Energy + Infrastructure

Whether you are a developer, sponsor, investor, or lender — in a deal or a dispute — our Energy + Infrastructure lawyers will help you to create opportunity, minimize risk, and achieve your business goals.

From game-changing technologies and groundbreaking new laws, to cross-border acquisitions and bet-the-company litigation, our Energy + Infrastructure Group provides full-service legal representation across every facet of the multidimensional energy and infrastructure landscape, including renewable and conventional power, oil & gas (including LNG), mining, infrastructure (including transportation), and clean technology such as energy storage and efficiency. Our integrated group helps clients expand and overcome hurdles in a constantly changing market by providing access to experienced, multidisciplinary teams to address the most complex legal issues.

Our Energy + Infrastructure lawyers have deep experience in project development, project financing, and M&A and collaborate closely with colleagues in regulatory and litigation, environmental and land use regulation, patent and intellectual property, bankruptcy, securities, antitrust, tax, and dispute resolution on a global basis.

Population growth, fast-growing economies, and increased consumption in emerging markets will require an enormous investment in energy and infrastructure that the market is just beginning to address. With the global energy market requiring dynamic growth to meet the projected 50% rise in energy demand over the next 20 years, we expect a substantial evolution of the competitive landscape. Demand for renewable generation continues to rise, energy storage promises to help manage intermittent resources, and a deluge of new laws and regulations is being met with internal carbon goals at many of the world’s largest corporations. The critical need for addressing climate change — while simultaneously meeting population needs and addressing risks and shortages presented by inadequate and antiquated infrastructure — has never been stronger. To meet these challenges, our global Energy + Infrastructure Group provides a unique blend of essential legal services that clients need to achieve their goals.

We are a leading law firm in the area of project development and project finance, representing sponsors, contractors, state-owned entities, and lenders in numerous major energy and infrastructure projects across the globe. We have particularly extensive experience advising on LNG projects, including upstream (development, farm-ins and unitizations), liquefaction, regasification (land-based and floating), LNG sale and purchase (long-term, medium-term, and spot), and significant gas-to-power experience. LNG is emerging as a natural partner with renewables and our strength and depth advising the most cutting-edge tech developers alongside our first-in-class green energy and Cleantech practice makes us particularly well equipped to advise our clients during the energy transition.

Our market-leading clean technology and renewable energy practice helps our clients shape the still-emerging market for carbon-free electricity. Our broad-based renewable energy practice includes solar, wind, wave, tidal, biofuel, biomass, waste-to-energy, geothermal, and hydroelectric generation, as well as related clean technology areas such as energy storage, energy efficiency, demand response, smart grid, and advanced vehicles. Driven by renewable portfolio standards, greenhouse gas regulation, and changes in the markets, clean energy is a focal point of the modern electricity build-out, and we are the go-to law firm in this space.

Our lawyers have broad subject matter experience in energy and infrastructure in the following areas:

Project Development and Finance

Our team is well-versed in all aspects of the development, construction, financing, and restructuring of energy & infrastructure assets around the globe. With deep knowledge in novel or first-in-country transactions, including some of the largest, multi-tranched, limited-recourse financings, our project finance team advises on the most sophisticated project developments globally. Additional areas of focus include export credit agency/developmental institution requirements, political risk insurance, Islamic finance/sukuk, restructuring, and project bonds.

M&A/Private Equity

Our leading global private equity and M&A transactional practice counsels our energy and infrastructure clients on their strategic investments and portfolio management across these sectors. We specialize in cross-border transactions; mergers, joint ventures, and complex strategic alliances; private equity and going-private transactions; serial acquisition programs; corporate carve-outs and stock asset acquisitions; recapitalizations, bankruptcy, and distressed and leveraged transactions; consolidation and bid programs; tender and exchange offers; and advising investment banks in their capacity as M&A advisors.

Regulatory/Litigation

Energy and infrastructure projects are subject to a myriad of regulations, from permitting and environmental to financial. We collaborate with clients to undertake a full evaluation of national security implications, as well as to prepare relevant notifications, and work with CFIUS member agencies to address national security concerns presented by the transaction. We also work with clients to address (and preempt) potential political and public relations issues that may arise. We are among a small pool of law firms that are truly able to handle all these regulatory requirements.

Bankruptcy, Restructuring, and Insolvency

We counsel debtors, creditors’ committees, ad hoc committees, secured lenders, and other energy and infrastructure project participants in distressed markets. In particular, we have advised project participants in some of the more complicated project restructurings, often resulting in fresh financing, amended commercial arrangements, and allowing the project the opportunity to become operational and solvent (either to allow for successful future investment by equity holders or to prepare for a sale on behalf of creditors).

Impact Investment

The firm represents “impact” investors, from impact-first investors who expect to generate returns in the long term to investors who prioritize returns but want to ensure positive social or environmental impact (and/or mitigate negative impacts). Our lawyers work to ensure that energy, sustainability, and other investments have a positive impact by using new corporate forms, hybrid or “tandem” structures with nonprofits and for-profits, and alternative debt and equity instruments.

Derivatives & Commodities

We function as our clients’ partners in designing new products, assisting in concept development, providing risk and regulatory analysis, and preparing documentation. Our clients include the derivatives, commodities, and structured products groups at numerous investment and commercial banks, commodity dealers and users, insurance companies, mutual funds, hedge funds, other financial institutions, and public companies and holders of restricted equity securities. Our lawyers advise our energy and infrastructure clients on some of the most complex securities offerings involving derivatives as components of, or in connection with, highly structured financings, such as with deal contingent swaps involving F/X or commodities, first lien-secured commodity hedging facilities, and financing for hedge fund “fund-of-funds.”

Patent/IP

MoFo specializes in strategic patents and helping large companies commercialize IP across cleantech, energy, and infrastructure sectors. Our seasoned patent lawyerss also have deep experience representing investors in diligence, helping to reduce intellectual property risks, value IP, and identify opportunities to strengthen the patent portfolio. We have over 100 patent lawyers skilled in the strategic planning of a patent portfolio, several of whom have specific expertise in the energy and infrastructure industries.

Tax

We have extensive experience identifying tax and financial incentives available for solar, wind, and other alternative energy projects, including federal tax credits, U.S. Treasury grants, and structuring projects to accommodate tax equity investors. Our state and local U.S. tax lawyersadvise and assist project sponsors regarding potential property tax exemptions, investment tax credits and incentives, rebate programs, and other local incentives, and provide advice on structuring transactions to minimize potential transactional taxes and maximize the utilization of state and local income and franchise tax incentives.

Fund Formation

Our strong formation capabilities can be an engine to drive deal work in the energy and infrastructure sectors. We represent fund sponsors and investors in the formation and operation of all types of investment funds, including buyout, venture capital, and other private equity funds, funds-of-funds, distressed company funds, real estate opportunity and real asset funds, infrastructure funds, and hedge funds.

Government Contracts

We have experience handling litigation, compliance, and counseling matters for clients throughout the United States, Europe, and Asia. Our depth and breadth of experience allow us to tackle any issue that arises from doing business with the government, as well as the real-world challenges our clients face when those contracts break down or the government initiates an investigation.

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Experience

  • Minera Lumina Copper Chile (a joint venture between Pan Pacific Copper Co. and Mitsui & Co., Ltd.) in the $1.4 billion limited recourse project financing for the development of the Caserones Copper and Molybdenum Mining Project in Chile.

  • The Carbon Endowment (TCE) in partnership with The Nature Conservancy’s impact investment business unit, NatureVest, to secure TCE’s 501(c)(3) status and the firm’s future work to structure TCE into a “hybrid” nonprofit/for-profit dual entity structure, which will further its mission of reducing carbon dioxide emissions.

  • CGN New Energy on its $ 2.3 billion acquisition of the IPP portfolio of Edra Global Energy, located across Malaysia, Egypt, UAE, Pakistan, and Bangladesh.

  • JERA Co., Inc. and Osaka Gas Co., Ltd. in the $1.2 billion equity and $3 billion financing of, and long-term offtake arrangements for, the Freeport LNG Liquefaction Project—the largest fully non-recourse construction project financing in history. This transaction was awarded the 2015 Global Project Finance Deal of the Year by The American Lawyer, Deal of the Year for the Americas by Project Finance International, and 2014 North American Oil & Gas Deal of the Year by IJ Global.

  • Department of Energy (DOE) as loan guarantor in a limited-recourse project financing for construction of three concentrating solar thermal electric generating plants, totaling 392 MW, located near the Ivanpah Dry Lake in the Mojave Desert. Upon completion, Ivanpah became the largest concentrating solar power plant in the world.

  • EDF Renewables in its global tender for wind turbines for use in projects worldwide. We structured, drafted, and advised in negotiations and PTC safe harbor structuring of a Master Turbine Supply Frame Agreement with Vestas for approximately 2,000 MWs of turbines for use by EDF Renewables in projects worldwide with an innovative “share of wallet” structure.

  • An export-credit agency and lenders in the financing of the Talas de Maciel wind farm project in Uruguay.

  • A European commodity trading company and a major oil and gas company in the restructuring of the Jurong Aromatics refinery (in receivership) in Singapore involving KEXIM and K-Sure.

  • An oil and gas company on its divestment to Total S.A. of an operating interest in the Elk and Antelope gas fields and proposed Papua LNG liquefaction project in Papua New Guinea.

  • JERA Co., Inc. as the largest investor in a $1.58 billion, 1,100 MW natural gas-fired thermal power generation project, referred to as "Cricket Valley," in Dutchess County, New York. JERA owns an equity stake of approximately 44% in the project. We also represented them in connection with a $1.052 billion senior secured facility to the project company, a $175 million senior secured term loan facility to an interim holding company, and $709 million in total equity commitments for the project.

  • The finance parties (including commercial banks, Islamic finance institutions, and various export credit agencies (including COFACE, CESCE, K-sure, KEXIM, JBIC, NEXI and Hermes)) in connection with the US$14 billion Jubail Refinery and Petrochemical Project in Saudi Arabia, including four Islamic tranches and a sukuk bond.

  • Advising a Japanese trading house on the divestment of the Kaltim Pasifik Amoniak (KPA) ammonia plant project in Indonesia, as well as securing a long-term offtake of ammonia post-divestment.

  • Mitsui & Co., Ltd. and Tokyo Gas in the acquisition from Gas Natural and $750 million JBIC financing of 2,223 MW gas-fired power projects in Mexico and a related gas pipeline company.

  • Mitsui & Co., Ltd., in the formation of a joint venture in Brazil with Odebrecht TransPort S.A. (the transportation arm of Brazilian conglomerate Odebrecht S.A.), which will be devoted to developing and operating public-private partnership (PPP) projects in the Brazilian urban mobility transportation market.

  • The lenders in the $9 billion financing of the Qatargas II liquefaction facility (which included a U.S. EXIM bank and SACE facility) in Qatar.

  • The Asian sponsors on a proposed IPP project and an LNG import and regasification terminal in Sri Lanka.

  • Sumitomo Corporation in its purchase, development, and operation of the San Cristobal silver, zinc, and lead mine in Bolivia—one of the largest zinc mines in the world.

  • A major renewable energy company the IFC/OPIC financing of a solar facility in Bulgaria, the largest solar financing for IFC at that time.

  • A participant in the US$8 billion Tangguh LNG Train 3 Expansion Project in Indonesia. This project involved a US$3.7 billion multi-sourced financing from leading Asian ECAs and many commercial banks.

  • Tokyo Gas in its in its investment in a joint venture with ENGIE to develop and operate two wind projects and four solar photovoltaic projects located in Mexico, with an expected aggregate generating capacity of 720MW.

  • X-Elio in its divestment of a portfolio of Japanese solar assets consisting of four operating plants and three plants under construction with an aggregated capacity of 187 MW, to a consortium formed by Japanese institutional investors for an aggregate enterprise value of approximately $700 million.

  • A foreign sponsor/developer in the JP¥ 25.3 billion long-term project financing of a 59 MW solar project in Ishikawa Prefecture, Japan.

  • A Japanese utility company on its investment in a hydroelectric power business in Indonesia.

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