Robert G. Stephens

Robert’s experience, including prior to joining Sidley, includes the following representations:

Renewable Energy

Wind

• Citigroup Energy Inc. in a 10-year secured hedge transaction for Bearkat Wind Energy II, LLC, the project company for a 162.25 megawatt(MW) wind project in Glasscock County, Texas, sponsored by Copenhagen Infrastructure partners. 
• Citigroup Energy Inc. in a 13-year secured hedge transaction for Midway Wind, LLC, the project company for a 163 MW wind project in San Patricio County, Texas, sponsored by Sammons Renewable Energy and Franklin Park. 
• Citigroup Energy Inc. in the negotiation and structuring of a 13-year asset-secured physical power purchase from Rio Bravo Windpower, LLC, a 238 MW wind project in Starr County, Texas, for which Longroad Energy is the sponsor. Also represented Citigroup Energy Inc. in the negotiation and structuring of a 10-year physical power purchase from Sterling Wind, LLC, a holding company for three wind projects, Cap Ridge Wind I, III and IV, representing 413 MWs of wind projects in Sterling and Coke County, Texas, for which NextEra is the sponsor. Both transactions are part of an ongoing set of wind project financings for Citigroup Energy where Citi is purchasing over US$450 million in energy from the projects.
• Citigroup Energy Inc., as first and second lien secured creditor in the negotiation and structuring of a US$200+ million, 13-year secured physical wind hedge for Shannon Wind, LLC, in connection with the US$280+ million financing and construction of a 204 MW wind power project located in the Texas Panhandle that was developed by Starwood and Alterra Power.
• Citigroup Energy Inc. in a secured hedge transaction for Fowler Ridge IV Wind Farm LLC.
• Citigroup Energy Inc. in the negotiation and structuring of a 14-year wind physical purchase for Pattern Panhandle Wind LLC, to hedge a 218 MW wind power project located in the Texas Panhandle being developed by Pattern Energy Group LP. 
• Citigroup Energy Inc. in providing a project asset secured wind hedge to Noble Environmental Power, in connection with the financing and construction of three related wind projects in New York. 
• Merrill Lynch Commodities Inc. in an 11-year secured hedge transaction for Bearkat Wind Energy I, LLC, the project company for a 196 MW wind project in Glasscock County, Texas, sponsored by Copenhagen Infrastructure Partners. This secured hedge involved the purchase of US$118.5 million of energy from the project, as well as a US$25 million liquidity facility embedded in the hedge transaction. 
• Merrill Lynch Commodities Inc. in a 10-year secured hedge transaction for Live Oak Wind Project LLC, the project company for a 200 MW wind project in Schleicher County, Texas, sponsored by ENGIE Generation North America, LLC. This secured hedge involved the purchase of US$122 million of energy on the project assets, as well as a US$20 million liquidity facility embedded in the hedge transaction.
• Merrill Lynch Commodities Inc. in a 13-year secured hedge transaction for Tahoka Wind, LLC, the project company for a 300 MW wind project located in Lynn County, Texas, sponsored by Lincoln Clean Energy. This secured hedge involved the purchase of US$236 million of energy on the project assets, as well as a US$28 million liquidity facility embedded in the hedge transaction. 
• Merrill Lynch Commodities, Inc. in the negotiation and structuring of 13-year physical hedge contracts ending 2028 for the Green Pastures I and II wind project developments in Texas sponsored by Capital Dynamics, with over 400 MWs of combined generation. The hedges represent the long-term secured financing for the projects, documented as structured trades under ISDA documentation.

Solar

• TerraForm Power, LLC, as project finance counsel, in the sale of its portfolio of renewable energy projects to Brookfield Asset Management. TerraForm was valued at US$1.7 billion in the transaction, with Brookfield assuming approximately US$455 million in net project financed debt for control of TerraForm.  
• TerraForm Power, LLC in connection with the refinancing of a US$50 million letter of credit facility secured pari passu with first lien secured notes for its Mount Signal solar facility in California.
• 174 Power Global Corp. an affiliate of Hanwha Group, in negotiation of a solar hedge for a 50 MW solar plant project located in Ector County, Texas with JPMorgan Chase & Co.
• Hanwha Energy in the negotiation of a Power Purchase Agreement from the Oberon Solar IA to Hanwha’s affiliate, Hanwha Energy USA Holdings Corporation.
• Canadian Solar in the acquisition of the RRE Austin Solar project near Pflugerville, TX, a planned 156.1 MW ground-mounted solar photovoltaic facility. Project work included project site real estate work, including Pflugerville extraterritorial jurisdiction agreements, Lower Colorado River Authority (LCRA) interconnection agreement, and City of Pflugerville, Travis County, and Elgin ISD Agreement, and Pflugerville tax abatement economic development agreements.
• California based solar power developer in a long-term solar power purchase agreement selling power to the LCRA, a governmental entity in Texas.
• Energy Transfer in a long-term solar power purchase agreement for Energy Transfer’s needs in ERCOT from a well-known solar developer. 
• CIT Bank, N.A., as administrative agent in a US$100 million revolving credit facility provided for MySolar Finance Holdings, LLC. 
• CIT Bank, N.A., as lender of a US$25 million investment in Ygrene Energy Fund Inc.’s US$400 million warehouse financing revolving credit facility.

Biomass

• American Renewables in the development and US$500 million debt and equity project financing for Gainesville Renewable Energy Center, LLC, a 100 MW biomass power plant located in Gainesville, Florida. Recognized as Project Finance magazine’s 2011 “Biomass Deal of the Year.” 
• American Renewables, LLC in the negotiation of US$472 million of project financing commitments provided by the Bank of Tokyo-Mitsubishi and WestLB AG for the development of a 102.5 MW biomass-fired power production facility located in Sacul, Texas (and the later sale of the project to the Southern Companies). 
• Rockland Capital in a bid for the acquisition of Southern Company’s biomass-fueled Nacogdoches power facility, whose value is primarily supported by a long term power purchase agreement with Austin Energy.

Carbon Capture

• Petra Nova Parish Holdings LLC, a joint venture between NRG Energy and JX Nippon to finance the world’s largest post-combustion carbon capture facility, located in Fort Bend County, Texas. Named “2017 Project of the Year” (with JX Nippon) and “Coal-Fired Project of the Year” by Power Engineering.

Geothermal

• Merrill Lynch Capital Services, Inc., and certain of its affiliates, in connection with the debt and equity financing of a geothermal power plant located in Beaver County, Utah.

Conventional Power

• Citigroup Energy, Inc. in a secured hedge facility for St. Joseph Energy Center, LLC.
• Citigroup Energy, Inc. in a secured five-year revenue put hedge transaction backstopping US$780 million in construction financing for the Tenaska Westmoreland Generating Station facility being developed by Tenaska Pennsylvania Partners LLC.
• Citigroup Energy Inc. to join a secured trading facility with Talen Energy Supply, LLC.
• Citigroup Energy Inc. in a secured revenue put option for the Lordstown Energy Center project sponsored by Macquarie Infrastructure and Clean Energy Future, LLC.
• Merrill Lynch Commodities, Inc. in the negotiation and structuring of a secured hedging facility for Rockland Capital’s Victoria Power Station, a 290 MW natural gas-fired combined-cycle facility located in Victoria, Texas, including transactions hedging summer peaking.  
• Merrill Lynch Commodities, Inc. in a power hedging program for La Frontera Generation, LLC and NextEra Power Marketing, Inc. (PMI) of 37 million MW hours of physical electricity hedging arrangements supporting loans for the 1,000 MW combined-cycle Lamar power plant and ancillary assets located in Paris, Texas, and 1,792 MW combined-cycle Forney power plant and ancillary assets located in Forney, Texas. 
• Merrill Lynch Commodities, Inc. in the restructure of a power hedging program for La Fronterra Generation, LLC and NextEra Power Marketing, Inc. (PMI), of 37 million MW hours of physical electricity hedging arrangements associated with the acquisition of La Fronterra Generation, LLC by Texas Competitive Electric Holdings Company LLC, while still in bankruptcy. In the restructure, collateral of the 1,000 MW combined-cycle Lamar power plant and ancillary assets located in Paris, Texas, and 1,792 MW combined-cycle Forney power plant and ancillary assets located in Forney, Texas were exchanged for bankruptcy court-approved guaranties and cash and letter of credit postings
• Merrill Lynch Commodities, Inc. in a secured hedge facility taking a shared first line on the Michigan Power co-generation facility allowing Rockland Capital to obtain US$263 million in acquisition financing to acquire Michigan Power.
• Merrill Lynch Commodities, Inc. in a secured hedging facility for Hummel Station LLC.
• Rockland Capital in the refinancing of a power plant owned by their project subsidiary, Elgin Energy Center, LLC. Loans are agented by GE Capital.
• Rockland Capital in the US$200 million acquisition financing for six power generation facilities from AES. 
• Rockland Capital on financings for their Lee Generation and PHR Bacliff facilities.
• Rockland Capital in the repurchase of a 390 MW gas-fired generation facility as part of a settlement agreement with NRG Texas Power LLC. 
• CIT Bank, N.A. as joint lead arranger, depositary agent and lender in a US$297,000,000 loan to Lincoln Power, LLC, an indirect subsidiary of Carlyle Power Partners, which acquired and operates three PJM peaking facilities totaling 1,063 MW, consisting of the 500 MW Elgin plant, the 375 MW Rocky Road plant, and the 188 MW Tilton plant, all located in the premium ComEd zone of the PJM market near Chicago, Ilinois. 
• Bank of America, as lead arranger, in a US$427 million senior secured syndicated financing facility for La Paloma Generating Company, LLC, which owns and operates an approximately 1,022 MW four-unit combined-cycle power plant located in McKittrick, Southern California, owned in part by Rockland Capital and EIG. 
• Bank of America, as lead arranger, in a US$215 million senior secured syndicated financing facility for Guadalupe Power Partners, LP, a project company owned by the Wayzata funds, which owns and operates an approximately 1,000 MW natural gas-fired power plant located in Guadalupe County, Texas. 
• Bank of America, as lead arranger, in a US$185 million senior secured syndicated financing facility for Sundevil Power Holdings, LLC, a project company owned by the Wayzata Opportunities Fund II, L.P., which owns and operates Power Blocks 1 and 2 representing 50% of the 2,334 MW Gila River Power Station located in Maricopa County, Arizona. 
• General Electric Capital Corporation in a US$95 million senior secured syndicated financing facility for Saguaro Power Company, LP, a project company owned by NRG Energy, Inc., and Paragon Energy Holdings owning a 90 MW cogeneration facility in Henderson, Nevada. 
• Macquarie Energy LLC in a receivables purchase facility from Mitsubishi Hitachi Power Systems America, Inc. and Black & Veatch Construction, Inc., for the construction of a 600 MW gas-fired power generation facility in southwestern Alabama. 
• Macquarie Energy LLC in a receivables purchase facility from Mitsubishi Hitachi Power Systems America, Inc. to supply certain assets to a gas-fired power generation facility in Will County, Illinois. 
• Macquarie Energy LLC in a receivables purchase facility from Mitsubishi Hitachi Power Systems America, Inc. for up to US$115 million in receivables for sale and use in a 994 MW combined-cycle gas turbine facility in Louisiana.
• Dynegy in a long-term Tolling Agreement of the Casco Bay power plant for Repsol Energy North America Corporation.
• Various sponsors in project developments and associated project financings totaling more than US$1 billion for the development or acquisition of power plants in Argentina, Colombia and Mexico, including Inter-American Development Bank financing for a Mexican project. 
• A merchant energy company in the winning bid for, and related engineering, procurement and construction (EPC) contract for, a Comisión Federal de Electricidad (CFE) bid project in Mexico.
• SunTrust Bank, the lead arranger in a US$200 million Revolving Credit Facility to Landmark Infrastructure, a master limited partnership (real estate).
• Teachers Insurance and Annuity Association of America (TIAA) in the acquisition from ACS Infrastructure Development, Inc. (ACS), of a 50% interest in I-595 Express, LLC, the Concessionaire of the I-595 Corridor Roadway Improvement Project for an acquisition price of US$146.6 million in cash plus equity contributions (real estate).

Retail Energy

• Constellation Energy Resources, LLC in the negotiation and documentation of a three-year all requirements natural gas supply facility provided by Macquarie Cook Energy, LLC, and later BP Energy Company secured by all of the assets and equity of Constellation’s retail gas business. 
• Constellation Energy Commodities Group, Inc. in the structuring and documentation of a five-year all requirements natural gas supply facility for Superior Energy, an Ontario, Canada-based retail gas supplier with operations in Ontario and British Columbia with anticipated sales over the five years in excess of 230 Bcf or approximately US$1.7 billion, secured by the assets and equity of the retail gas business. 
• Exelon Generation in structuring and negotiating a long-term energy supply facilities for several power and natural gas retailers: Park Power, Star Energy, Astral Energy, Energy Discounters and Bargain Energy. 
• Exelon Generation in a secured hedging facility with Just Energy.

Energy Trading

• Mercuria Energy Group Limited, a global energy and commodities trading company, in its acquisition of JPMorgan’s physical energy and commodities business for US$3.5 billion. 
• Calpine, Inc. in structuring and documenting a credit sleeve transaction providing a Bear Stearns credit sleeve for the wholesale trading needs of Calpine. 
• Twin Eagle Resource Management, LLC, as borrower, in connection with the negotiation and documentation of a US$350 million senior secured revolving credit facility with BNP Paribas as the administrative agent. An amendment dated as of April 29, 2016 includes a commitment increase to its credit agreement with BNP Paribas.
• BP Corporation North America, BP Energy Company and BP Products North America Inc. in the assignment of their ISDA and other trading master agreements for crude oil trading with more than 400 counterparties to BP Energy Company for Dodd-Frank compliance purposes. 
• Bear Energy, Inc. in its winning bid for the trading contract and power plant assets of an Eastern U.S. power and trading company.

Oil and Gas Transactions

• Presidio Investment Holdings LLC (Presidio Petroleum), a portfolio company of Morgan Stanley Energy Partners, in the largest to date by value securitization of oil and gas proved develop producing (PDP) assets.
• The Energy & Minerals Group (EMG) in connection with a US$172.5 million senior secured term loan facility for EMG Utica, LLC.
• Hunt Refining Company in an inventory monetization facility with Goldman Sachs.
• U.S. Oil & Refining Co. (“USOR”), a subsidiary of Trailstone, L.P.in a two year crude oil intermediation supply and financing facility for USOR’s Tacoma, Washington refinery. Under the supply and financing facility, Merrill purchased or provided credit support to purchase all of the crude oil necessary to supply USOR’s 42,000 barrel-per-day refinery, including supply provided by rail, pipe and marine logistics (at market prices, more than US$500 million per year in supply). Merrill also provided financing for all of USOR’s crude oil and refined products inventory and accounts generated by sales, under terms and conditions and hedging arrangements that allowed Merrill to provide greater financing capacity for USOR than would be available from commercial lenders.
• JPMorgan in a crude oil repo transaction for Florida Power & Light.
• Citigroup Energy, Inc. in the restructuring of a secured hedge transaction for Magnum Hunter.
• Merrill Lynch Commodities, Inc. in a US$75 million second lien term loan placement for Enduro Resource Partners LLC, secured by oil and gas assets across the United States.
• Merrill Lynch Commodities, Inc. in a hedge transaction for natural gasoline financing for OCI Natgasoline.
• Munich Re Trading LLC in the development of oil and gas production insurance and hedging products designed to insure production development risks for oil and gas drilling products that would allow lower cost financing for liquidity-constrained oil and gas companies.
• Wells Fargo Bank, N.A., as arranger/administrative agent, in connection with an amendment and restatement of US$1.25 billion revolving credit facility of Summit Midstream Partners, LP (a publicly traded master limited partnership) and Summit Midstream Holdings, LLC (as guarantor and borrower, respectively) adding a REIT structure.
• Citibank, N.A. in the negotiation of a long-term swap facility supporting a gas prepay transaction for Texas Municipal Gas Acquisition and Supply Corporation III, supported by the issuance of Gas Supply Revenue Bonds, Series 2012. 
• Citibank, N.A., in developing, negotiating and executing a secured debt and hedging facility for Chesapeake Energy’s subsidiary, CHK Cleveland Tonkawa, L.L.C., which sold 6% preferred shares and a 3.75% overriding royalty interest in the first 1,000 new net wells to be drilled on CHK CT leasehold and certain wells contributed at closing for proceeds of US$1.25 billion. 
• Citibank, N.A., in developing, negotiating and executing a secured debt and hedging facility for Chesapeake Energy’s subsidiary CHK Utica, L.L.C., which sold US$750 million of perpetual preferred shares to develop approximately 700,000 net leasehold acres within an area of mutual interest in the Utica Shale. 
• Citigroup Energy Inc. in the negotiation of an ISDA-based secured commodity trading facility with Raptor Petroleum II LLC sharing oil and gas borrowing base collateral with a US$100 million credit agreement arranged by Citibank, N.A. 
• Macquarie Commodities (USA) Inc. in connection with a crude oil purchase and repurchase option transaction with Gavilon, LLC, under which Macquarie took title to over US$200 million of crude stored in Cushing, Oklahoma. 
• Merrill Lynch Commodities, Inc. in the negotiation of a 95,887,500 MMBTU gas swaption with US$50 million deferred premium payment to support the project development of a US$1.2 billion fertilizer plant in Iowa being developed by Iowa Fertilizer Company LLC. 
• Bear Energy, LP in the negotiation and documentation of a precedent agreement as anchor shipper for capacity of the proposed Oil Springs natural gas storage facility in Wyoming, with interconnecting pipelines from Rockies Express Pipeline LLC, Wyoming Interstate Company and Colorado Interstate Gas Company. 
• Enron in the development of long-term supply, service and storage contracts supporting the divestiture of a chemical and natural gas processing and storage complex on the Gulf Coast of Texas.

M&A Transactions

• Constellation Energy Generation, LLC, as lead external counsel, in the US$1.75 billion acquisition of NRG Energy, Inc.’s 44% participation interest in the South Texas Project Electric Generating Station, a 2,645-megawatt nuclear power facility in Matagorda County, Texas.  
• Mercuria Energy Group Limited, a global energy and commodities trading company, in its acquisition of JPMorgan’s physical energy and commodities business for US$3.5 billion. 
• Mercuria Energy Group Holding S.A. and its affiliates in the anticipated sale of interests in certain SERC-related contracts previously purchased from subsidiaries of JP Morgan Chase & Co.  
• Exelon Corporation in the acquisition of the assets of Source Power & Gas LLC in a competitive US$30 million sale process. 
• Exelon Corporation in the acquisition of Integrys Energy Services, Inc. for US$319 million. Integrys Energy Services, Inc. was a competitive retail electricity and natural gas subsidiary serving approximately 1.2 million commercial, industrial, public sector and residential customers across 22 Midwest, mid-Atlantic and Northeastern states and the District of Columbia. 
• Exelon Corporation in the acquisition of ETC ProLiance Energy, LLC from Energy Transfer. ETC ProLiance was one of the largest regional gas marketers in the Midwest, with total assets of US$254 million, serving customers in eight states, including Indiana, Illinois, Ohio, Michigan, Iowa, Missouri, Tennessee and Kentucky. 
• Exelon Corporation in the merger of Exelon Energy Company into Constellation NewEnergy—Gas Division, LLC, and Constellation NewEnergy, Inc., using the Texas divisive merger statute, and in the merger of Constellation Energy Commodities Group, Inc., a Delaware corporation, into Exelon Generation Company, LLC, a Pennsylvania limited liability company. 
• Constellation Energy in the acquisition of ONEOK Energy Marketing Company (OEMC) from ONEOK, Inc.  OEMC is a retail natural gas marketer with annual revenues in excess of US$350 million and business operations in Arizona, Arkansas, Colorado, Indiana, Kansas, Missouri, Nebraska, New Mexico, Oklahoma, Texas, Utah and Wyoming.
• Rockland Capital in a bid for the acquisition of Southern Company’s biomass-fueled Nacogdoches power facility, whose value is primarily supported by a long-term power purchase agreement with Austin Energy.
• Bear Energy, Inc. in its winning bid for the trading contract and power plant assets of an Eastern U.S. power and trading company. 
• Entergy, Inc. in the approximately US$100 million acquisition of a merchant power plant.
• Bank of America, N.A. in various acquisition financings, including more than US$1 billion in syndicated facilities for roll-up transactions.

Restructuring Transactions

• RRI Resources, Inc. in the restructure of its US$1 billion plus in exposure credit sleeve provided by Merrill Lynch Commodities, Inc., in connection with the sale of Reliant Energy Retail Holdings, LLC to NRG Energy, Inc. 
• RRI Resources, Inc. in the development of a collateral trust structure for securing US$5.35 billion of financial institution debt, public notes and tax-exempt bonds in the restructure of RRI Resources debt, and in the development of a US$350 million securitization facility based on retail electric power receivables. 
• Constellation Energy Commodities Group, Inc. in the bankruptcy of Catalyst Energy Group, an Atlanta-based retail gas supplier for which Constellation was the senior secured lender. 
• YPF, S.A. in the review and restructuring of its US$400 million plus equity and debt investments in the United States.