Willkie’s Project Finance & Investment group brings together renowned attorneys with deep experience and knowledge in the field of credit and capital solutions for a comprehensive array of market participants. The group advises sponsors, developers, investors, regulators, governments and lenders working across the energy, natural resources, telecoms and infrastructure space, including renewable and conventional power generation and transmission, LNG and other midstream projects, transportation, social infrastructure, and, more recently, hydrogen, battery and energy storage and distributed generation.
Our team has led billions of dollars of debt financing transactions and has actively participated in the growth and evolution of the industry since the 1990s. Our experience spans the gamut from traditional, single asset project finance, construction financing and corporate-level debt facilities, to innovative, first-of-their-kind, complex, structured financings. We have advised on financings involving third-party debt and equity capital invested at different corporate levels, at different times in the project lifecycle, and involving various government policy incentives, such as loan guarantees, and the monetization of various environmental attributes credits such as RECs, RINs and carbon credits. In addition, we have advised clients, particularly in the United States, on tax equity investments and other transactions involving the structuring and utilization of tax credits for the financing of energy and infrastructure projects. The Project Finance & Investment team has also been increasingly involved in advising on equity and quasi-equity capital solutions including convertible debt instruments, preferred and structured preferred stock, and warrants coupled with debt financing. As a result, our practice group has shepherded complicated multiparty financing transactions to successful conclusions and counseled clients on terms to ensure bankability, certainty of funding and operational flexibility while addressing lender protections and concerns.
Willkie’s Project Finance & Investment group is an international practice with members of the team located in offices in key financial centers including Houston, London, New York, Paris and Washington, D.C.
The practice is also geographically diverse, supporting projects all over the globe including in the Americas, Europe, the Middle East and Africa, including many award-winning financing transactions. The team leverages its breadth and depth of experience to provide clients with holistic, strategic advice addressing their immediate capital needs while also ensuring that the terms and structural elements facilitate future capital needs, expansions, partnerships, exits and the other “life events” in projects and companies in the energy and infrastructure industry.
Willkie has deep experience in some of the most complex and capital-intensive projects. Our greenfield project experience includes development and finance, while we also have a large footprint in brownfield projects, providing due diligence and M&A advice in the context of the structuring of project acquisitions and the drafting and negotiation of share purchase agreements and shareholder agreements, as well as advice on the structuring of refinancing and portfolio financings. Our Project Finance & Investment group leverages the strength of our firmwide practices to support our clients in a range of complimentary industrial and regulatory contexts, including energy regulatory, administrative law, environmental law, tax, asset management, foreign investment and dispute resolution.
Our Project Finance & Investment group is industry versatile and covers the full spectrum of projects; from infrastructure (including telecommunications, transportation, and social infrastructure) to traditional energy (including upstream, storage and pipelines, downstream and LNG) to renewable energy and the energy transition (including solar, wind, battery storage, biofuels and hydrogen).
The clients we work with include developers, operators, infrastructure and private equity funds, industrial players, asset managers, financial institutions, lenders and alternative financial institutions.
We offer support on a range of sophisticated energy and infrastructure projects and are capable of working on the full spectrum of project documentation including negotiating concession agreements, power purchase agreements, fuel supply and transportation, off-take arrangements, production sharing contracts, EPC and O&M contracts, joint-venture and shareholder agreements, share purchase agreements and finance documents.
In the framework of these projects, we also have an understanding of the regulatory aspects in a number of jurisdictions, including experience with local authorities or host governments.
Our deep experience advising lenders and borrowers spans the spectrum of types of financings of energy and infrastructure projects – ranging from negotiating bridge, construction or project financing for individual projects to reserve-based lending and a range of VAT and working capital facilities, to structuring and negotiating large and complex, multilevel financings involving portfolios of projects and mezzanine or back-leverage financing to holding companies. Those financings have involved a broad array of borrowers and lenders including international and domestic commercial banks, investment funds, insurance companies and other institutional investors, investment and merchant banking firms, multilateral development banks, export credit agencies and other international financial institutions and other financing institutions.
Our client base includes leading international private infrastructure funds and private equity funds as well as sovereign wealth funds for whom we may carry out the full spectrum of legal services, ranging from fund formation and the structuring of co-investment vehicles to the fund deployment in the context of projects.
Experience
- Bouygues Telecom on two strategic fiber network projects representing a €2.5 billion investment. They include Bouygues Telecom’s strategic joint ventures with Cellnex Telecom (for Project Saint-Malo) and Vauban Infrastructure Partners (for Project Astérix) to deploy a national fiber optic network in France to provide mobile and fixed fiber based connectivity and accelerate the roll-out of 5G in the country. Project Astérix named “Europe Fibre Deal of Year” at the 2020 Project Finance International (PFI) Awards.
- Caliche Development Partners, an Energy Spectrum portfolio company and developer of salt dome storage projects for hydrogen and other industrial gases, in its project financing supporting the development and expansion of its salt dome storage complex in Texas, including a new storage cavern for helium, the first underground helium storage facility in North America.
- Haddington Ventures on the creation of a $650 million equity syndication program to finance construction of the world’s largest green hydrogen platform. The project, ACES (Advanced Clean Energy Storage), received the first DOE Loan since September 2011. Named “Deal of the Year for Oil & Gas – Hydrogen – North America” at the 2022 IJGlobal Awards and won the “Net-Zero Transition Award” at the IFLR Americas Awards 2023.
- Meridiam and Hydrogène de France in the context of a photovoltaic plant with a hydrogen battery storage facility in French Guiana, financed on a limited recourse basis, with the revenue stream corresponding to payments received under a PPA with EDF SEI linked to the availability of the power plant. Received “Renewable Energy ESG Award – Americas” at the 2022 IJGlobal Awards.
- Peru LNG S.R.L. and its sponsors in the financing of a $3.8 billion liquefied natural gas export project and 408-kilometer pipeline in Peru, consisting of a $2.05 billion senior loan facility provided by the International Finance Corporation, Inter-American Development Bank, Export-Import Bank of the United States and other export credit agencies and commercial banks, a $200 million Peruvian bond offering and a $75 million working capital facility, which received a number of awards, including being named “Best Energy Deal of the Year” by LatinFinance and “Latin America Deal of the Year” by Project Finance International.
- Newlight Partners in an equity investment in BayoTech, Inc., a global leader in on-site hydrogen production. The proceeds will be used to accelerate BayoTech’s strategic growth through product development, project development and infrastructure expansion.
- Consortium formed and led by Meridiam including Strabag and supported by Munich Airport in connection with the successful bid for the privatization of the Sofia Airport in the Republic of Bulgaria, the signing of the concession agreement and the successful signing and closing of a limited recourse project financing for the project.
- STOA on its acquisition of a 12.3% equity stake, alongside Acciona, in Concessionária Linha Universidade S.A (Linha Uni), the project company to whom the São Paulo Metro Line 6 concession contract was awarded. The São Paulo Metro Line 6 is the largest public-private infrastructure project under construction in Latin America, valued at €2.3 billion (R$15 billion). Named “Deal of the Year for Transport - Latin America” at the 2022 IJGlobal Awards and “Project Finance Deal of the Year” at the IFLR Americas Awards 2023.
- CMA CGM and Puertos, Inversiones y Obras S.A.S. in connection with all aspects of the 30-year concession granted by Agencia Nacional de Infraestructura for the operation, maintenance and development of the Puerto Antioquia public use maritime terminal in Colombia.
- Panamint Capital, an energy transition platform, in structuring and negotiating new investment structure and equity and debt investments and commitments totaling over $2 billion from an affiliate of Global Atlantic, an insurance company subsidiary of KKR.
- Arevia Power, a U.S. renewable energy developer, in its $150 million senior secured loan facility with warrants to pay for development expenses, overhead and other working capital needs from Global Atlantic, an affiliate of KKR and GCM Grosvenor.
- Lenders selected by a consortium formed by Eiffage and Arcade VYV in connection with the financing of the multibillion-Euro CEGELOG concession agreement for the management of state-owned housing for France’s Armed Forces. Named “PPP Deal of the Year – Europe” at the 2022 IJGlobal Awards.
- Meridiam in its acquisition of a stake in the Gaziantep Integrated Health Campus PPP project in Turkey as well as the borrower and its shareholders in the successful restructuring of equity and senior financing of the project.’
- Lenders in connection with a €55.6 million senior secured loan facility and a €4 million VAT bridge facility in relation to the financing of the development by Allego (Meridiam’s affiliate) of over 2,000 electric vehicles charge points over 200 charging locations across France, in partnership with Carrefour, the first-of-its-kind special purpose project finance vehicle.