its $1.3bn acquisition of the InterGen portfolio of energy assets in Mexico. Paul Epstein was promoted to a partner and Helen Cook left the firm to become an independent legal consultant in nuclear energy. Further, Patricia Hammes and Howard Steinberg retired from the New York office.
Winston & Strawn LLP advises on project development and finance, in addition to a wide range of commercial agreements and corporate transactions involving energy assets and companies. The team is headed by San Francisco-based Joseph Karp and includes Washington DC-based Patrick Groomes, who focuses on corporate transactions and commercial matters in the electric power industry. Also recommended is New York-based Jonathan Birenbaum, who has experience of M&A and financing transactions. The team saw a considerable number of new arrivals including Washington DC-based Neely Agin, Patrick Groomes, Michael Loesch, and Michael Yuffee, and New York-based David Gillespie, all of whom joined from Norton Rose Fulbright US LLP. Additionally, Douglas Atnipp joined the Houston office from Greenberg Traurig, LLP and Thomas Trimble joined in Washington DC from Akin Gump Strauss Hauer & Feld LLP. Further, New York-based Richard Shutran, who joined the team from O'Melveny & Myers LLP, advised Steel River Infrastructure Fund North America on its sale of Peoples to Aqua America in an all-cash transaction of $4.3bn. Tyson Smith left the San Francisco office for Pacific Gas and Electric Company.
Allen & Overy LLP
Allen & Overy LLP advises financiers, sponsors and developers on a range of project-related issues including regulatory compliance, funding, PPAs and project structuring and construction agreements. Contacts in the New York-based team include Kent Rowey, who heads the projects, energy, natural resources and infrastructure group, and Dorina Yessios, who focuses on power project financing. The team is particularly well known for its ability to 'deal with multiple legal jurisdictions'. In one example, Yessios advised Genrent del Peru on the $106m refinancing of a 80MW thermo-electric facility located in Peru. Jilian Ashley and Andrés Arnaldos joined the New York office at the end of 2017 from JP Morgan and Milbank, respectively, while Mitchell Silk left to join the US Department of the Treasury.
Cleary Gottlieb Steen & Hamilton has particular expertise in transactions in the electricity sector, including power generation, distribution and transmission agreements. The team is based in New York and is jointly headed by Richard Cooper, who focuses on domestic and international restructurings, and Jeffrey Lewis, who specializes in financing transactions. Acting alongside colleagues in South America, Lewis acted for Enel in connection with its $1.5bn acquisition of a 73% stake in Eletropaulo by way of a highly disputed public tender.
Dentons’s US energy practice is jointly headed by Clint Vince in the Washington DC office, and Carl Steen, who divides his time between the New York and Los Angeles. The practice co-heads recently advised Tri-State Generation & Transmission Association on its potential acquisition of certain energy storage facilities and its participation in the Mountain West Transmission Group. Barry Cannaday joined the firm from Gray Reed, and splits his time between the Dallas and Houston offices. Clients include Colorado Springs Utilities and Municipal Electric Utility Association of New York.
DLA Piper LLP (US) advises clients on transactions involving power and infrastructure assets, and also handles the development and financing of power generation facilities across multiple sectors. Based across the firm's New York and Washington DC offices, the team 'fully understands the transaction specifics and all associated risks' and takes 'a pragmatic approach' while still 'thinking outside the box'. Washington DC-based Gregory Smith and Timothy Moran jointly lead the practice group. Another New York-based contact is Philip Corsello, who is rated for his ability to 'recognize the bigger picture and simply get deals closed'. Recent highlights have included the team advising Overseas Private Investment Corporation and CDC on the $120m financing of a 50MW gas-fired power project in Conakry, Guinea, which will be the first project-financed IPP in Guinea. Other key clients include Credit Agricole, Exelon Generation and EDF Trading North America. Joseph Tato left for Covington & Burling LLP.
K&L Gates has 'a large bench of experienced lawyers', who advise on national and international energy transactions, including M&A, joint ventures, debt and equity offerings, and project finance and development. The power practice is jointly led by Washington DC-based William Keyser, who focuses on transactions involving the electricity and capacity markets, and Seattle-based David Hattery, who has particular expertise in the construction sector. Other recommended lawyers in Seattle include the 'sagacious' Eric Freedman, Elisabeth Yandell McNeil, who is 'extremely detail-oriented and seems to effortlessly organize complex transactions into bite sized pieces that are easily followed by internal business teams', and Elizabeth Thomas, who advised Hydro One on its $5.3bn all-cash merger with Avista. Also of note, Robert George and Edmundo de la Fuente joined the Houston office from Curtis, Mallet-Prevost, Colt & Mosle LLP.
Pillsbury Winthrop Shaw Pittman LLP acts for energy companies and multinational financial institutions in financing and capital markets transactions ranging from IPOs and secondary common stock offerings to convertible and unsecured debt offerings. Key contacts in the New York capital markets group include David Baxter and Todd Eckland, the latter of whom advised a group of underwriters led by Goldman Sachs on the offering and sale of $1.6bn of common stock and $863m of depository shares by Great Plains Energy Incorporated in an SEC-registered underwritten offering to fund a portion of its pending acquisition of Westar Energy. Washington DC-based Robert Robbins and Silicon Valley-based Stan Pierson are also names to note.
Reed Smith LLP
Jointly led by Houston-based Craig Enochs and Pittsburgh-based Nicolle Bagnell, Reed Smith LLP advises on business and commercial disputes including international arbitration, and also handles non-contentious project development and construction matters. The team has seen a number of personnel changes in 2018. In Washington DC, Colette Honorable and Regina Speed-Bost joined from the Federal Energy Regulatory Commission and Schiff Hardin LLP, respectively, and Todd Culwell was hired from Hunton Andrews Kurth LLP in the Houston office. Pittsburgh-based Ericson Kimbel left for Frost Brown Todd, and Philadelphia-based Robert Frank joined Holland & Knight LLP.
Stroock & Stroock & Lavan LLP
Stroock & Stroock & Lavan LLP provides advice on commodities and derivatives agreements and high-value energy transactions. The New York-based team includes Akshay Belani, James Bernard and Richard Madris, who have experience of transactions involving a range of energy projects, including power generation facilities, renewables, transmission and distribution facilities, gas and refined product pipelines, refineries and LNG facilities.