Energy and Utilities
We focus on the renewable/alternative/deregulated sectors of the energy industry.
Renewable/Alternative Energy Development and Finance

We have extensive experience in the energy industry, ranging from representation of developers of power generation projects and purchasers of power on the wholesale market to utility regulation.  Our Energy Group professionals have deep, true hands-on experience in these sectors that produces practical and results-oriented advice.  We combine this experience with our tax, regulatory, real estate and corporate practices to create an integrated suite of legal services for our energy and utilities clients.

We work with many of the nation’s leading developers, owners, operators, investors and lenders involved in the production of power and fuels from biomass, hydropower, wind, solar, cogeneration, landfill and bio-gas, and alternative fuel feedstocks.  We tailor our services and costs to the very specific needs of this national industrial sector.  We don’t try to be all things to the energy industry.  We don’t do oil and gas leasing, nuclear licensing, or international energy consulting.  What we do – and do well – is focus on the North American alternative energy industry, aiming to be the best, most cost-effective provider of legal services to our specific sectors.

Our experience includes:

  • Representing purchasers and sellers of renewable energy development companies in mergers and acquisition transactions;
  • Negotiating energy sales, real property and construction agreements;
  • Qualifying projects for federal and state subsidies, including the negotiation of complex tax efficient structures, renewable energy credit applications and fuel RINs;
  • Negotiating and closing debt/leveraged lease/equity financings for developers and capital providers;
  • Making filings and appearing before the Federal Energy Regulatory Commission and other federal and state regulatory agencies around the United States, including public utility commissions, siting councils and environmental agencies; and
  • Providing clients with timely updates of new and relevant legislative opportunities such as federal tax credit changes and state renewable energy credit programs.

Explore the details of our practice and knowledge and background of our professionals below.

Representative Matters
  • Represented prominent solar PV company in its acquisition by one of North America’s largest renewable energy developers, including negotiation of complex membership interest purchase documents, asset diligence presentations, management earn outs and employee issues.
  • Represented one of the world’s largest solar developers in the successful acquisition of a large portfolio of solar PV projects in North Carolina, including deal structuring and development of an earn-out mechanism that facilitates third-party investment and mitigates development risk.
  • Represented numerous solar developers in acquisition and due diligence of solar project companies in multiple jurisdictions developing and operating solar projects of various sizes including: utility scale, distributed generation, rooftop and community solar projects
  • Represented solar companies in the acquisition and development of solar projects on municipal landfill and wastewater treatment facilities.
  • Advised lenders financing wind projects including the largest wind power project currently operating in New England.
  • Represented developer of California’s largest biomethane-fueled fuel cell generating facility on all aspects of project development and financing, including state and federal energy regulatory matters, power and REC offtake contracts, construction and warranty issues, change-in-law risks and rulemaking proceedings.
  • Advised one of Massachusetts’s largest cogeneration facilities on regulatory changes regarding steam sales and on qualification for Massachusetts’s Alternative Energy Portfolio Standard, making it one of the state’s largest AEPS-qualified facilities.
  • Represented the developer of a new biomass-fueled power plant in Connecticut, including the management of the competitive solicitation for renewable power purchases, negotiating interconnection and related ancillary agreements, analyzing the site’s brownfield status and negotiation of releases from state and federal environmental agencies, structuring financing solicitations, negotiating the EPC agreement, and negotiating tax equity and debt financing commitments.
  • Advised multiple clients on eligibility for carbon credits, including advocacy before regulatory agencies to prevent permit changes that would deny credits for voluntary GHG destruction.
  • Represented a Canadian power development company in the acquisition of a portfolio of U.S. hydropower plants, including full legal due diligence review of real property, water rights, and FERC regulatory issues.
  • Assisted a Fortune 200 company developing an internal cogeneration plant fueled in part by landfill gas from a nearby landfill, and advising on tax credit availability and utility interconnections.
  • Represented utilities in franchise proceedings, rate-making and financing proceedings.
  • Represented utility seeking regulatory approval of long-term firm transportation agreements.
  • Represented a municipality in the acquisition of a publicly traded water utility and settlement of an eminent domain proceeding.
Alternative/Renewable Energy

We work with many of the nation’s leading developers, owners, operators, investors and lenders involved in the production of power and fuels from biomass, hydropower, wind, solar, cogeneration, landfill and bio-gas, and alternative fuel feedstocks.  From start-ups to publicly traded companies, we represent players at all levels of the renewable energy industry.  We conduct due diligence on all aspects of projects, including real estate, corporate, tax, and regulatory compliance.  We assist clients in project development from site identification and acquisition to interconnection agreements, and everything that happens in between.  We negotiate and document power purchase agreements, real estate purchases and leases, financing agreements, EPCs, tax equity agreements, and purchase and sale agreement (both for individual projects and for large project portfolios).

In addition, we regularly advise clients on regulatory changes affecting the alternative/renewable energy industry at the federal and state levels and represent clients before the Federal Energy Regulatory Commission and other federal and state regulatory agencies around the United States.  Our experience includes qualifying projects for federal and state subsidies, including renewable energy credit applications and fuel RINs.

Regulated Utilities

We have represented clients in several utility sectors, including gas, electric, water, steam and telecommunications.  Our attorneys have worked with investor-owned utilities, municipal utilities, and other parties in utility cases.

Energy Taxation

We have an extensive practice providing counsel to clients across the country who develop solar, landfill gas, wind, hydropower, biomass, and synthetic and other alternative and renewable fuel projects that qualify for federal tax credits under Sections 45 and 48 of the Internal Revenue Code.  Our experience includes negotiating and documenting tax equity transactions (partnership “flip” structures, “inverted leases” and other structures), as well as helping clients secure other tax benefits such as accelerated depreciation.

We represent corporations, partnerships and limited liability companies as developers, owners, investors and lenders in renewable energy projects.  We have significant experience identifying the federal, state and local tax issues that arise for each of these types of entities and assisting them to structure their operations and investments in tax-efficient ways.  We also have represented tax-exempt entities and individuals in the renewable energy sector and know how to help these taxpayers with the unique issues that can otherwise limit their access to tax-advantaged renewable energy projects and structures.

Business Formation

We assist early stage development entities in structuring business entities that anticipate future project development, growth and various types of financings. We also work with our clients to form special purpose entities that are tailored to particular operational or financing structures.  Our services include drafting corporate governance documents, maintaining corporate minutes and other records, and filing formation documents and annual reports with state agencies.

Professionals