Industries: Energy, Energy Regulatory & Utilities

Renewable Energy

Our Energy practice is on the cutting edge of legal and business consulting services that span the complete range of issues arising in today’s energy, environmental and infrastructure markets and encompasses a variety of renewable energy sources, transactions and regulation.

We represent developers, investors, industrials, utilities and customers of renewable energy facilities in connection with the development (including project documents), acquisition and financing of renewable energy projects, siting, interconnection and permitting issues, the purchase and sale of energy commodities (electricity, natural gas), the purchase and sale of renewable energy companies, capital raising transactions for renewable energy companies raising project and operating capital, and a variety of other transactions. Reflecting the interdisciplinary approach to legal and business problem-solving that generally guides our firm, our team has extensive experience in:

• Project development and Financing
• Renewable energy (commercial-scale, distributed generation)
• Traditional energy generation and transmission facilities
• Water and wastewater infrastructure
• Emission offset and mitigation projects
• Corporate Matters
• Regional Energy and Environmental Markets
• Energy and Environmental Regulation/Compliance (state, federal)

Particular areas where we have an active practice include solar, wind power, biofuels, landfill gas, biomass including biomass gasification, waste-to-energy, and hydropower. We counsel clients on:

• Energy regulatory requirements and compliance strategies attendant to energy projects;
• Project development strategies, including tax structure and evolving tax credit issues related to renewable energy projects and transactions under the Internal Revenue Code and state tax codes.
• Registration, commercialization and trading of renewable energy credits (RECs), carbon and other environmental assets in mandatory and voluntary markets throughout the United States and around the world.

Solar

Solar power projects, whether using concentrated solar power (CSP) or photovoltaic (PV) technologies, require experience in a myriad of legal issues, from the real property and permitting requirements, construction, installation and service contracts, to the interconnection, power purchase, REC or carbon agreements, all come into play for the successful financing, development, construction and operation of a solar power project to occur. McGuireWoods is able to draw upon its deep experience in energy projects, both renewable and non-renewable, as well as its specific expertise with solar projects to provide valuable counsel to investors, developers and lenders working on solar power projects.

Our legal services for solar projects include assisting with the agreements and processes related to project siting, finance and construction, including venture structuring, power purchase agreement development, EPC contracting, NEPA, environmental permitting and review of incentives, tax issues sources, regional energy market integration and participation, REC markets, and carbon management opportunities.

Representative Solar projects/transactions

• Represented retail company in development of owned rooftop solar power facilities at large warehouse in North Carolina.
• Represented land owner and affiliated PV manufacturer in development of solar power facility in New Jersey.
• Represented cold storage warehouse company in development of owned rooftop solar power facilities at large warehouse in Maryland.
• Represented Fortune 50 company in connection with two utility scale CSP projects with molten salt storage in the Southwestern United States, including a review and analysis of the EPC contracts and PPAs. We also reviewed state and federal tax benefits and governmental incentives related thereto.
• Represented U.S. solar development company in connection with commercial scale solar projects in Delaware and New Jersey, and investment in utility scale solar projects in Southwestern United States.
• Representing the largest U.S. bank-owned equipment financing company, as lender's counsel, on an approximately $10 million qualified energy conservation bond that will fund the addition of a one MW solar facility to the Fallbrook Public Utility District waste facility (San Diego).
• Representing the largest U.S. bank-owned equipment financing company in an approx $15 million new clean renewable energy bond and qualified energy conservation bond that will fund the addition of approximately four MW of solar PV to several city buildings.
• Represented Davidson College and Furman University in connection with development of on-campus solar PV generating facilities.
• Represented a solar PV development company in connection with roof top installations and below utility scale ground arrays, including installations for school districts, commercial owners, and state and federal entities, including EPC contracts, PPAs and channel agreements.
• Represented one of largest U.S. integrators in connection with EPC contracts for installation of 14 commercial-scale photovoltaic systems.
• Represented an integrator in several rooftop solar projects including both photovoltaic and thermal technology.
• Represented non-utility affiliate of U.S. utility holding company in considering development of solar arrays as part of a demand-side management program.
• Represented large German company in connection with investment in U.S. joint venture for development of 5 CSP projects totaling over 1000 MW in Western and Southwestern United States.
• Represented private equity firm in investment in a company established to develop, build, manage, operate and own utility scale and on-site distributed generation solar energy/photovoltaic projects.
• Represented a large-scale developer of alternative energy projects in the acquisition of a portfolio of wind and solar development projects located in New York and Pennsylvania.
• Represented solar development company in connection with rooftop solar PV projects at government-owned and privately owned facilities in North Carolina.
• Represented electric generation company in utility scale PV projects currently under development.
• Represented a solar development company in the forward sale of SRECs into the New Jersey renewable energy portfolio standard compliance market.
• Represented global independent power company in connection with PJM interconnection process, regional day-ahead market transactions, and New Jersey REC sale agreements for a Pennsylvania solar energy project.
• Advised utilities, independent power, financial services, and private equity firms on carbon offsets and carbon-related financial products traded on major U.S. and EU carbon exchanges; counseling on federal climate change policy.
• Represented independent electric power producer before Regional Greenhouse Gas Initiative (RGGI) market design and auction proceedings.
• Represented multiple renewable energy power producers before the Federal Energy Regulatory Commission (FERC) and state commissions on electric restructuring and project matters (e.g. interconnection agreements, market-based rate authority, transmission service, qualifying facility certifications).
• Participated in joint American Bar Association/Environmental Markets Association development of standard master agreement for the purchase and sale of RECs.

Biomass

For more details, see our biomass practice description.

Wind

McGuireWoods has worked on various stages of wind projects across the country, including turbine procurement and erection, O&M/Warranty/LTSA, BOP equipment procurement, BOP construction, state siting/CPCN, power sales, REC sales, PTC and other tax issues, and project financing.

Representative projects/transactions

• Represented wind power company and its principal shareholders in connection with $98 million sale of company to large international oil company’s alternative energy sub.
• Represented integrated electric and gas company in connection with purchase of membership interests in 164 MW wind energy generation facility for $17 million.
• Represented wind power company in connection with development of 220 MW wind project in Midwestern United States.
• Represented utility company in development of 164 MW wind farm in West Virginia, USA.
• Represented company developing transmission and storage project in Western United States serving several large wind projects combining those assets with large energy storage facilities to provide equivalent of firm wind power.
• Represented large-scale developer of alternative energy projects in acquisition of portfolio of solar and wind development projects.

On-Shore Representative Projects/Transactions

• Acquisition and disposal of on-shore wind farms in North America. Numerous new American wind projects include the full project development of wind farm deals, including construction of wind farms, purchasing of turbines and power purchase agreements. Disposal of several wind farms, some with and others without joint venture partners.
• Represented one of the nation's largest producers and transporters of energy in the $185 million project financing for Phase I of a major U.S. wind project and the $140 million financing of Phase II of the wind project.
• Represented one of the nation's largest producers and transporters of energy in the project financing for its Indiana wind projects. These also included the related joint venture agreements and tax work.
• Represented a green energy company in the sale of their wind projects and development pipeline to the solar power arm of a global energy company for about $120 million.
• Assisted one of the nation's largest producers and transporters of energy with its acquisition of a 50 percent interest in a planned Indiana wind farm from a global power company’s alternative energy business. The wind farm, to be built in Benton County, Ind., 90 miles northwest of Indianapolis, is expected to have 750 MW worth of annual generating capacity. This is our client’s second wind project. The company is a 50-percent partner in another 264-MW facility in Grant County, W.Va. It has another 413 MW of renewable generation in place that provides enough electricity to power more than 100,000 homes during times of peak demand.
• Representing an on-shore and off-shore project developer across the US and affiliate of client green energy company, in connection the sale of their wind projects and development pipeline to BP Solar for approximately $120 million.
• Acting for the nation’s largest bank holding company on several non-recourse project financings for wind facilities owned by governmental entities and cooperatives.
• North Dakota: two projects in the hundreds of MWs, one a PPA with construction agreements, LTSAs for turbines, the other project a BOT agreement and turbine LTSA.
• Arkansas: PPA and turbine agreements, preliminary work on construction before project was cancelled.
• West Virginia: interconnection agreement and facilities.
• Indiana: Preliminary work on several aspects of Indiana Project before project was sold, including preliminary work on PPA and turbine agreements.
• Virginia: advising a major electric utility in Virginia regarding two terrestrial wind sites, including securing around 2,500 acres for wind farm one site.
• Indiana: acquisition of a joint ownership in a 450 MW wind farm,
• West Virginia: Disposal of approx 150 MW wind farm, and purchase of over 200 MW wind farm.
• Midwest: extensive experience working with wind energy developers on several different projects, and counselled county governments in Illinois on developing wind energy siting ordinances.
• Appalachian region: advising on the siting of wind farms over underground coal and limestone mines.
• Oregon: represented the lenders in the closure of the non-recourse financing for a 6 turbine, 9 MW wind farm; transaction value $21 million).
• Virginia, West Virginia and Indiana; negotiation and structuring of joint venture arrangements, financing, tax and other matters (in addition to regulatory) for Dominion Resources on-shore wind facilities.
• Due diligence on project documents for several acquisitions and project financings, reviewing and commenting on PPA, turbine agreements, interconnection agreements, LTSA/O&M agreements and construction.
• Land leases for wind farms.
• Advising on zoning issues and negotiation with adjoining owners for erection of large turbines.
• Studied bird issues and negotiated for the lease of property to a turbine manufacturer including erecting demonstration turbines.
• Early state development agreements between developer and established companies requiring further development with money and experience.

Relevant regulatory work and publications by members of the McGuireWoods team:

• Preston Bryant of McGuireWoods Consulting, was the Commonwealth of Virginia’s Secretary of Natural Resources from 2006-2010. Mr. Bryant co-authored the state of Virginia's first-ever comprehensive state-wide energy plan, containing considerable alternative energy elements. This 177-page energy plan accentuated Virginia's coastal energy possibilities: wave, wind, algae to bio fuel, etc.
• Regulatory transmission related experience, in particular relating to the transmission interconnection process through either an RTO or a traditional utility/co-operative (and more generally FERC issues).
• Authored articles in North American Wind Power on wind power.

Experience in Illinois

• In Illinois, Kyle Barry, co-founded the Illinois Wind Energy Association (IWEA), a trade association in Illinois for wind energy developers and contractors
• Handle legislative affairs and assisted with association management issues for IWEA
• Provided a full range of services to the client for a proposed 300 MW project in Central Illinois including: message development, creation of collateral marketing materials and a brand for the project, assistance with landowner outreach and education, local and state government relations consulting and assistance with media relations
• Negotiated with county state’s attorney to enforce roads agreement and obtain road access permits for construction
• Northern Illinois wind energy project (8 MW)
• Currently assisting wind energy developer with land use issues relating to the development of at least two wind energy projects in east Central Illinois
• East Central Illinois wind energy projects (over 100 MW per project)
• Helped advise preliminary Western Illinois project with interconnection study and other interconnection issues
• Western Illinois wind energy project (up to 100 MW)
• Provided general, ongoing development assistance, including advice relating to taxes, land use, enterprise zone issues, as well as interconnection assistance to various wind energy clients
• Advised client regarding development of project LLCs and intellectual property issues
• Negotiated with county state’s attorney to enforce roads agreement and obtain road access permits for construction
• Drafted first wind energy siting ordinance in Illinois for county with no zoning code

Hydroelectric

McGuireWoods has worked on various stages of hydroelectric projects across the United States and in Europe. Projects included financing, capital raising, development, organizational, legislative, regulatory, power sales/PPAs and EPC contracts.

Representative projects/transactions

• Represented developer/owner/operator in the development (including state and federal regulatory work, permitting, real estate, power sales/PPAs, and EPC contracts) financing, operation and sale of an 80 MW hydroelectric project in West Virginia.
• Represented green investment fund in connection with its formation, capital raising and development activities for series of renewable energy projects in Eastern Europe, including solar, hydro, biomass, and wind, including solar PV facility in Potochnista, Bulgaria.
• Closed first $100 million in committed capital for green investment fund and began development of a series of renewable energy projects in Eastern Europe, including hydro, biomass, wind and solar.
• Represented clients that were principal parties in connection with oil, gas and hard mineral exploration, highway construction, telecommunications projects, power plant renovations, cross-border transmission capacity, hydroelectric power facilities, and a regional distribution grid in Kazakhstan.
• Represented a central Asian seller/lessor/grantor in the sale, lease, grant of concession and grant of management rights for a 2500 MW coal-fired power plant, cross-border transmission capacity, two hydroelectric power facilities and a regional distribution grid, respectively.
• Represented a leading manufacturer of paper products for inside-the-fence power generation (including both cogeneration and hydroelectric facilities) at nine paper and packaging manufacturing plants throughout the U.S, the sale of a hydroelectric project in Maine, and natural gas supply procurement for a paper plant in Virginia.
• Represented an automobile manufacturer in the sale of a hydroelectric facility on the Mississippi River in Minnesota.
• Served as lead counsel for the lenders in a $730 million financing of the acquisition of 1,855 MW of gas-and oil-fired power generation assets located in New York City, 655 MW of hydroelectric power generation assets located in various locations throughout New York State, and the recapitalization of the borrower’s existing investment in a power generation facility located in East Syracuse, New York.
• Represented developer of two low-head hydroelectric projects at dams on the Ohio River.
• Represented investor-owned utility buyer and one Virginia municipal utility buyer of hydroelectric power through PPAs with 24-low-head hydro PURPA QFs.
• Represented a municipality in the successful sale of a hydroelectric plant in Maine.
• Represented the lenders for the successful acquisition financing of 650 MW of hydro assets in New York State.
• Represented a municipality on FERC licensing and regulatory aspects of a hydroelectric facility.

Other Projects/Transactions

• Represented Charlottesville, Va.-based company developing rice-hull fired energy facilities in rural India, which recently won prestigious Global Business Plan Competition for university and business school students, co-sponsored by Draper Fisher Jurvetson and Cisco.
• Represented software company that has developed software to optimize traffic on electric grid, thereby improving grid efficiency.
• Represented hospital in Midwestern United States in connection with a geothermal heating and cooling system for new hospital complex.
• Represented the purchaser in the acquisition of an 80 MW wood-burning generating facility in Virginia.