Energy & Sustainability

Transactional – Mergers & Acquisitions

• Represented XL, the leader in connected fleet electrification solutions for commercial and municipal fleets, in its acquisition of Quantum Fuel’s electrification division, as well as its $22 million Series D financings and Series A, Series B, and Series C financings.
• Represented FloDesign Sonics, developer of a unique acoustic cell processing platform for the industrialization of cell and gene therapy manufacturing, in its sale to MilliporeSigma.
• Represented Greentech Capital Advisors Securities, LLC as financial advisor to TerraForm Global in its sale to Brookfield Renewable Partners’, an owner and operator of clean energy power plants, for a total net investment of $750 million.
• Represented Greentech Media, Inc., which delivers renewable energy news, market analysis, and conferences that inform and connect players in the global clean tech energy market, in the sale of its business to Woods Mackenzie (Verisk Analytics, Inc.).
• Represented Altenex, the energy management network used by Fortune 1000 companies, universities, and municipalities to source clean power for their power portfolios, in its merger with NYSE-listed Edison Energy.
• Represented HydroPoint Data Systems, the market and technology leader in smart water management, in its acquisition of Baseline Irrigation Solutions.
• Represented NYSE-listed Stifel Nicolaus & Company, Incorporated as a financial adviser in the merger between Consolidated Coal Company and Murray Energy Corporation, the largest privately owned coal company in the United States.
• Represented Nasdaq-listed First Solar, Inc., a leading global provider of comprehensive photovoltaic (PV) solar systems, in its acquisition of TetraSun Inc.

Other Litigation

• Obtained preliminary injunctive relief in favor of gasoline franchisees concerning statutory rights of first refusal in connection with multi-state station purchase proposal.

Transactional – Venture Capital

• Represented Boston Metal, a company that focuses on producing metal with no pollution, in its $20 million Series A financing led by Breakthrough Energy Ventures, The Engine, and Prelude Ventures.
• Represented Gradiant Corporation, an industrial water recovery solutions company, in its Series A and Series B financings.
• Represented NanoSteel, a world leader in nano-structured steel material designs, in its Series C Convertible Preferred Stock Financing and Licensing Agreement with GM Ventures, as well as its Series A and Series B financings.
• Represented Cambrian Innovation, a commercial provider of distributed wastewater treatment and resource recovery solutions, in its Series B financing.
• Represented GreatPoint Ventures in the $30 million financing of Farmer’s Fridge, which makes fresh meals and stalks them in their self-service fridges.
• Represented T-REX, a leading enterprise software solutions provider for the complex financing of esoteric asset-backed securities and energy project finance, in its Series A financing.
• Represented True North Venture Holdings, a venture capital firm focused on early stage energy, water, agriculture, and waste investments, in a $20 million Series B financing of an undisclosed company.
• Represented ClearSky Power + Technology Fund I in the following financings: $5 million Series A financing of Sentient Energy, Inc.; $22.5 million Series D financing of iControl Networks, Inc.; and $17.55 million Series B financing of Modular Wind Energy, Inc.
• Represented NBD Nanotechnologies, which makes innovative coatings and additives that enhance the properties of product surfaces, in Series A and Series B financings.

Transactional – Private Equity

• Represented Spring Lane Capital, a private equity client that has developed and is executing on a novel business model combining project finance capital to deploy innovative technologies as well as traditional technology equity financing, with its first investments, a vehicle to finance the equity portion of waste gasification project financings to be developed by Aries Clean Energy and a direct equity investment into Aries Clean Energy.
• Represented WAVE Equity Partners, which invests in emerging market leaders in the energy, food, and water industries, in its investments in American Aerogel, Lionano, Heatworks, Intellihot, CHASM, and Living Greens Farm.
• Represented a university spin-out and its subsidiary in a transaction with a private equity fund focused on the energy industry, whereby the company spun out an existing business into a newco which received a double digit millions investment from the private equity fund and then paid a significant dividend to the company.
• Represent GoldenSet Capital Partners, a private equity fund focused on renewable energy projects, in structuring numerous deals as it deploys debt funding for clean energy projects.

Transactional - Securities & Capital Markets

• Served as counsel to Canaccord Genuity and Barclays in a $35 million public offering for NYSE-listed BioAmber, a sustainable chemicals company.
• Represented Aspen Aerogels, a leading energy technology company providing innovative thermal management solutions, in its $82.5 million IPO.
• Served as counsel to Canaccord Genuity in $32.5 and $37.4 million follow-on public offerings for Nasdaq-listed Rubicon Technology, a sapphire manufacturer.
• Represented EnerNOC in its $97 million IPO and subsequent financings in the aggregate of approximately $500 million.
• Represented the underwriters in the IPO of Ameresco on the NYSE.

Project Development & Finance

• Represented an energy and commodities trader in the acquisition of a 70MW solar project in California, and community solar projects in New York and Maryland
• Represented InfraRed Capital Partners, a leading global investment manager focused on infrastructure and real estate, in launching a new energy storage company with Hectate Energy called Hectate Grid.
• Represented Building Energy Holding US LLC, an affiliate of the multinational independent power producer Building Energy S.p.A, in the development and financing of an aggregate 18 MWdc solar facility comprising seven solar power systems and located in Annapolis, Maryland. The project is one of the largest solar PV projects built entirely on a capped landfill.
• Represented GoldenSet Capital in connection with debt and equity investments in a 40 MW portfolio of distributed solar projects located in the state of New Jersey. The projects have a combination of commercial and industrial offtakers, and when completed will include the largest net metered solar installation in the State of New Jersey.
• Served as borrower counsel on a $67 million back-leverage refinancing and tax equity buy-out for a solar PV project portfolio spanning over 35 sites across three states.
• Served as sponsor counsel on the acquisition and financing of over 55 MW of distributed-scale solar PV projects across five states.
• Serve as lender counsel with respect to a proposed 400 MW offshore wind project to be located off the coast of Massachusetts.
• Negotiated the EPC agreement for the Wind Technology Testing Center, North America’s largest wind blade test facility, as well as multiple testing services contracts with nearly all leading wind blade manufacturers.
• Served as project counsel on the development of a 5MW combined anaerobic digestion waste-to-electricity and biogas facility.
• Served as borrower and sponsor’s counsel for the debt and tax equity financing of a 15 MW geothermal project.

Bankruptcy & Restructuring

• Represented Synata Bio, Inc., a bio-based renewable energy company, as the winning bidder in a bankruptcy auction of a cellulosic ethanol plant and electricity cogeneration facility in Hugoton, Kansas. The seller, a subsidiary of Spanish company Abengoa S.A., was in Chapter 11 bankruptcy.
• Represented the chair of the unsecured creditors committee in the Chapter 11 of Walter Energy, a metallurgical coal company in the Northern District of Alabama. Issues included sale of assets and negotiation of general unsecured creditors trust.
• Representation of UMB Bank, National Association as indenture trustee in Texas Pellets, Inc., Louisiana Pellets, Inc., German Pellets Inc., LLC, and German Pellets Louisiana, LLC insolvencies and related bankruptcies.
• Representation of Bank of NY Melon as trustee in Chapter 11 of Calpine Corporation bonds. Represented indenture trustee of approximately $260 million of municipal bonds in gas fired cogeneration facilities in Chapter 11 proceedings.
• Represented Wilmington Society for Savings, FSB as member of the unsecured creditors committee in Energy XXI, Ltd. Served as counsel representing indenture trustee for convertible note holders retaining the largest, single unsecured notes claim in the Energy XXI bankruptcy case, which had in excess of $3 billion of secured and unsecured debt.
• Representation of indenture trustee of approximately $50 million of municipal bonds issued for the benefit of E3 BioFuels, LLC in Kansas Chapter 11 proceedings in the United States Bankruptcy Court for District of Kansas.
• Represented an ad hoc committee of noteholders in the Chapter 11 case of Edison Mission Energy culminating in a $2.65 billion asset sale and a multi-billion dollar global settlement with the debtors’ publicly-traded parent.

Intellectual Property

• Represent as sole IP counsel an innovator in developing ultra-efficient engines for light duty vehicles. The company’s engines still run on fossil fuels, but do so 30-50% more efficiently than currently available technologies – with little to no increase in cost relative to traditional fossil fuel engines. We provide a worldwide IP strategy and have taken its portfolio from only one issued US patent to more than a dozen issued US patents with a comparable number issued in Europe, China, Korea, and other overseas markets. We have also conducted competitive landscape analysis of the marketplace with a particular emphasis on its main competitors.
• Represent private equity-owned Wayne Fueling Systems, formerly a division of General Electric, which manufactures fuel dispensers for petroleum retailers and commercial fleets, and compressed natural gas fueling pumps. Mintz handles worldwide patent and trademark strategy and prosecution, and enforces those protections in the US and abroad. The firm's relationship attorney serves as outside patent counsel and sits on the patent review committee, working directly with the company's stakeholders in developing patent strategy.
• Represented a global oil and gas company in the procurement of intellectual property rights for exploration and monitoring technologies (geographic information systems, seismological measurement analysis, fluid dynamic measurement analysis) and extraction technologies (high pressure drill bit architectures, deep sea drill motor systems, computing systems for controlling and monitoring drill bits and drill motors).
• Drafted and prosecuted patent applications for an oil and gas division of a global manufacturer, which included working with technology such as fuel dispensers, subsea equipment for subsea refining operations as well as other technology used in an oil pipeline such as compressors.
• Conducted strategic patent landscape analysis for a research and development project on producing target chemicals, including analyzing patents in landscape and counseling on path to navigate the IP.
• Developed and grew a large patent portfolio surrounding biological production of target chemicals that included industrial fermentation, engineered microorganisms for biological production of target chemicals, biofuels production, and purification of biologically produced target chemicals.
• Defended HydroPoint Data Systems, the market and technology leader in smart water management, and its new employee against allegations of breach of a non-compete restriction. Plaintiff filed suit in Pennsylvania against our client and moved for an immediate temporary restraining order and preliminary injunction. The litigation was dismissed for lack of jurisdiction and the court also denied the TRO and injunction, leading the parties to what amounted to a walk-away settlement and dismissal of both the California and Pennsylvania actions. - UgMO Technologies v. HydroPoint Data Systems, 2013-10146 (Pa. Ct. of Common Pleas)

Litigation

• Represented Noble Energy Solutions, LLC in a Private Attorneys General class action case seeking wage and hour penalties.
• Represented a privately owned LNG supply company in the successful settlement of an arbitration concerning the alleged breach of a long-term LNG supply agreement.
• Represented a privately owned LNG supply company in the successful settlement of a dispute over the alleged breach of a nation-wide carrier agreement.
• Represent a major oil company in connection with a multi-state investigation asserting violations of Underground Storage Tank Fund statutes and regulations.
• Defended a chemical supplier in a contract dispute concerning the application of government credits for biodiesel production.
• Defended a fuel distribution company against California Proposition 65 claims involving the alleged distribution of leaded aviation fuel gas from private airports.
• Represented and advised a client in connection with potential disputes over rights to develop solar energy on properties located throughout the US.

Federal & Regulatory

• Represented an energy company in a FTC investigation of its $1.1 billion acquisition of a financial interest in another energy company.
• Advise wireless power clients on matters related to wireless charging at a distance.
• Advised SCADA and smart grid device manufacturers (Itron, Sensus, Aclara) on FCC rules for automatic meter reading (AMR/AMI) and other wireless device certification and compliance; importation and marketing; unlicensed and licensed spectrum use; and spectrum auction rules. Advocated for protection of unlicensed spectrum for utility applications and represented clients in other FCC proceedings. Handled FCC licensing for use of licensed spectrum. Advised on federal historic and environmental review laws and regulations concerning siting of deployments.
• Advised Emerson Electric on regulatory issues for communications network used at refineries, utilities, and other manufacturing facilities to track hazardous materials and other assets.
• Represented a residential solar company in FCC Enforcement Bureau investigations relating to unlawful radio frequency interference caused by equipment.
• Advised a radar manufacturer start-up on US market entry for avian detection and deterrence system used at solar arrays and wind farms.
• Advised an oil and gas pipeline company on lawful use of UAS (drones) to inspect pipelines and other facilities.