Roald Nashi, P.C.

Power and Infrastructure

• Genesee & Wyoming Inc., a short-line railroad holding company and a portfolio company of Brookfield Asset Management and GIC Private Limited, in connection with the launch and closing of a multifacility debt offering. The financing includes a $2.725 billion term loan B credit facility, a $600 million revolving credit facility, a $700 million high-yield notes offering and is expected to include a £100 million UK credit facility.
• KKR on the signing of a definitive agreement pursuant to which investment funds and accounts managed by KKR agreed to acquire a majority stake in Avantus, a premier U.S. developer of large utility-scale solar and solar-plus-storage projects.
• Altus Power, Inc. in connection with the negotiation and closing of a $200 million first-of-its kind credit facility from Blackstone that leverages the strong appetite of insurance capital in providing long-term financing of solar assets.
• BlackRock Inc. (NYSE: BLK) on its $550 million investment on behalf of clients in the development of STRATOS, the world's largest Direct Air Capture facility, in Ector County, Texas.
• Brookfield Infrastructure Partners L.P., together with Ontario Teachers’ Pension Plan, in its acquisition of Compass Datacenters, a designer and provider of data centers for hyperscalers and cloud providers on campuses across the globe.
• Ontario Teachers’ Pension Plan in its $805 million convertible equity portfolio financing of a large portfolio of renewables assets owned by NextEra Energy Partners, LP (NYSE: NEP).
• Palistar Capital LP, an alternative asset manager focused on mission-critical communications infrastructure, and its portfolio company Harmoni Towers (Harmoni), in connection with Harmoni’s agreement to acquire Parallel Infrastructure, a leading tower platform and build-to-suit provider, from funds managed by affiliates of Apollo Global Management, Inc.
• Brookfield Infrastructure Partners L.P. (NYSE: BIP; TSX: BIP.UN) on its definitive agreement with Intel Corp. to jointly fund Intel’s under-construction semiconductor fabrication facility with Brookfield investing up to $15 billion for a 49 percent stake in Intel’s manufacturing expansion.
• Ontario Teachers’ Pension Plan in two related transactions involving a 2,520 megawatt renewable energy portfolio operated by NextEra consisting of 13 US based utility-scale wind and solar assets, three of which include battery storage. 
• The acquiring consortium and KKR, a leading global investment firm, in the definitive agreement where KKR and Global Infrastructure Partners (GIP), one of the world’s leading infrastructure investors, will acquire all outstanding shares of common stock of CyrusOne Inc. (NASDAQ:CONE), a premier global data center REIT, for $90.50 per share in an all-cash transaction valued at approximately $15 billion, including the assumption of debt. 
• KKR in connection with the signing of definitive documentation to acquire the Thermal business of Clearway Energy, Inc. (NYSE: CWEN, CWEN.A), for total consideration of $1.9 billion, subject to customary closing adjustments. Clearway's Thermal business, commercially known as Clearway Community Energy, consists of thermal infrastructure assets that provide steam, hot water and/or chilled water, and in some instances electricity, to commercial businesses, universities, hospitals, and governmental customers across the United States. 
• KKR in connection with the signing of definition documentation to acquire the Atlantic Aviation business of Macquarie Infrastructure Corp. (NYSE: MIC) for $4.475 billion. Atlantic Aviation is one of the largest portfolios of fixed base operations (FBO) in the world and operates at 69 airport locations across the globe.
• Oaktree Capital Management, L.P.’s Transportation Infrastructure Investing Group on its definitive agreement to purchase a significant minority stake in Rand Logistics, a leading Great Lakes marine transportation company, from American Industrial Partners (AIP). 
• KKR on its definitive agreements with NextEra Energy Resources (NYSE: NEE) and NextEra Energy Partners, LP (NYSE: NEP) to acquire a large portfolio of renewables assets.
• NorthRiver Midstream Finance LP in connection with an offering of $525 million of 5.625% senior secured notes due 2026.
• Brookfield Infrastructure in its $6.9 billion joint venture with Blackstone Infrastructure to acquire a 42% stake in Cheniere Energy Partners, L.P. (NYSE: CQP).
• Longview Power, LLC and its affiliates in connection with their prepackaged Chapter 11 cases involving the restructuring of approximately $355 million in funded debt. Longview operates a 710 net megawatt supercritical coal fired power generation facility in Maidsville, West Virginia that is at the forefront of the clean coal movement.
• Oaktree Capital Management, L.P. in partnership with Watco Companies, LLC in the acquisition financing of Dow Inc.’s rail infrastructure assets and related equipment at six major North American sites. As part of the transaction, Watco will enter into a long-term service agreement to provide rail services at Dow’s flagship locations in Freeport and Seadrift, Texas; St. Charles and Plaquemine, Louisiana; and Fort Saskatchewan and Prentiss in Alberta, Canada.
• Lenders in connection with the $3.4 billion Train 3 refinancing for Freeport LNG.
• GSO Capital Partners LP, an affiliate of Blackstone (NYSE: BX), in connection with an investment-grade term loan facility and a construction-to-term loan facility for Altus Power America, a market-leading solar power company that provides clean electricity to commercial, industrial and municipal clients across the United States.
• NorthRiver Midstream Inc., a portfolio company of Brookfield Infrastructure Partners LP in connection with a C$700 mm Term Loan A Facility in the financing of the acquisition of natural gas gathering and processing businesses from Enbridge Inc. The deal includes assets that collect gas from drillers in the Montney and Horn River Basins in British Columbia and Alberta. The unit has a total operating capacity of 3.3 billion cubic feet of gas a day.
• Brookfield Super-Core Infrastructure Partners, an infrastructure fund managed by Brookfield Asset Management Inc. (Brookfield), on an issuance by its acquisition vehicle, Bowie Acquisitions LLC (Bowie), of $1.325 billion of Senior Secured Notes pursuant to a private placement under the Section 4(a)(2) of the Securities Act of 1933 and a $110 million revolving credit facility provided by Mizuho Bank, Ltd. and MUFG Bank, Ltd.
• EIG Global Energy Partners in its $750 million acquisition financing of an equity interest in South Texas Midstream, LLC, a newly-formed joint venture with NextEra Energy Partners LP that owns and operates a portfolio of seven natural gas transportation pipelines and related assets in Texas.
• Brookfield Super-Core Infrastructure Partners, an infrastructure fund managed by Brookfield Asset Management Inc. (Brookfield), on its agreement with Dominion Energy, Inc. to transfer a 25 percent equity interest in Cove Point to Brookfield in exchange for cash consideration of just over $2 billion.
• Kodiak Gas Services, a portfolio company of EQT Infrastructure, in its acquisition of Pegasus Optimization Managers from affiliates of Apollo Natural Resource Partners.
• KKR in its $900 million acquisition financing of an equity interest in a newly-formed partnership with NextEra Energy Partners, LP that owns a geographically diverse portfolio of ten utility scale wind and solar projects across the United States, collectively consisting of approximately 1,192 megawatts. This transaction was recognized as “Americas Power Deal of the Year” for 2019 by Project Finance International.
• Crédit Agricole Corporate and Investment Bank, as lender, in an aggregation credit facility related to the development and deployment of a national network of residential solar panel systems by SunPower Corporation.
• ArcLight Energy Partners Fund VI, L.P. in the $536 million acquisition financing of its subsidiary TLP Finance Holdings, LLC.
• Brookfield Infrastructure in connection with a $1 billion term loan B facility and a C$200 million revolving credit facility in the financing of the acquisition of natural gas gathering and processing businesses from Enbridge Inc. The business includes 19 natural gas processing facilities with total operating processing capacity of 3.3 Bcf/d and 3,550 kilometers of gathering pipelines, with connectivity to major demand markets including the U.S. Pacific Northwest, U.S. Midwest and Western Canada.
• PES Holdings, LLC, a subsidiary of Philadelphia Energy Solutions LLC, in its Chapter 11 case in connection with securing a $900 million exit intermediation facility for its refining complex, which is the largest oil refining complex in the U.S. Eastern seaboard.
• Sithe Global Power, an affiliate of The Blackstone Group, in connection with the sale of its interest in the Bujagali hydropower project in Uganda.
• Brookfield Infrastructure Partners LP in the C$4.31 billion acquisition of natural gas gathering and processing businesses from Enbridge Inc. 
• Syncora Holdings in connection with the sale of its American Roads infrastructure business to global infrastructure investor DIF.
• Lenders in a $2.4 billion holding company financing for Freeport LNG which is supported by dividends from Trains 1, 2 and 3 of the Freeport LNG project.
• Lenders in a bank and tax equity financing of a 100 MW solar power plant in Clark County, Nevada owned by an energy company that designs and manufactures crystalline silicon photovoltaic cells and solar panels.*
• Lender in a $170 million aggregation credit facility related to the development and deployment of a national network of residential solar panel systems.*
• Private equity infrastructure fund in a $150 million levered recap transaction through a 4(a)(2) private placement.*
• Private equity infrastructure fund in a $500 million leveraged lease transaction of midstream assets leased to a national oil company.*
• Bank group in a $639 million refinancing of an interstate natural gas pipeline owned by a Fortune 200 energy company.*
• Bank group in a $200 million private placement financing of a new natural gas pipeline designed to serve central and southern Florida and owned by a Fortune 200 energy company.*
• Bank group in a $248 million financing of the 117.8 MWdc solar power plant in Kings County, California owned by energy company that designs and manufactures crystalline silicon photovoltaic cells and solar panels.*
• Bank groups in bank and tax equity financings aggregating $223 million of solar power plants in Kern County, California.*
• Commercial bank, as administrative agent, in a $75 million syndicated financing of a minority interest construction facility in a joint venture with a multinational energy company that owns an interstate natural gas pipeline.*
• Bank group in the financing of a 758 MW natural gas-fired power project developed by an infrastructure fund in Temple, Texas. This deal was named “Americas Power Deal of the Year” by Project Finance International magazine.*
• Commercial bank as administrative agent in amendments to, and settlements under, certain project documents following the term conversion of the financing of a 596 MW natural gas-fired power generation facility in San Diego, California.*
• National oil company with respect to supply of feedstock to, and purchase of various return streams from, a third party in the Kingdom of Saudi Arabia.*
• Export credit agency as international counsel in connection with the project financing of a new 300 MW wind power generation facility in Alberta, Canada.*
• Government entity in the Middle East in relation to a new mining investment law and its implementing regulations.*
• Investment bank as sole lead arranger in connection with the refinancing of an approximately 110 MW stoker coal-fired electric and steam cogeneration facility located in Rocky Mount, North Carolina and an approximately 220 MW modified stoker coal-fired cogeneration facility located in Richmond, Virginia.*
• Two investment banks as mandated lead arrangers in connection with the financing of a 758 MW natural gas-fired power project developed by an infrastructure fund in Sherman, Texas.*
• National oil company with respect to cogeneration projects developed in the Kingdom of Saudi Arabia through joint ventures of the national oil company and foreign investors.*

Other Corporate Finance

• Bank group in a five-year, $4 billion senior reserve-based revolving credit facility for an American oil and gas exploration and development company.*
• Bank group in connection with an oil and gas exploration and development company’s bankruptcy exit financing, including an $800 million senior secured term loan facility and a $400 million senior secured reserve-based revolving credit facility.*
• Bank group in a $300 million vessel construction facility for a company that owns and operates vessels used for coastwise trade of crude oil, petroleum, and specialty chemical products.*
• Bank group in a $1 billion senior term loan facility and a $2 billion revolving credit facility for a California oil and gas exploration and development company and intercreditor agreements entered into in connection with refinancings of the same through several junior debt tranches.*
• Bank group in a $800 million senior secured revolving credit facility and a $650 million senior secured term loan facility for a leading provider of standard specification offshore drilling services in connection with a spinoff transaction.*
• Bank group in a $1 billion senior secured term loan facility and a $600 million revolving credit facility for a Fortune 500 company specializing in the storage and transportation of natural gas.*
• Airline company in the export credit agency supported financing of the purchase of ten 777-300ER aircraft (multiple closings).*

*matter completed prior to joining Golden Flag

Simpson Thacher & Bartlett LLP, Associate