Power Finance & Risk is pleased to announce the short list for the following award: M&A Deal of 2019.

It was a challenge to narrow down the field in an extremely active M&A market, but we have shortlisted four transactions. Please let us know if your firm is missing from the credits.

Project Arcadia

TerraForm Power became one of the largest distributed generation businesses in the US when it acquired the Arcadia portfolio from AltaGas. Besides a 291 MW distributed solar portfolio, the deal included 10 MW of fuel cells and 21 MW of residential solar. TerraForm took out a non-recourse holdco bridge loan to finance the deal, which closed on September 25. Coverage here and here.

Sellers: AltaGas, WGL Holdings

Buyer: TerraForm Power (Brookfield Asset Management)

Enterprise value: $720 million

Total debt: $475 million

Joint lead arrangers: HSBC, Natixis, Royal Bank of Canada, Sumitomo Mitsui Banking Corp

Sell-side financial advisers: Scotiabank, Greentech Capital Advisors (now Greentech Nomura)

Borrower’s counsel: Skadden

Lenders’ counsel: Milbank

Independent engineer: AWS Truepower (UL)

Project Athena

Harbert Management Corp almost doubled its renewable energy holdings when it acquired a stake in an 812 MW wind portfolio, a deal it ultimately opted to finance in the bank market through a holding company called Gulf Plains Wind. The seller was EGPNA Renewable Energy Partners, a joint venture between Enel Green Power North America and GE Energy Financial Services. The deal with Harbert was one of two that resulted from a larger sale process codenamed Project Athena. The deal closed on December 6. Coverage here.

Seller: EGPNA Renewable Energy Partners (Enel Green Power NA, GE Energy Financial Services)

Buyer: Gulf Pacific Power (Harbert Management Corp, CalPERS)

Total debt: $278 million

Lead arranger: MUFG

Sell-side financial advisers: CCA Group (Enel), BofA Securities (GE EFS)

Buy-side financial adviser: CohnReznick Capital

Counsel to Enel: Skadden

Counsel to GE EFS: Norton Rose Fulbright

Counsel to Gulf Pacific Power: Hogan Lovells

Lenders’ counsel: Latham & Watkins

Technical adviser: Black & Veatch 

Sale of First Solar portfolio to EDPR and ConnectGen

ConnectGen, a business that was set up by a group of former EDP Renewables officials in 2018, teamed up with their former employer to acquire a 278 MW solar portfolio from First Solar. The portfolio comprises three projects in Arizona, California and Nevada that have 15-year power purchase agreements with Southern California Edison.  The deal closed on October 29. Coverage here.

Seller: First Solar

Buyers: ConnectGen (Quantum Energy Partners), EDP Renewables

Financial adviser: CohnReznick Capital

Buyer’s counsel: Orrick

Seller’s counsel: Skadden

Greenskies Renewable Energy

JLC Infrastructure was established in 2015 as a minority-owned and -controlled joint venture between Loop Capital and Magic Johnson Enterprises to invest in US infrastructure. In 2019 the firm made its first major investment in renewable energy, buying solar developer Greenksies Renewable Energy and its more-than-600 MW project pipeline. The target appealed to JLC not only because of its clear ESG attributes but also because the distributed solar model aligns with the firm’s focus on grassroots community improvement. The deal closed on December 19. Coverage here.

Sellers: Greenskies Renewable Energy, Greenskies Development Company

Buyer: Johnson Loop Capital Infrastructure

Total value: $40 million

Financial adviser: KeyBanc Capital Markets

Buyer’s counsel: Winston & Strawn

Seller’s counsel: Troutman Sanders

Independent Engineer: E3 Consulting

Financial and tax consultant: EY

Market consultant: Black & Veatch

Insurance consultant: Willis Towers Watson

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