Our attorneys understand the power sector from all angles, working with our clients to find the right solutions within this highly technical and rapidly changing industry. Our team helps clients buy and sell energy and energy-related assets; develop energy and energy-related projects, including both conventional and renewable power generation assets; structure energy supply agreements; manage energy costs; and resolve complex litigation and regulatory matters, including environmental emergencies.
We represent both private and public industry participants, including lenders, advisors, developers, owners, off-takers, investors, underwriters, and governmental entities. Our team’s capabilities encompass all issues involving generation, transmission, and distribution of power, including all aspects of developing generation assets, as well as the upstream, midstream, and downstream segments of the oil and gas and petrochemical industries that increasingly seek to supply their operations with behind-the-meter generation. We have handled the structuring, development, and financing of a wide array of electric generating facilities, including large-scale independent power projects, cogeneration facilities, behind-the-meter projects, and associated transmission and distribution interconnections and expansions.
O’Melveny’s Power team has been particularly involved in high-profile legislation and regulatory matters in Texas, with significant involvement before the Public Utility Commission of Texas (PUCT) and the Electric Reliability Council of Texas (ERCOT), including proceedings related to Winter Storm Uri. Our attorneys continue to represent the Texas Association of Manufacturers (TAM) and the Texas Industrial Energy Consumers (TIEC), who comprise the vast majority of large industrial sites in Texas. The team is also at the forefront of assisting with data center development projects, including cryptocurrency, in securing energy supplies, participating in the ERCOT wholesale market, and structuring offtake agreements with renewable generators.
Our services include:
- Acquisitions and sales of conventional and renewable energy projects, as well as other assets in the energy space
- Capital-raising transactions, including securities offerings and debt financings
- Privatizations of government-owned energy systems
- Project development financings of energy and energy-related projects
- Acquisitions of energy companies
- Tax counseling
- All aspects of project development, including drafting and negotiation of ground leases, development agreements, EPC agreements, O&M agreements, supply agreements, hedging agreements, power purchase agreements, interconnection and facilities extension agreements, and other related agreements
Disputes & Litigation:
- Civil and criminal suits and proceedings
- Citizen suits
- Class actions and mass torts
- Natural resource damages claims
- Siting challenges
Regulatory & Compliance:
- Authorizations for transfers of ownership and securities issuances
- Rate proceedings
- Grid resiliency
- Rulemaking proceedings
- Enforcement matters
- Complaint proceedings
- Appeals from agency decisions
- Export controls
- Economic sanctions
- Trade remedies
- Trade policies
Advised Barclays Capital on financing the construction of Trans Bay Cable’s direct current electric transmission cable under San Francisco Bay.
Assisted Cormint, Soluna, Satoshi, and Lancium with Bitcoin mining facilities development, acquisitions, energy agreements, interconnections, and related agreements.
Convinced the Federal Energy Regulatory Commission (FERC) that Bloom Energy’s sales of power generated by fuel cells are exempt from the Public Utility Holding Company Act of 2005 (PUHCA). In finding that Bloom and its affiliates qualify as PUHCA-exempt non-traditional entities, FERC established precedent on this issue and eased our client’s ability to obtain financing.
O’Melveny served as lead counsel for Brazos Electric Power Cooperative, securing confirmation of its $2.1 billion chapter 11 plan following catastrophic Winter Storm Uri in Texas. O’Melveny helped Brazos secure $350 million in DIP financing, successfully contested ERCOT's $2.1 billion proof of claim, and achieved numerous settlements through mediation. The positive outcome has far-reaching implications on the interplay between state laws and their authority over electric cooperatives.
Advising Calpine Corporation on various carbon sequestration matters.
Helped Citicorp North America and Berkshire Hathaway Energy acquire preferred equity interests in the approximately 160 MW Rattlesnake wind power project in McCulloch County, Texas. The project is Goldwind’s largest US wind and first tax-equity-financed project—a milestone for a Chinese wind energy technology company.
Represented Citicorp and Berkshire Hathaway in their acquisition of preferred equity interests in the approximately US$219 million Shannon wind power project developed by Alterra Power Corp. and Starwood Energy Group in Clay County, Texas. O’Melveny also counseled Citicorp and Berkshire Hathaway on their equity investment in and financing of the 300.3 MW, US$390 million South Plains Wind Energy II power project developed by SunEdison, Inc. in Floyd County, Texas.
Assisted in developing the behind-the-meter solar installation on behalf of Gerdau, which included reviewing bids during the RFP process, providing counsel on regulatory and siting requirements, and negotiating the PPA and ground lease with 174 Power Global.
The 80-megawatt Gerdau Solar project, located adjacent to the Gerdau Midlothian Steel Mill in Midlothian, Texas, will be comprised of more than 231,000 solar panels, spanning more than 700 acres. The BTM system will provide power directly to the Midlothian steel mill, creating cost and energy consumption benefits. The Gerdau Solar project plans to utilize Gerdau’s industry-leading solar beam pilings, offset the emissions of more than 13,000 average Texas households, create more than 200 construction jobs and generate $19 million in tax revenue over the next 30 years. O’Melveny continues to act as counsel on interconnection issues, related commercial terms and project development issues, and other matters as the project approaches operational status.
Providing regulatory and transactional support for International Electric Power in connection with the development of several battery/storage projects in the ERCOT market.
Advised publicly-traded Matador Resources Company, an independent energy company (NYSE: MTDR), in its agreement for one of its wholly owned subsidiaries to acquire Summit Midstream Permian, LLC, which owns the Lane Gathering and Processing System of publicly-traded Summit Midstream Partners, LP (NYSE: SMLP), for US$75 million.
Matador is an independent energy company engaged in the exploration, development, production, and acquisition of oil and natural gas resources in the United States. The company also provides natural gas processing, oil transportation services, natural gas, oil, and produced water gathering services and produced water disposal services to third parties.
Advised Occidental Petroleum on several project financings, including its US$460 million cogeneration plant in Houston, Texas, and its energy-from-waste facility in Niagara Falls, New York. Also advising Occidental on all aspects of the development of their direct air capture energy requirements and various other energy supply and regulatory matters.
Represented PREPA in the restructuring of more than US$8 billion of bond debt and other claims under Title III of the Puerto Rico Oversight, Management, and Economic Stability Act.
Served as lead trial counsel to Sempra Energy and subsidiary Southern California Gas Company in defending personal-injury and business claims brought by 36,000 individual plaintiffs and various real estate developers after the October 2015 leak at a gas-storage facility in Los Angeles. We negotiated both a US$1.8 billion agreement to globally resolve the individual plaintiffs’ claims and a series of smaller settlements with real estate developers.
Retained by California Governor Gavin Newsom after Pacific Gas & Electric filed for bankruptcy protection stemming from the public utility’s potential multibillion-dollar liability from two seasons of deadly wildfires. Our team worked with his strike force to develop a comprehensive legal and regulatory approach to the issues facing California’s electric utilities, including real estate regulatory and liability issues related to the placement of electrical transmission equipment.
O’Melveny was integrally involved in the strike force report released in April 2019, and in developing what became AB 1054, a set of reforms passed by the California legislature and signed by Governor Newsom in July 2019. O’Melveny also continues to represent Governor Newsom in connection with the PG&E bankruptcy.
Representing TIEC, a trade association comprising approximately 50 of the largest industrial energy users in Texas, in a range of regulatory, policy, and corporate issues. Many of these companies are leaders in high-tech manufacturing, oil and gas, petrochemicals, and other forms of manufacturing. We represent TIEC before the PUC in contested rate proceedings, including base rate cases, merger/sale proceedings, interim rate updates, and fuel reconciliation controversies.
We also represent TIEC in administrative rulemakings before the PUC, on general policy issues in various forums, and on market-related matters before ERCOT and the PUC, and advise on the electric energy needs of individual companies in a wide range of industries: oil and gas (exploration, production, pipelines, and refining), petrochemicals, and manufacturing. Many of these companies are cogenerators of power, and we help them with their power transmission, interconnection, marketing, and compliance needs.
Advising Michigan-based electric utility in Federal Energy Regulatory Commission litigation and other regulatory matters.
Band 1-firm for Energy: State Regulatory & Litigation (Electricity) in Texas
—Chambers USA (2023)
O'Melveny is “sought after for its expertise across a range of energy regulatory matters.”
—Chambers USA, Energy: State Regulatory & Litigation (Electricity) in Texas
Five O’Melveny energy lawyers are recognized in IFLR1000 (2022).
“The team is highly capable in litigation, including rate cases and administrative rulemakings, which is complemented by its expert regulatory counsel on large transactions and developments in the power and renewables space.”
—Chambers USA, Energy: State Regulatory & Litigation (Electricity) in Texas
“Phillip Oldham is one of the deans of the electricity market in Texas. He combines a deep knowledge of both the law and its practical implications, with the intuition of a C-suite executive.”
—Client Testimonial, Chambers USA