Practice/Industry Group Overview
We have multiple merger and acquisition attorneys with a significant focus in the energy industry, who regularly structure, negotiate and complete domestic and international acquisitions, divestitures and joint ventures, in transactions ranging in size from several million dollars to several billion dollars.
Understanding that each acquisition or divestiture opportunity is unique, we begin each assignment by working with our client to develop and implement specific strategies designed to achieve the client’s objectives. As we move from initial evaluation through due diligence and negotiation and on to closing and integration, we deliver solutions to the challenges that inevitably arise in order to achieve the client’s business goals.
The energy industry is a core focus of our Mergers & Acquisitions group, and our attorneys bring to the table both legal and industry expertise. Selected transactions are noted below:
- Represented a public utility in a $102 million divestiture of its regulated Missouri natural gas distribution business.
- Represented a midstream natural gas company in $265 million sale of its natural gas gathering, distribution, and transmission assets in Texas and Oklahoma, including favorable resolution of contested rights of first refusal over various assets.
- Represented a merchant energy company in the formation of a joint venture with ArcLight Capital for the $220 million acquisition of the Lodi underground gas storage facility then under construction in California, including advance payment of $110 million in the form of a secured construction loan from the joint venture to the seller.
- Represented a midstream natural gas company in the acquisition and development of an 18 bcf depleted field storage development project in Texas.
- Represented a merchant energy company in the purchase and later $180 million sale, through an auction transaction, of the Katy gas storage facility.
- Represented a seller in the divestiture of a Missouri intrastate natural gas pipeline business for $55 million.
- Represented a buyer in the acquisition, and ultimate disposition, of the Oasis Pipeline, a Texas intrastate natural gas pipeline.
- Represented a natural gas trading company in connection with negotiation of, and $10 million sale of assets to, a joint venture with an international conglomerate.
- Analyzed all material commercial agreements, implemented internal reorganization, and provided other assistance relating to a client’s natural gas liquids business in preparation for $1.35 billion sale of NGL gathering, fractionation, storage and marketing business and related pipelines.
- Represented Aquila, Inc., in connection with its sale to Great Plains Energy, which resulted from an auction process and was structured as a two-step sale involving (i) the sale of $940 million of regulated gas and electric utility assets in four states to Black Hills Corporation and (ii) the contemporaneous $1.7 billion acquisition by Great Plains Energy of the issued and outstanding shares of Aquila.
- Represented a public utility in connection with the negotiation and simultaneous announcement of the sale of four separate electric utilities to three separate purchasers, through an auction process involving more than 85 initial-round participants, for aggregate transaction proceeds in excess of $1 billion.
- Represented a merchant energy company in $175 million disposition of two merchant peaking power facilities in Illinois.
- Represent an electric utility in proposed separation and sale of California electric distribution assets.
- Represented an electric cooperative buyer in the purchase of regulated distribution assets located in Texas, Oklahoma and Kansas.
- Represented a buyer in the $265 million acquisition of St. Joseph Light & Power Company, a publicly traded electric utility company.
- Represented a public utility in the restructuring of the project financing and contractual arrangements associated with (including acquisition of an option to acquire) the Crossroads Energy Center, a 320 MW natural-gas fired peaking generation facility in Mississippi.
- Represented a buyer in the $450 million acquisition of an electric distribution company in Alberta, Canada.
- Represented a seller in the $1 billion divestiture of a vertically integrated electric utility company in Alberta and British Columbia.
- Represented a buyer in the $2 billion acquisition and subsequent divestiture of Midlands Electricity, a U.K. power distribution company.
- Represented a U.S. public utility in connection with the formation of joint ventures and acquisition of multiple electric utilities in Australia, New Zealand and the U.K. through governmental privatization transactions.
- Represent a domestic subsidiary of a major Japanese conglomerate in the ongoing analysis and acquisition of interests in U.S. power projects.
- Represented a seller in a proposed $50 million sale of four hydro-electric plants in British Columbia.
- Represented a merchant energy company in its entry into a $1.5 billion ($420 million cash) agreement for the acquisition of an independent power producer that held interests in more than 20 independent power plants and had six merchant power plants under construction.
- Represented a merchant energy company in the $225 million acquisition of a subsidiary of FirstEnergy that held interests in six independent power plants.
- Represented a merchant energy company in connection with the formation of a joint venture with Calpine Corporation for the construction and merchant operation of a combined cycle power plant, and the subsequent sale of the client’s interest and additional assets to Calpine Corporation.
- Represented a stalking horse bidder in a proposed acquisition of a 580 MW power plant from a bankrupt owner.
- Represented a seller in the $7.5 million divestiture of the Marchwood power plant development project in the U.K.
- Represent NYSE investment funds that invest in master limited partnerships across the energy value chain, including propane distributors and natural gas exploration, pipeline and storage companies.
- Represented a new Independent System Operator in its acquisition of the assets of an existing regional power pool.
- Represented buyers of propane assets and operations from independent owners / distributors in multiple states across the country.
- Represented a seller in the divestiture of a merchant energy loan portfolio for $250 million.
- Represent an investment fund that invests in companies in the renewable energy sector, including debt and equity investments in companies that develop and supply equipment to improve the efficiency of biofuel refining; engage in biorefining, wind and solar production; and develop other renewable energy resources and emerging alternative fuels.
- Represented a merchant energy company in the disposition of various energy-related derivatives and in the proposed disposition of multiple long-term natural gas supply agreements and related derivatives.
- Represented a seller in the sale and assignment of various power purchase and power sale agreements.
- Represented a landfill gas project developer in the sale of a 50 percent equity interest in a development-stage project for equity and debt of $30 million.
- Represented a partner in a joint venture for the construction and ownership of an ethanol plant in Iowa.