- International Practice
- Securities Regulation
- Climate Change
- Financial Institutions
- Labor and Employment
- Strategic Communications
- Corporate and Securities
- Financial Restructuring
- Educational Institutions
- Private Funds
- Intellectual Property
- Public Finance
- White Collar Defense
- Environmental Strategies
- Internal Investigations
- Real Estate and Projects
Bracewell is a leading law and government relations firm serving the power, oil and gas, financial services, technology and public finance industries throughout the world. Our industry focus enables us to maintain cutting-edge experience and in-depth knowledge of the commercial, legal and regulatory challenges faced by our clients so that we can provide the most effective legal solutions to facilitate transactions and resolve disputes. Energy is at our core; a significant amount of our global revenue is derived from clients active in the power, oil and gas sectors. We have earned a reputation as a global energy firm delivering practical, cost-effective and relationship-driven client service in the energy sector.
The Bracewell team of lawyers focused on the electricity industry is among the largest and most experienced in the nation. We routinely represent investor-owned utilities, private equity investors, developers of competitive generation (including cogeneration and small power production), independent power producers and power marketers and independent transmission developers. Our experience with structured commodity transactions includes the purchase and sale of electricity and related energy products (both physical and financial) and other energy trading strategies, as well as the purchase and sale of power trading positions/companies. Our team is ﬂuent in a wide variety of project operation contracts, asset management and energy management agreements and issues inherent in the use of various energy sources, both conventional and unconventional.
- MERGERS, ACQUISITIONS AND JOINT VENTURES
- TRADING AND MARKETING / POWER PURCHASE AGREEMENTS / TOLLING AGREEMENTS / FUEL SUPPLY CONTRACTS
- RENEWABLE ENERGY AND ENERGY STORAGE
- ENERGY FINANCE AND PROJECT FINANCE
- DEVELOPMENT; ENGINEERING, PROCUREMENT AND CONSTRUCTION
- TRANSMISSION AND POWER REGULATION
- COMPLIANCE AND ENFORCEMENT
- NORTH AMERICAN ELECTRIC RELIABILITY CORPORATION
- ENVIRONMENTAL STRATEGIES AND PUBLIC OUTREACH
- ANTITRUST / COMPETITION
- REAL ESTATE
- FINANCIAL RESTRUCTURING
- INTELLECTUAL PROPERTY
- LABOR AND EMPLOYMENT / EMPLOYEE BENEFITS / EXECUTIVE COMPENSATION
- CAPITAL MARKETS
- LITIGATION AND DISPUTE RESOLUTION
Bracewell has served as counsel on billions of dollars of purchase and sale transactions involving public and privately held power projects and businesses, both regulated and unregulated, including mergers, management and leveraged buyouts and acquisitions and dispositions of assets. In connection with these transactions, we work closely with business teams to develop bidding strategies, advise boards of transaction risks, conduct due diligence and tax structuring analyses, manage local counsel and other external resources and provide guidance as to market trends involving power companies and assets.
We regularly guide clients through every type of complex corporate, finance and restructuring transaction. When looking to form joint ventures, strategic and financial investors alike choose Bracewell because of our proficiency in efficiently and effectively examining from the outset those key questions that, over time, could otherwise serve to distract joint venture partners from the shared goal of capitalizing on business opportunities and maximizing profits for investors.
Bracewell is among the leading law firms in structured and standardized transactions involving physical and financial power, capacity, feedstock, renewables credits, ancillary services, and other power-related commodities, as well as acquisitions and divestitures of and the formation of energy trading and marketing companies and portfolios and compliance with related federal and state regulations. Trading firms, banks and commodity dealers, and sponsors routinely call upon us to support projects involving credit sleeves, secured hedging facilities and offtake agreements because of our experience with complicated intercreditor and bankruptcy issues that arise in such arrangements and because of our deep understanding of the security and assets underlying such arrangements. Not only are our lawyers intimately familiar with standardized trading agreements promulgated by the International Swaps and Derivatives Association (ISDA), the Edison Electric Institute (EEI), the North American Energy Standards Board (NAESB) and the Western System Power Pool (WSPP), but we count among our team a number of lawyers who helped create these industry standard forms. In addition, Bracewell is extremely familiar with bespoke tolling and offtake agreements (power purchase agreements, heat rate call options, revenue puts, etc.) for all types of electrical generation projects and has extensive experience with agreements for the procurement of fuel.
Bracewell routinely advises clients on a full spectrum of transactions in the renewable energy and clean technology sector. This includes advising on transactions involving solar, wind, biomass, geothermal and hydroelectric generating facilities as well as other technologies such as energy storage, carbon capture and electric vehicles. We counsel clients throughout the entire lifecycle of a renewable energy project, from the development phase, through to the financing, construction, operation, maintenance, to the ultimate refinancing or sale. We have a deep understanding of the power and renewable product markets across the country (including the operational rules and requirements in each of the ISOs and RTOs) which allows us to structure and advise clients on cutting edge commodity arrangements. We are one of the few firms in the country that regularly works on complex commodity hedges and the related lien and intercreditor agreements that enable the completion of renewable energy projects. We also engage in legislative and administrative advocacy in the renewable energy sector, both at the federal and state level.
With recent rankings and recognition by SNL Financial LC’s SNL Financial League Tables (2014) for energy legal advisers, Legalease’s The Legal 500 United States (2015) and Chambers & Partners’ Chambers USA (2015), Bracewell’s finance practice is consistently recognized as one of the top finance practices in the U.S. Bracewell’s finance team helps energy companies and their lenders successfully develop, restructure, purchase and sell energy assets and projects. Our lawyers serve as counsel to sponsors, lenders and other interested parties in a variety of leveraged finance deals, project finance transactions, syndicated credit facilities, bridge loans and other financings. We have structured a wide range of sophisticated financing arrangements and acquisitions for energy companies. Bracewell team members have been internationally recognized by Euromoney Institutional Investor’s IFLR1000 2016 Financial and Corporate in the categories of Banking and Project Finance and were recently engaged in the Lake Turkana Wind Power project, awarded African Renewables Deal of the Year 2014 by Thomson Reuters’ Project Finance International.
Bracewell has experience in the representation of sponsors, contractors, investment funds, operating companies and financial institutions in all types of project development, construction and operations, in both the public and private sectors, within the energy industry. Our team regularly advises clients and prepares and negotiates agreements relating to all aspects of the development of a project, including front-end engineering and design (FEED) contracts, engineering procurement and construction (EPC) contracts, equipment supply agreements, operation and maintenance (O&M) contracts, asset management (AMA) agreements, long term service (LTSA) agreements and other construction-related documentation.
For decades, our energy regulatory lawyers have practiced within and before federal and state courts, the Federal Energy Regulatory Commission (FERC), U.S. Department of Energy (DOE) and the Commodity Futures Trading Commission (CFTC). Our energy regulatory team has experience with FERC regulation of wholesale power sales, sales of transmission services and ancillary services. Our experience includes judicial review of FERC orders in the U.S. Courts of Appeal. We also have substantial capabilities in assisting clients with regulatory issues related to hydroelectric and other alternative renewable energy sources, including solar, wind, waste and geothermal. The scope of our work includes matters ranging from centralized markets and transmission cost-of-service rate cases to obtaining regulatory authorizations for mergers and acquisitions to holding company issues.
Bracewell lawyers have experience with compliance and enforcement issues, including FERC and CFTC compliance and enforcement matters. Our energy regulatory team works closely with the firm’s litigation, transactional, white-collar and environmental lawyers to provide comprehensive compliance and enforcement representation to our clients. Our goal, like our clients’, is to avoid compliance issues that lead to activity by a regulator’s Office of Enforcement. To that end, our focus continues to be on client education. We routinely prepare comprehensive compliance programs for our clients, including audit procedures, regulatory compliance manuals and procedures that ensure continued compliance with the requirements of the CFTC, FERC, DOE, FTC and various state agencies. We also work with clients in anticipation of compliance audits conducted by regulators and during the audit process. In addition, we represent clients in responding to FERC and CFTC enforcement inquiries and investigations. Our experience defending clients with such inquiries and investigations spans the entire process – from initiation of the investigation to data responses and depositions to the matter’s final resolution (whether negotiated or otherwise). What differentiates Bracewell from other law firms providing similar types of compliance and enforcement counsel is our in-depth understanding of the energy commodity markets, our client’s trading strategies and objectives and how the various regulatory agencies function.
Bracewell has a depth of experience in financial services regulation and provides comprehensive representation before the CFTC and other regulators in the development of regulations and policies to implement the Dodd-Frank Wall Street Reform and Consumer Protection Act. Our clients in this area include energy trading firms (including U.S. domiciled trading arms of global firms), electric utilities, non-utility power generators and retail marketers. Our lawyers have held in-house positions overseeing bank and trading company commodity businesses and structuring transactions, as well as senior positions with federal energy commodity regulators. We are well known at the CFTC and have excellent access to CFTC staff and Commissioners’ offices.
Bracewell lawyers have analyzed and examined issues involving NERC Reliability Standards prior to and since the standards became mandatory and enforceable. We assist clients registered in multiple “Functional Entity” categories with a wide array of compliance hurdles. For example, our lawyers guide clients through Self-Certification, Self-Report and Mitigation Plan processes and support clients in audit-related data compilation and data response preparation processes and post-audit follow-up review.
Our environmental team has worked with numerous electric utilities, independent power producers, developers and financial institutions on siting and permitting issues for the development of power projects and on ongoing environmental compliance and enforcement defense matters for facilities in operation. Our unique environmental strategies group combines traditional legal representation on virtually all environmental issues related to the power industry with the added benefit of excellent government relations and strategic communications resources that are fully versed in the issues that matter to our power clients. Our team includes former senior officials from the Environmental Protection Agency (EPA), including a former head of EPA’s air office, an air enforcement branch chief, an acting general counsel and an associate administrator responsible for intergovernmental relations, as well as lawyers and consultants dedicated specifically to strategic communications with policy-makers and the media. Most recently, our environmental team has devoted considerable amounts of effort to advise our clients on the implications of the EPA’s Clean Power Plan.
Bracewell’s tax team focuses on tax-advantaged transaction structures and is experienced in the tax issues critical to the energy/power industry. We routinely provide tax advice to both U.S. persons participating in transactions abroad and foreign persons participating in transactions in the U.S. The tax group regularly advises clients on ways to maximize the after-tax benefits of debt and equity financing transactions, project development and acquisitions and divestitures, both domestic and cross-border.
Bracewell’s antitrust/competition practice focuses on mergers and acquisitions, joint ventures, counseling and litigation. Our antitrust attorneys analyze transactions to assess potential antitrust issues and determine reporting obligations, counsel clients regarding the optimal strategy for securing antitrust clearances and represent clients before the Antitrust Division of the Department of Justice, the Federal Trade Commission, state attorneys general and foreign antitrust authorities, to ensure that all necessary approvals are received in a timely manner. Bracewell’s antitrust attorneys also provide counseling to clients on antitrust issues that arise in their day-to-day operations and work closely with clients to develop and implement antitrust training and compliance programs. We perform antitrust audits of clients to identify specific areas of antitrust sensitivity and potential compliance issues arising from their structure and business practices. Bracewell’s antitrust attorneys have experience advising clients in the power sector.
Bracewell’s real estate group plays an integral role in our clients’ acquisition, development and financing of energy projects throughout the U.S. We are experienced in platting, zoning and other local permitting and land use issues. Our project work includes drafting and negotiating long-term project leases; access, transmission and other utility easement agreements; water supply agreements; and other complex site control and conveyancing arrangements. We also conduct detailed due diligence reviews of all aspects of site control and acquisition for projects, such as title, leases, entitlements, environmental and other contractual and legal obligations that can affect cash ﬂow and valuation.
Bracewell represents many of the world’s largest hedge and private equity funds, alternative investment managers, institutional investors, Wall Street trading desks, banks and other financial services vehicles in out-of-court restructurings, in-court proceedings, distressed M&A transactions and market-leading bankruptcy litigation and appeals. With our team of world-class restructuring lawyers in our New York and Connecticut offices, the firm has increased its representation of ad hoc public bondholder committees, first-and second-lien lender groups, private placement noteholder groups, Chapter 11 committees and other investors around the world.
Our intellectual property group represents some of the world’s largest energy companies on patent, software license and trademark issues. The group is an integral part of our power transaction team, reviewing all IP and IT issues associated with proprietary energy technology innovation, development and deployment, facility transactions and assisting in possible patent infringement analysis.
Bracewell’s labor and employment lawyers routinely counsel clients across the entire spectrum of employee benefits, executive compensation and labor issues. We work with clients to ensure compliance with federal and state labor laws, minimize disputes with employees, effectively negotiate with labor unions, avoid employment claims and defend employers strategically and aggressively when they are involved in litigation. We provide a full range of services for employers regarding human resources policies and procedures; compliance with statutes and regulations; contractual, equity and deferred compensation agreements; and severance agreements for executives. We help our clients analyze tax and ERISA issues, structure and administer benefit and compensation plans, evaluate target companies’ benefit and compensation plans and negotiate the benefit and compensation aspects of acquisitions, divestitures, mergers, joint-ventures and other business transactions. Our lawyers have experience drafting effective employment contracts and are skilled at analyzing and structuring executive compensation arrangements, particularly with respect to golden parachute payments, excessive employee compensation and nonqualified deferred compensation plans. This experience enables us to serve as a valuable resource to companies going through initial public offerings and to assist with the design and documentation of equity compensation plans for officers and directors of such companies.
Bracewell’s team of corporate and securities lawyers have experience in capital markets transactions and corporate governance matters. Our lawyers assist issuers, underwriters and initial purchasers in the issuance of equity securities and debt securities in registered and Rule 144A offerings. We have particular experience working with energy-industry issuers in capital markets transactions and thus have a unique perspective on the preparation of disclosure documents and covenants for these issuers. We have been involved in equity and debt offerings for some of the country’s leading energy companies, as well as numerous emerging companies accessing the capital markets for the first time.
Our litigation group represents energy companies in the state and federal courts, in arbitrations and in other dispute resolution proceedings. We have experience in all aspects of disputes involving power companies, including general contract litigation, environmental litigation, workplace and personal injury litigation, and insurance coverage issues and disputes. Our experienced trial team defends energy companies in civil and criminal investigations and litigation under the Federal Commodity Exchange Act, Federal Power Act, under state competition and unfair business practices laws. We have experience in alternative means of dispute resolution and are highly successful negotiators and counselors in mediations and arbitrations. We have helped countless clients quickly settle complex commercial matters and regularly represent clients in forums of the American Arbitration Association, the International Chamber of Commerce and other specialized venues.
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