Biography
- Advising clients in all areas in the corporate energy sector including representation of buyers and sellers of renewable energy projects and borrowers in project finance transactions for renewable energy projects;
- Commercial bank financings and capital markets offerings of securities registered, and securities exempt from registration, under the Securities Act of 1933;
- Representation of public and private companies, both purchasers and sellers, in mergers and acquisitions including drafting and negotiating acquisition agreements and, with respect to public companies, preparing proxy statements and Form S-4 registration statements;
- Assisting clients with the filings under the Hart-Scott-Rodino Antitrust Improvements Act of 1976; and
- Representation of companies and individuals in connection with corporate reformation, reorganizations, shareholder agreements, joint ventures, raising private equity capital, shareholder disputes and other general corporate matters.
Professional Experience
Mercer Thompson LLC, 2009 – Present
- Of Counsel
MiMedx Group Inc., (NASDAQ – MDXG), 2011 – 2013
- Corporate and Securities Counsel
Troutman Sanders LLP (international law firm with 650+ attorneys), 2000 – 2009
- Associate
Kutak Rock LLP, 1998 – 2000
- Associate
Representative Transactions
- Counsel to Southern Power Company, subsidiary of Southern Company (NYSE: SO) in support of their acquisition of numerous renewable energy project companies, including wind and photovoltaic solar generating facilities, throughout the United States.
- Counsel to WEC Energy Group, Inc. (NYSE: WEC) in support of their acquisition of numerous renewable energy project companies, including wind and photovoltaic solar generating facilities, throughout the United States.
- Representation of an international private equity clean energy investment fund in project financing transactions (including tax equity, construction and back leverage financing) for multiple renewable energy facilities.
- Representation of a privately-held independent power producer in project financing transactions for multiple renewable energy and gas-fired facilities.
- Representation of WEC in its registered offering of $1.2 billion in Debentures.
- Representation of Wisconsin Gas LLC in its private placement of $200 million in Debentures.
- Representation of Wisconsin Electric Power Company in its registered offering of $250 million of Debentures.
- Representation of Wisconsin Electric Power Company in its registered offering of $250 million of Debentures.
- Representation of Wisconsin Electric Power Company in its registered offering of $250 million of Debentures.
- Representation of Wisconsin Energy Corporation, Wisconsin Electric Power Company and Wisconsin Gas in the negotiation and documentation of its revolving bank credit facilities in the approximate amount of $1.2 billion.
- Representation of Wisconsin Electric Power Company in its registered offering of $300 million of Debentures.
- Representation of an owner of a proposed new nuclear power expansion, as part of the law firm team, in connection with drafting and negotiating loan guarantee terms and conditions pursuant to the Department of Energy’s loan guarantee program.
- Representation of Elm Road Generating Station LLC (a subsidiary of Wisconsin Energy Corporation) in its offer and sale in the capital markets pursuant to Rule 144A of $420 million of notes secured by a collateral assignment of a long-term lease of the Oak Creek Unit 2 generating facility in January 2011.
- Representation of Wisconsin Energy Corporation and its regulated operating subsidiaries in negotiating and documenting revolving bank credit facilities of $1.2 billion in December 2010.
- Representation of Elm Road Generating Station LLC (a subsidiary of Wisconsin Energy Corporation) in its offer and sale in the capital markets pursuant to Rule 144A of $530 million of notes secured by a collateral assignment of a long-term lease of the Oak Creek Unit 1 generating facility in February 2010.
- Representation of Wisconsin Electric Power Company in its registered offering of $250 million of Debentures.
- Representation of Wisconsin Electric Power Company in the remarketing of its Pollution Control Refunding Revenue Bonds ($147 million aggregate principal amount).
- Representation of Matria Healthcare, Inc. (NASDAQ: MATR) in connection with its $1.18 billion sale to Inverness Medical Innovations, Inc.
- Representation of PNM Resources, Inc. (NYSE: PNM) in its $640 million divesture of its natural gas utility operations to New Mexico Gas Company, an affiliate of Cap Rock Holding Corporation.
- Representation of special committee of the board of directors of U.S. Xpress Enterprises, Inc. (NASDAQ: XPRSA) in connection with a $192 million cash tender offer by the founders in a “going private” transaction.
- Representation of SEMCO Energy, Inc. (NYSE: SEN), a Michigan natural gas utility, in its $867 million sale to Cap Rock Holding Corporation in a going-private transaction.
- Representation of a special committee of the board of directors of Thomas Nelson, Inc. (NYSE: TNM) in connection with its $475 million sale to a private equity firm.
- Representation of Matria Healthcare, Inc. in its $122 million sale of Facet Technologies, Inc. to a private equity firm.
- Representation of Georgia Pacific Corporation (NYSE: GP) in its $810 million divestiture of its building products distribution division to an affiliate of Cerberus Capital Management L.P.
- Representation of Spectrum EBP, L.L.C., a joint venture owned by JPMorgan Chase Bank, Wells Fargo Bank, N.A. and Wachovia Bank, National Association, in the sale of its on-line bill payment technology to Metavante Corporation.
- Representation as underwriter’s counsel in connection with City of Atlanta’s issuance of $900 million in water sewer bonds.
- Representation of the City of Atlanta in connection with the issuance of tax allocation district bonds in order to facilitate the redevelopment of a 138-acre brownfield site in Atlanta, Georgia commonly known as “Atlantic Station.”
- Representation of Securicor plc in its acquisition of all the outstanding stock of Argenbright Security, Inc.