Energy & Infrastructure

clean energy

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Key Practices

Our attorneys have experience supporting energy and infrastructure companies and funds in a number of disciplines, including:

Mergers & Acquisitions

  • Represented Netrality Properties in the $142 million acquisition from Digital Realty of four network data centers including the separate acquisition of a colocation business from 365 Data Centers.
  • Represented a U.S. investor on a sale and leaseback, construction and development and debt financing of a 60MW build-to-suit data center for a major global technology business in The Netherlands, reported to be one of the World’s largest data centers and one of the first transactions of its kind with a total anticipated cost of EUR450 million.
  • Represented Berkshire Partners in its $461 million sale of Tower Development Corporation, a U.S.-based company that develops wireless communications infrastructure.

Private Equity

  • Represented a private equity firm in the $1.8 billion acquisition financing for Encana Oil & Gas’s Oil & Gas Assets.
  • Represented a private equity firm in its leveraged tender offer buyout of Japan Wind Development Company (JWD), a leading alternative energy firm in Japan.

Venture Capital

  • Stanford University. Acting for Stanford University endowment in connection with multiple investments in natural resources, including oil & gas funds and co-investments in fund-sponsored vehicles and alongside funds directly into companies.
  • Eversource. Represented Eversource in the Access Northeast Project, an equity investment in Algonquin Gas Transmission LLC (AGT), the owner of a natural gas pipeline. Eversource is joining investors Spectra Energy and National Grid in an effort to grow the capacity of Algonquin’s existing natural gas pipeline across New England and build out liquefied natural gas storage facilities in Acushnet, MA.
  • Eversource Energy. Represented Eversource Energy in its joint venture with Orsted AS, the global leader of offshore wind power, to develop deepwater offshore wind farms off the coast of the New England States.

Fund Formation

  • We represent both fund sponsors and fund investors; this balanced practice enables us to understand the concerns of both sides and craft creative solutions that address the needs of both sponsors and investors
    • Fund Sponsors: over the past five years, we have acted as fund counsel in organizing over 500 funds
    • Fund Investors: over the past five years, we have acted as counsel for over 100 separate investors in connection with their investments in approximately 2,250 private investment funds
    • Secondary Transactions: Over the past 10 years, we have completed approximately 350 secondary transactions
  • Buyer counsel for approximately 150 transactions, totaling over $14 billion
  • Seller counsel for approximately 200 transactions, totaling over $10 billion

Real Estate

  • Represented I Squared Capital in its acquisition with Veolia Energy of the Kendall Square Power Station, a 256 megawatt producer of electrical and steam energy.
  • Represented a group of homeowners whose sole means of vehicular and utility access was at imminent risk of being lost to climate change-induced sea level rise in advising the design and consulting team in the permitting process for the infrastructure.
  • Represented a multinational banking conglomerate in structuring the anchor investments by their domestic and foreign clients into a closed-end natural resources fund focused on the production and sale of oil and gas from unconventional production zones in North America.
  • Represented a leading multi-utility company in the purchase of power plants from American Electric Power.

Business Restructuring

  • Represented the official committee of unsecured creditors in connection with one of the largest of the wave of oil and gas industry bankruptcy cases.
  • Represented the Official Committee of Unsecured Creditors of an independent oil and gas exploration and production company that had $2.8 billion in first lien secured bank debt $1 billion in second lien bonds, and $4.7 billion in unsecured bonds and substantial trade claims.
  • Represented The Special Committee of the Sanchez Energy Board of Directors in an investigation analyzing potential claims relating to transactions between Sanchez Energy and Sanchez Midstream Partners for breach of fiduciary duties. Sanchez Energy is an independent exploration and production company focused on the development of oil and natural gas resources in the onshore United States.
  • Represented an ad hoc group of unsecured noteholders in the prepackaged chapter 11 cases of Forbes Energy Services Ltd., an oil and gas services provider.

Capital Markets

Intellectual Property

  • Solar Power. Methods of manufacturing solar cell arrays; production of amorphous silicon semiconductor materials; novel photovoltaic cells
  • Alternative Power. Microbial digestion for production of cellulosic ethanol; production and utilization of biogas; hybrid vehicle power systems
  • Electric Power. Environmentally-friendly energy storage devices; advanced fuel cell technology; dielectric impregnants; regional electric power distribution, optimization and market pricing; regional electric power load control and disaster prevention; tidal generation of electricity
  • Environmental. Aquifier contamination; oil tanker deballasting residue; atmospheric transformation of fossil fuel combustion products

Environmental Compliance

  • Represented Abiomed, a leading provider of breakthrough heart support technologies, in connection with environmental regulatory and diligence matters involving the expansion of the company’s campus and headquarters in Danvers, MA.
  • Represented Kohlberg & Co. in its acquisition of Sara Lee Frozen Bakery and Van’s businesses from Tyson Foods. The transaction required environmental diligence on two large-scale manufacturing plants, the negation of environmental liability allocation agreements and the transfer of numerous operational permits issued under environmental law.
  • Advised Coca-Cola Beverages Florida on the environmental diligence and structuring aspects of its acquisition of distribution territories and operation and productions facilities in South Florida from The Coca-Cola company.

Tax

  • Advised Eversource Energy on the tax aspects of its agreement to acquire Aquarion Water Company, the largest private water company in the region.
  • Represented Elliott Management Corporation on tax matters as part of a $2.5 billion equity investment in FirstEnergy that includes $1.62 billion in mandatory convertible preferred equity and $850 million of common equity.
  • Represented a multinational energy company before the Massachusetts Appellate Tax Board, achieving a complete victory in a multi-million dollar dispute over local taxes.

Integrated Practices

Ropes & Gray takes a uniquely interdisciplinary approach to help clients in a broad range of energy and infrastructure subindustries address their greatest legal and financial needs. Attorneys from over ten practice areas work together seamlessly to provide comprehensive support for energy and infrastructure companies as well as funds investing in this rapidly evolving space.

energy-infrastructure

Our clients include:

  • Electricity generators and distributors
  • Private equity and infrastructure funds
  • Energy-related technology companies
  • Energy developers
  • Investment companies and advisors
  • Private investors
  • Academic institutions
  • Telecommunications network operators
  • Real estate developers and managers
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