Kelann Brook Stirling, P.C.
Overview
Kelann Stirling focuses her practice on development and financing of energy and infrastructure projects. She has advised clients on a wide range of projects, within and outside of the U.S., with a focus on renewable power (including wind, battery storage and hydroelectric facilities) and energy transition technologies (including renewable fuels, carbon capture and sequestration, and hydrogen), conventional power, LNG and midstream gas gathering and processing facilities. Kelann also advises clients on matters relating to sustainable financing and is part of the Firm’s ESG strategy group. In addition, Kelann has significant experience in restructurings and acquisition financings in the energy and infrastructure sector.
Kelann has represented private equity investors, strategic investors, developers and lenders (including commercial and investment banks, export credit agencies, institutional investors, credit funds and governmental entities) and has experience in all aspects of structuring international and domestic infrastructure financings and negotiating and drafting finance and project development documents.
Kelann was recognized nationwide for her work in USA - Projects by Chambers Global in 2022–2024, in Projects (USA - Nationwide) by Chambers USA in 2021–2024, as a “Rising Star Partner” in Project Finance by IFLR1000 and as a 2019 Rising Star by Law360. In the 2022 edition of Chambers USA, clients note, “Kelann possesses an acute legal mind, analyzes the most complex issues in full depth and delivers practical advice.” “She is very creative, very hard-working and up to speed on the market.” She is also recommended by Legal 500 for Project Finance.
Experience
Representative Matters
Renewables / Energy Transition
- Represented Environmental Infrastructure Partner (EIP), a portfolio company of Ridgewood Infrastructure, in its $175 million refinancing of its existing delayed draw term loan facility in order to facilitate EIP’s continued development of its diverse portfolio of infrastructure projects focused on sustainable water, energy efficiency, transportation and communications projects with municipalities, universities and hospitals throughout the United States
- Advised Intersect Power in a $800 million credit facility to support the development, construction and operation of its renewables, energy storage and green hydrogen projects
- Advised TPG Rise Climate in its investment in Monolith Materials
- Advised infrastructure credit fund in connection with development loan for early stage solar and wind development company
- Advised Mas CanAm LLC in its $355 million sale of three renewable natural gas landfill assets to Kinder Morgan Inc.
- Advised TPG Rise Climate in its investment of $750 Million in Intersect Power
- Advised credit fund in connection with development loan for purposes of development of a hydrogen production project in California
- Advised TPG Rise Climate in its $300 million investment in Summit Carbon Solutions, which is developing a large-scale carbon capture and storage project in the United States
- Advised infrastructure fund in its arrangement with a strategic partner to invest in and deliver sustainable essential infrastructure projects throughout the U.S. to municipalities, universities, schools and health care systems (MUSH), and the related third party financing for such projects
- Advised The Forest Road Company LLC on its $50 million investment in Cherry Street Energy LLC, a distributed generation renewable energy platform that designs, builds and operates projects under long-term power purchase agreements for large-scale municipal, university, commercial and industrial businesses
- Advised a private equity fund in connection with a potential investment in a carbon capture and sequestration joint venture with a subsidiary of a large oil and gas exploration company
- Advised a direct lender in connection with a proposed mezzanine financing for a retail hydrogen refueling station company participating in the California low carbon fuels standards program
- Advised global renewable power company in connection with preparation of a form corporate power purchase agreement for wind and solar projects across the U.S.
- Represented sponsors in connection with a $303 million private placement “green bond” financing of a 306 MW wind farm in Tamaulipas, Mexico*
- Represented Invenergy, Inc. in connection with the construction financing of Upstream Energy Center, a 202.5 MW wind farm in Nebraska*
- Represented sponsor in connection with the $2.3 billion financing of the AES Southland project, which included two battery energy storage systems totaling 110 MW in Arizona and California. This transaction was named the “2017 North American Power Deal of the Year” by PFI*
- Represented private equity sponsor in connection with the acquisition of a portfolio of 13 hydroelectric facilities in the U.S. totaling 584 MW of generating capacity*
- Represented bank lenders and note purchasers in connection with the refinancing of a 138 MW wind farm in the U.S.*
- Represented a private equity fund in the development of, and the later sale of, a 300 MW offshore wind farm project, located on the Kentish Coast of the UK*
- Represented Morgan Stanley & Co. Incorporated and certain of its affiliates in connection with the US$95 million financing of Altra lnc.'s acquisition of Phoenix Bio Industries, LLC, the owner and operator of an ethanol plant in California*
- Represented the initial lender and arranger in the $90 million project financing of an ethanol production plant near Canton, Illinois, for Central Illinois Energy, an energy cooperative*
- As in house counsel at InterGen Services Inc., advised financing and commercial teams in connection with development and operation of the 155 MW Energia Sierra Juarez wind farm in Baja California
Other Power
- Advising US infrastructure fund on numerous investments in gas fired power plants in the United States, and related financings thereof
- Advised agent in connection with the $500 million refinancing of a gas fired power plant project in Virginia
- Advising infrastructure fund in its arrangement with a strategic partner to invest in and deliver sustainable essential infrastructure projects throughout the U.S. to municipalities, universities, schools and health care systems (MUSH), and the related third party financing for such projects
- Represented MUFG in connection with refinancing of a gas-fired district energy system in the United States
- Represented Investec in connection with an amended-and-extend $329 million financing for the Rhode Island State Energy Center gas fired power plant
- Represented the lenders in the financing of 1,875 MW Guernsey Power Project
- Represented the lenders in connection with a letter of credit facility to support construction financing for a green field CCGT project in Pennsylvania
- Represented Macquarie in connection with the amendment and repricing of the project finance debt associated with the 940 MW Lordstown Energy Center in Ohio
- Represented sponsor in connection with the $2.3 billion project financing, including a private placement, construction loan and liquidity facilities, for the development of the AES Southland Energy
- Project, a portfolio of two gas fired power plants totaling 1244 MW, and two battery energy storage systems*
- Represented a US private equity fund in its acquisition of a gas-fired peaker power plant and an oil-fired peaker power plant in Ohio*
LNG
- Represented Global Infrastructure Partners in its sale of an equity stake in Phase 1 of NextDecade Corporation’s (NASDAQ: NEXT) Rio Grande LNG to ADNOC
- Represented Global Infrastructure Partners in its investment in Rio Grande LNG’s $18.4 billion Phase I development and project financing
- Represented agent in connection with the $3.4 billion Train 3 refinancing for Freeport LNG
- Represented a syndicate of international and regional banks and export credit agencies in connection with the $7.5 billion financing of the Cameron LNG project in Louisiana. This transaction was named the “Project Finance Deal of the Year” by IFLR in 2015*
- Represented an Asian investment company in connection with a bid to purchase equity in an LNG project in the U.S.*
- Represented a syndicate of international and regional banks and export credit agencies in connection with the $8.6 billion financing of the Australia Pacific LNG project in Queensland, Australia. This transaction was named “Asia-Pacific Oil & Gas Deal of the Year” for 2012 by PFI*
- Represented the mandated lead arranger in connection with $1 billion refinancing of a liquefied natural gas facility in Damietta, Egypt. This transaction was named "Middle East Refinancing Deal of the Year" for 2007 by PFI*
- Represented a syndicate of international and regional banks in connection with the $4 billion financing of the Qatargas 4 LNG project in Qatar. This transaction was named "Middle East Oil and Gas Deal of the Year" for 2007 by PFI*
Midstream
- Advised Third Coast Midstream, LLC, a midstream infrastructure business, in connection with its $550 million refinancing
- Represented private equity fund in connection with the acquisition of a compressed natural gas distribution company, and related refinancing
- Represented credit fund in $750 million unitranche financing for publicly filed midstream services company
- Represented Brookfield in connection with the US/CAD ~$1.4 billion financing of its acquisition of Canadian natural gas gathering and processing assets from Enbridge
- Representing private equity / creditor investment fund in connection with a term loan facility and debtor in possession financing facility in the Chapter 11 cases of Furie Operating Alaska, LLC, Cornucopia Oil & Gas Company, LLC, and Corsair Oil & Gas LLC, a gas production project
Other
- Counseled Orion Infrastructure Capital in its $125 million senior secured term loan facility to Alto Ingredients, Inc. (NASDAQ: ALTO), a leading producer and distributor of specialty alcohols and essential ingredients and renewable fuel producer
- Valaris plc and 89 of its subsidiaries in their prearranged Chapter 11 cases. Valaris, which is incorporated in the United Kingdom, is the world’s largest offshore driller by fleet size, owning 67 drilling rigs and operating in every major offshore hydrocarbon basin throughout the globe. Valaris filed Chapter 11 with a restructuring support agreement and backstop commitment agreement to fully equitize all $7.1 billion of its prepetition funded debt, consisting of an unsecured revolving credit facility and 15 series of unsecured notes. The noteholders supporting the restructuring also have committed to a fully backstopped rights offering for $500 million of new secured notes upon emergence from Chapter 11 as well as to provide a $500 million DIP financing facility
- Represented Ares portfolio company in connection with out of court restructuring of over $1 billion of opco and holdco financing
- Represented Savage Companies in connection with 4(a)(2) private placement financing of a rail facility in the United States
- Represented private equity fund in connection with financing and project related aspects of the purchase, together with a strategic partner, of an interest in a gas station operator with gas station and convenience stores across the United States
- Represented lenders to an investment management company in connection with the financing of its acquisition of a crude oil pipeline in Oklahoma*
- Represented Korean sponsor in connection with a bid to acquire a U.S. petrochemical facility, including committed financing from the Export-Import Bank of Korea and the Korea Trade Insurance Corporation*
- Represented a syndicate of international and domestic commercial banks in connection with a Nigerian oil forward-sale financing*
*Matter completed prior to joining Golden Flag
Clerk & Government Experience
Judicial ClerkJudge Richard A. CardamoneUnited States Court of Appeals for the Second Circuit
Prior Experience
Associate, Latham & Watkins LLP
Director and Corporate Counsel, InterGen Services Inc.
More
Thought Leadership
Publications
“Tax-equity Financing” chapter, The Project Finance Law Review – Edition 3, June 2021
Co-author, “Biden Charts Future of U.S. Infrastructure in Ambitious American Jobs Plan,” Golden Flag Alert, April 2, 2021
“Tax-equity Financing” chapter, The Project Finance Law Review – Edition 1, June 2020
“Tax-equity Financing” chapter, The Project Finance Law Review – Edition 1, June 2019
Co-author of the United States country report for Project Finance Report 2017, an IFLR publication
Co-author of “Multisource Project Financing,” The Principles of Project Finance, a project finance text edited by Rod Morrison
Seminars
Panelist, “How Secure Is Your Performance Security? Performance Bonds, Parent Guarantees, and Letters of Credit” The Foundation of Natural Resources and Energy Law Institute, July 21, 2023
Moderator, “Renewable Energy Outlook” Kayo Infrastructure Summit, November 2022
Panelist, “Is the Energy Transition Under a Threat?” REFF Wall Street, September 2022
Speaker, IJ ESG North America 2021, hosted by IJ Global, Panel on Examining the Environmental Policy Shifts Across North America
Moderator, Innovation and Investments in ESG Through Green Bonds and Sustainable Finance Webinar, March 31, 2021
Moderator, 2020 Kayo Infrastructure Summit, Panel on Renewable Energy Investor
Moderator, 2019 DOE Energy Storage Summit, Panel on Capital Providers
Moderator, 2019 Kayo Women’s Power & Infrastructure Summit, Panel on Trends in Project Finance
Speaker, Power Finance & Risk Corporate Offtaker Roundtable 2019 (published by Power Finance & Risk on February 22, 2019)
Moderator, 2019 Harvard Business School Venture Capital & Private Equity Conference, Panel on Energy & Infrastructure
Recognition
Recognized for Projects (USA) by Chambers Global, 2022–2024
Recognized for Projects (USA - Nationwide) by Chambers USA, 2021–2024
Recognized as a “Rising Star Partner” in Project Finance by IFLR 1000, 2021–2022
Recognized as “Top 21 in 21: Women in Infrastructure” by Kayo Conference, 2021
Recognized for Energy: Renewable/Alternative Power by The Legal 500 United States, 2020–2021
Recognized for Project Finance by The Legal 500 United States, 2019–2023
Recognized as “Rising Star” for Project Finance by Law360, 2019
Memberships & Affiliations
Chair of NYC Bar Association Project Finance Committee for 2023
Member of New York City Bar Association Project Finance Committee for 2021
Member of Law360’s Project Finance Editorial Advisory Board for 2020
Credentials
Admissions & Qualifications
- New York
- California
- District of Columbia (inactive)
Education
- Cornell Law SchoolJ.D.magna cum laude2004
Order of the Coif
Managing Editor, Cornell Law Review
- Boston UniversityB.S., English & Sociology2001
Valedictorian, Sociology Major
Phi Beta Kappa
Alpha Kappa Delta