Jones Day - Services - Energy Delivery & Power Corporate Finance

Jones Day's Energy Delivery & Power team, together with our Capital Markets team, is continually involved in corporate finance transactions. We have assisted clients in public and private offerings of debt and equity securities, project finance transactions, synthetic and leveraged leases, secured and unsecured bank credit facilities, and derivative financial products. We also assist our energy delivery and power clients with SEC compliance issues.

Our experience in corporate finance matters for utility clients reaches back to the early 20th century. For decades, we routinely acted as counsel to issuers and underwriters in traditional offerings by electric and gas utilities of first mortgage bonds, fixed rate preferred stock, and common stock. As changes occurred in the industry, necessitating more flexibility and, in some cases, the disaggregation of vertically integrated utilities, we were instrumental in assisting many of our clients in modifying and eventually discharging their first mortgage indentures and amending their articles of incorporation to allow the issuance of more modern equity products. Over the last several decades, we have participated as issuer's or underwriter's counsel for several energy delivery and power clients in all of their significant public and private offerings of taxable and tax-exempt securities (including fixed and floating rate preferred stock, common stock, first mortgage bonds, secured and unsecured senior notes, medium-term notes, pollution control bonds, subordinated debt and trust preferred securities). Significant recent transactions for these and other clients include representation of Xcel Energy in a $400 million public offering of junior subordinated notes; Northern States Power Company in a $500 million public offering of first mortgage bonds; Oklahoma Gas and Electric Company in a $200 million public offering of senior notes; E.ON U.S. Capital Corp. in a $273 million tender offer for its medium-term notes; Xcel Energy in a $350 million exchange offer for, and subsequent registration of, senior notes; Kentucky Utilities Company and Louisville Gas and Electric Company in numerous tax-exempt pollution control financings and refinancings; and the underwriters in $214 million of tax-exempt pollution control refinancings for Dayton Power & Light.

The American Lawyer and Infrastructure Journal have each ranked Jones Day as one of the leading project finance firms in the world. The Firm’s project finance experience includes the development of thermal combined-cycle and cogeneration facilities, renewable energy plants, related merchant sales and tolling arrangements, and traditional power purchase agreements. Our clients have included El Paso Corporation, AEP, BP, Singapore Petroleum, Ameren, and South Carolina Electric & Gas. We also represent a number of banks and financial institutions, such as Citibank, JPMorgan Chase, Bank of Tokyo Mitsubishi, WestLB, The Royal Bank of Scotland, and Ambac, in project and structured financings. Recent notable transactions include representing affiliates of American National Power in connection with a $1.205 billion project financing for Coleto Creek Power, L.P.; Banco Bilbao Vizcaya Argentina in connection with €357 million project financing of ten wind power plants in Spain; and Banco Santander in connection with a $240 million project financing for electric lines in Brazil.

The Firm's lease financing practice involves U.S. and cross-border financings, with emphasis on providing greater economic benefits for our clients, both lessors and lessees. Our lease transactions have involved various types of assets, including rail equipment, power plants, oil production facilities, gas processing facilities, and interstate pipeline systems. Our lawyers also have extensive experience in the use of synthetic and leveraged lease structures for project financing and in specialized areas such as turbine construction facilities and other construction and bridge financing transactions. Recent notable transactions include: a $296 million leveraged lease financing for a 64 Mw thermal electric generating facility in Colorado that was the first leveraged lease financing of a concentrated solar plant in the United States; and a synthetic lease transaction for the financing of a 1,200 MW gas-fired power plant.

Another core service of the corporate finance lawyers within the Energy Delivery & Power team is the representation of borrowers and issuers of securities in a wide range of bank-related transactions, including secured and unsecured loans and loan syndications, letters of credit and other credit enhancements, structured receivable arrangements and asset-backed securities, and acquisition financing and equity participations. We have represented numerous power and utility clients in their revolving and term loan or other bank credit facilities (including amendments and renewals), including recent representations of Xcel Energy and its affiliates in an aggregate of $2.25 billion of revolving credit facilities; OGE Energy and its affiliates in an aggregate of $1.25 billion of revolving credit facilities; and Ameren and its affiliates in $1.0 billion of secured revolving credit facilities and $1.15 billion of unsecured revolving credit facilities.

As part of our corporate finance services, we offer advice on derivative financial products. The market for derivatives has grown in recent years, and our lawyers have developed and documented the full range of transaction types, including ISDA form swaps, hybrid and structured notes, swaptions, and related instruments. We regularly advise utility, nonutility, and trading companies on issues under ISDA Master Agreements relating to interest rates and commodity transactions, including electricity, natural gas and, more recently, the use of derivative transactions by a pension trust to hedge risk and enhance returns. Our lawyers have also represented clients in a number of derivative-related and commodity trading disputes, including claims arising out of the Enron bankruptcy.

	Print Page Email Page Select a Language Energy Delivery & Power Corporate Finance - Overview
Lawyers Staff Overview Experience Professionals News Publications Achievements Main Practice Energy Delivery & Power	Jones Day's Energy Delivery & Power team, together with our Capital Markets team, is continually involved in corporate finance transactions. We have assisted clients in public and private offerings of debt and equity securities, project finance transactions, synthetic and leveraged leases, secured and unsecured bank credit facilities, and derivative financial products. We also assist our energy delivery and power clients with SEC compliance issues. Our experience in corporate finance matters for utility clients reaches back to the early 20th century. For decades, we routinely acted as counsel to issuers and underwriters in traditional offerings by electric and gas utilities of first mortgage bonds, fixed rate preferred stock, and common stock. As changes occurred in the industry, necessitating more flexibility and, in some cases, the disaggregation of vertically integrated utilities, we were instrumental in assisting many of our clients in modifying and eventually discharging their first mortgage indentures and amending their articles of incorporation to allow the issuance of more modern equity products. Over the last several decades, we have participated as issuer's or underwriter's counsel for several energy delivery and power clients in all of their significant public and private offerings of taxable and tax-exempt securities (including fixed and floating rate preferred stock, common stock, first mortgage bonds, secured and unsecured senior notes, medium-term notes, pollution control bonds, subordinated debt and trust preferred securities). Significant recent transactions for these and other clients include representation of Xcel Energy in a $400 million public offering of junior subordinated notes; Northern States Power Company in a $500 million public offering of first mortgage bonds; Oklahoma Gas and Electric Company in a $200 million public offering of senior notes; E.ON U.S. Capital Corp. in a $273 million tender offer for its medium-term notes; Xcel Energy in a $350 million exchange offer for, and subsequent registration of, senior notes; Kentucky Utilities Company and Louisville Gas and Electric Company in numerous tax-exempt pollution control financings and refinancings; and the underwriters in $214 million of tax-exempt pollution control refinancings for Dayton Power & Light. The American Lawyer and Infrastructure Journal have each ranked Jones Day as one of the leading project finance firms in the world. The Firm’s project finance experience includes the development of thermal combined-cycle and cogeneration facilities, renewable energy plants, related merchant sales and tolling arrangements, and traditional power purchase agreements. Our clients have included El Paso Corporation, AEP, BP, Singapore Petroleum, Ameren, and South Carolina Electric & Gas. We also represent a number of banks and financial institutions, such as Citibank, JPMorgan Chase, Bank of Tokyo Mitsubishi, WestLB, The Royal Bank of Scotland, and Ambac, in project and structured financings. Recent notable transactions include representing affiliates of American National Power in connection with a $1.205 billion project financing for Coleto Creek Power, L.P.; Banco Bilbao Vizcaya Argentina in connection with €357 million project financing of ten wind power plants in Spain; and Banco Santander in connection with a $240 million project financing for electric lines in Brazil. The Firm's lease financing practice involves U.S. and cross-border financings, with emphasis on providing greater economic benefits for our clients, both lessors and lessees. Our lease transactions have involved various types of assets, including rail equipment, power plants, oil production facilities, gas processing facilities, and interstate pipeline systems. Our lawyers also have extensive experience in the use of synthetic and leveraged lease structures for project financing and in specialized areas such as turbine construction facilities and other construction and bridge financing transactions. Recent notable transactions include: a $296 million leveraged lease financing for a 64 Mw thermal electric generating facility in Colorado that was the first leveraged lease financing of a concentrated solar plant in the United States; and a synthetic lease transaction for the financing of a 1,200 MW gas-fired power plant. Another core service of the corporate finance lawyers within the Energy Delivery & Power team is the representation of borrowers and issuers of securities in a wide range of bank-related transactions, including secured and unsecured loans and loan syndications, letters of credit and other credit enhancements, structured receivable arrangements and asset-backed securities, and acquisition financing and equity participations. We have represented numerous power and utility clients in their revolving and term loan or other bank credit facilities (including amendments and renewals), including recent representations of Xcel Energy and its affiliates in an aggregate of $2.25 billion of revolving credit facilities; OGE Energy and its affiliates in an aggregate of $1.25 billion of revolving credit facilities; and Ameren and its affiliates in $1.0 billion of secured revolving credit facilities and $1.15 billion of unsecured revolving credit facilities. As part of our corporate finance services, we offer advice on derivative financial products. The market for derivatives has grown in recent years, and our lawyers have developed and documented the full range of transaction types, including ISDA form swaps, hybrid and structured notes, swaptions, and related instruments. We regularly advise utility, nonutility, and trading companies on issues under ISDA Master Agreements relating to interest rates and commodity transactions, including electricity, natural gas and, more recently, the use of derivative transactions by a pension trust to hedge risk and enhance returns. Our lawyers have also represented clients in a number of derivative-related and commodity trading disputes, including claims arising out of the Enron bankruptcy.