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Representative Transactions

Michael A. Lueder
mlueder@marshall-lueder.com
Direct: 678.514.2702

Lead counsel for a publicly traded company in connection with its $979 million offer to acquire certain facilities in Pennsylvania and Ohio. This representation included advising the client with respect to all legal matters associated with the offer, due diligence, the proposed ownership structure and several asset purchase agreements.

Lead counsel for a publicly traded company in connection with the joint development, financing and ownership of a $340 million project in Arkansas. This representation included various industrial development revenue bond documents (including a sale/lease back agreement, construction mortgage and payment in lieu of taxes agreement), LLC agreements, a senior credit agreement, a bridge loan, an engineering, procurement and construction contract and a joint development agreement.

Lead counsel for a publicly traded company in connection with its sale of one of its subsidiaries for more than $180 million. This representation included setting up an auction process for potential buyers, substantial due diligence and the negotiation of a stock purchase and sale agreement.

Lead counsel for an independent power producer in connection with a proposed multi-billion dollar joint venture with a coal company to develop, finance and construct a coal-fired power plant. This representation included preliminary structuring and drafting of documentation for a project financing and the negotiations of a partnership agreement, project development agreement, power marketing agreement, power plant and coal mine operating agreements, an engineering, procurement and construction contract and a bridge loan agreement.

Lead counsel for an independent power company in connection with a proposed $250 million joint venture in New Mexico. This representation included the negotiations of a joint development agreement and an LLC agreement.

Lead counsel for a client in its $8.3 million acquisition of a limited liability company with facilities in Michigan and a limited liability company with facilities in Washington. These representations included drafting and negotiating LLC purchase and sale agreements.

Counsel for a publicly traded company in connection with its more than $3 billion acquisition of a company with operations throughout Asia. At the time, this was the largest ever acquisition in non-Japan Asia. This representation included substantial due diligence and the negotiation of an $850 million credit agreement with a consortium of lenders.

Counsel for a publicly traded company in connection with more than $1.8 billion in multiple acquisitions of power plants in California, New York and Massachusetts. These representations included advising the client with respect to the auction process, ownership structures, due diligence, and the negotiation of various acquisition agreements, power marketing arrangements, fuel supply agreements, operation and maintenance agreements, interconnection agreements and steam supply agreements.

Counsel for a publicly traded company in its $906 million acquisition of a German company. This representation included providing advice with respect to a share purchase agreement and a shareholders’ agreement.

Counsel for a publicly traded company in connection with its $226 million acquisition of wind turbine manufacturing businesses in the U.S., Germany, The Netherlands, Spain, Ireland, the U.K., and India. This representation included the drafting and negotiation of asset purchase and sale agreements, assignment and assumption agreements, operation and maintenance agreements, interconnection agreements, reservation of rights agreements, joint use agreements and tenancy-in-common agreements.

Counsel for a publicly traded company in its $385 million offer to acquire a Hungarian company and its $470 million offer to acquire a Pakistani company, each of which were privatized by their respective governments. These representations included advising the client in connection with all aspects of the privatization process, due diligence and the initial negotiations of a purchase and sale agreement, and shareholders’ agreement.

Counsel for an Argentine company in connection with the refinancing of more than $25 million. This representation included the negotiation of a senior credit agreement.