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Attorneys in Pryor Cashman’s Energy and Natural Resources Practice counsel companies engaged in the acquisition, development and financing of traditional, alternative and renewable energy resources. In doing so, we bring together attorneys experienced in mergers and acquisit­ions, commercial lending, private and public equity offerings, tax, intellectual property, real estate and litigation.

Our attorneys are familiar with the unique challenges facing companies engaged or investing in the energy and natural resources sector, including solar energy, wind energy, coal, oil and gas, electric power, bio fuels, hydro-power, and fuel cell and battery tech­nologies. 

Early to Middle-Stage Energy Companies

For early and middle-stage energy companies, we often serve as outside general counsel, advising them on nearly all facets of their legal needs, including:

• Entity selection and formation
• Employment matters
• Equipment leasing
• Litigation and dispute resolution
• Negotiation of  bank and equity financing transactions
• Negotiation of technology licenses, supply agreements, government R&D contracts, and joint venture agreements
• Protection of inventions, technologies and other intellectual property
• Natural resource and asset acquisitions
• Real property acquisition and development

Our medium size, full-service practice and extensive experience in international capital markets makes us well-suited to cost-effectively serve the needs of growing energy companies.

Large Energy Companies

For larger, more-established energy companies, our Energy and Natural Resources attorneys work effectively with in-house counsel by providing advice and support on discrete transactions, both large and small, such as the negotiation of exploration/development agreements, the acquisition or sale of coal, oil, gas and other assets, and complex bank loan transactions secured by energy assets. We also provide support on particular aspects of these transactions, including tax strategies, intellectual property protection, access and right-of way agreements and disputes, internal investigations and regulatory compliance audits. 

Many of our attorneys also possess significant experience on project finance, renewable energy and other complex transactions gained from their past experience advising multi-national energy companies, such as Reliant Energy and Conoco Phillips.

Financial Institutions and Private Investment Funds

Attorneys in our Energy and Natural Resources Practice represent institutional lenders, private equity funds, investment banks and high net-worth investors on their direct and indirect investments in energy resources. We draw upon the extensive experience of attorneys in our Banking and Finance Group and Private Investment Funds practice who have successfully counseled lenders and investors on a wide variety of energy related projects. For example, we  have represented:

• Large U.S.-based financial institutions on their financings of a West Virginia coal slurry pipeline project and a California wind farm facility
• A Scandinavian bank on its financing of a Latin American-based electric power plant
• A European bank on its financing of a New England hydro-electric project 

In addition, attorneys in our Energy and Natural Resources Practice, working closely with our Bankruptcy, Reorganization and Creditor’s Rights Group, have represented major financial institutions in their capacity as lender or indenture trustee, and private investment funds in connection with bankruptcy court proceedings involving energy company debtors, including Enron and Calpine.

Representative Matters

A sampling of the wide variety of our recent work in the energy and natural resources sector includes:

• Serving for several years as outside general counsel for an independent Central Appalachian coal producer and counseling the company on, among other matters, the acquisition and financing of coal assets; the construction of a 350tph preparation (or wash) plant; the negotiation of a senior credit facility, lines of credit and equipment leases; the offer and sale of equity securities in private placements; and the negotiation of coal sales, marketing and supply agreements
• Representing a Texas-based drilling rig manufacturer on its proposed $250 million acquisition by a SPAC (special purpose acquisition corporation) 
• Providing tax counseling to a $4 billion investment fund in connection with its $1.6 billion acquisition of electric generation assets
• Advising an incubator of green energy solutions on the commercialization of its solar and wind technologies
• Prepared and filed a patent with the U.S. Patent and Trademark Office for a wind turbine design and analyzed the patentability of other wind turbines and fuel cell technologies
• Represented a leading battery technology research company on its acquisition of manu­facturing assets related to batteries used in aerospace, military and other government applications; the licensing of battery technologies; and the supply of battery products
• Representing a development stage company engaged in the production of bio-fuels from animal waste
• Advising a telecommunications infrastructure company in the negotiation of a strategic alliance with a large manufacturer of fuel cells for purposes of developing, manufacturing and distributing fuel cells useful with cellular network infrastructures

Affiliations

Although Pryor Cashman is a full-service law firm practicing in over 90 different areas, there are occasions where it is necessary for us to work with attorneys in other jurisdictions (such as when local environmental or land use laws are involved), or with special expertise (such as when dealing with complex Federal Energy Regulatory Commission (FERC) requirements on gas or electric power matters). When the need arises, we engage experienced attorneys from our professional networks and provide all required oversight on the matter.

Attorneys in our Energy and Natural Resources Practice are also members of the Energy Group of the International Alliance of Law Firms, a network of select, business-oriented, full-service law firms with 53 member firms in 38 countries throughout North and South America, Europe, Asia and Africa. Our membership in the Alliance gives us immediate access to attorneys throughout the world with specific knowledge of local laws relating to energy, natural resources and other important matters.