Effective November 24, 2014 Morgan Lewis & Bockius LLP and Bingham McCutchen LLP have concluded a transaction. Visitors seeking information on this page should visit the corresponding page on the Morgan Lewis & Bockius LLP website.

Bingham

Bingham

Clean Technology and Renewable Energy

The clean technology and renewable energy industry is undergoing accelerating change driven by a number of global and economic factors, including increased federal, state and local activism and oversight; climate change and environmental concerns; and volatile energy costs. In addition, an increasing focus on national security and long-term supply limitations all guarantee a dynamic landscape that will present both significant obstacles and opportunities.

Experience

Transactional and Structuring Experience

Our lawyers offer creative, pragmatic and effective representation and solutions to all types of business arrangements and transactions, including:

  • Venture capital, private equity and other equity finance transactions for emerging growth companies
  • Public and private offerings of securities
  • Application of project and structured finance techniques to projects employing innovative technologies
  • Intellectual property and commercial technology issues, ranging from initial patent prosecution and intellectual property protection to sophisticated licensing, joint development, distribution and outsourcing arrangements
  • Merger and acquisition, joint venture, and strategic alliance transactions
  • Distressed energy-sector financing and restructuring matters

Additionally, with our national platform and broad range of expertise, we are one of the few firms that can provide experienced service across the entire life cycle of a Clean Tech business, including:

  • Company formation
  • IP Protection and development
  • Early stage equity financing
  • Government relations, including grants and loan guarantees
  • Commercial technology development and deployment
  • Project development and finance
  • Environmental compliance and permitting
  • Debt finance
Regulatory Experience

Our lawyers assist project lenders and sponsors in evaluating financing risks associated with electric and natural gas deregulation, re-regulation, and utility and independent-power insolvencies. They provide regulatory advice in connection with asset and corporate acquisitions and reorganizations; electric and gas rate-making and market conduct issues; interconnection; ISOs and RTOs; holding company strategies (including exemptions and registration); and power sales, trading and tolling agreements. We have participated in major federal and state regulatory proceedings involving generators, transmitters, natural gas suppliers, power marketers and traditional utilities. Bingham lawyers have served on staff or in appointed positions with the Federal Energy Regulatory Commission (including the commission’s former lead counsel for corporate and financing regulation) and the Environmental Protection Administration, as special adviser to the House Subcommittee on Regulatory Reform and Paperwork Reduction, and on the legal staffs of the California Public Utilities Commission and California Energy Commission.

Our work for renewable energy clients has involved the following federal and state regulatory areas:

  • We recently assisted Tessera Solar Inc. with permits in one of the United States’ first solar energy projects approved for construction on public land
  • Programs to reduce greenhouse gas emission, including representing California’s third-largest electric utility in the design and implementation of regulations under AB 32, California’s landmark greenhouse gas legislation
    • Wholesale access to renewable power via third-party utility transmission facilities
    • Light-handed treatment of the acquisition of passive, tax-equity interests in wind and solar generators
  • Innovative transmission initiatives to address congestion, transmission access and use of distributed generation and to provide incentives for their development
  • The use of new technologies in connection with enhanced oil and gas production and transportation
  • Emissions credits and offsets, siting approvals, land use authorizations, and emissions and discharge control for alternate energy technologies

Members of the group have also been involved in several significant tax and regulatory developments in the renewable energy sector, including:

  • Obtaining the first IRS private letter ruling for Section 45 credits that clarified the ability of current and subsequent owners to claim the credits
  • Obtaining the first IRS Revenue Ruling related to Section 45 credits, including establishing the applicable used-property rules and clarifying the definition of a wind energy facility
  • Developing and successfully marketing numerous so-called “Section 707(c)” credit support structures and equity flip structures
  • Establishing tax parameters for pay-as-you-go structures acceptable to institutional tax equity investors
  • Established groundbreaking FERC interpretation of the “one mile rule” that could otherwise limit simultaneous ownership of certain classes of wind and solar facilities

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