December 30, 2015

Milbank Advises on Acquisition by Terra Nova Renewable Partners of 33 Percent Stake in 336 Megawatt DC Solar Portfolio from Dominion

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Terra Nova Renewable Partners, a strategic partnership between clients advised by J. P. Morgan Asset Management – Global Real Assets and renewable energy developer SunEdison, acquires 33 percent stake for an equity purchase price of $180 million plus a working capital adjustment

In its latest major transaction in the solar power sector, a Milbank, Tweed, Hadley & McCloy, LLP deal team led by corporate partner John Franchini and project finance partner Timothy Wendling advised institutional investors advised by J.P. Morgan Asset Management - Global Real Assets in the acquisition by Terra Nova Renewable Partners from Dominion of a 33 percent stake in a 336 megawatt DC portfolio of operating solar power plants for $180 million plus a working capital adjustment, as detailed in the press release issued by SunEdison. Terra Nova Renewable Partners is the strategic equity partnership formed between SunEdison and institutional investors advised by J.P. Morgan Asset Management – Global Real Assets.

This acquisition is the first of two phases of a deal announced in September of 2015. The entire solar portfolio consists of 24 projects, with a total capacity of 567 megawatts DC, located in Indiana, Georgia, Connecticut, California, Tennessee, and Utah. This first phase of the transaction is for 15 projects that generate 336 megawatts DC, and a second acquisition is for the remainder of the aggregate 567-megawatts DC portfolio. The second phase of the transaction is expected to close in early 2016.

Under the partnership, initially announced in September 2015, institutional investors advised by J.P. Morgan Asset Management – Global Real Assets have funded, and are expected to continue to provide, equity to purchase renewable energy projects developed or acquired by SunEdison.

In addition to Mr. Franchini and Mr. Wendling, the Milbank team advising J.P. Morgan Asset Management in their investment included Tax partner Mark Regante and special counsel Drew Batkin, Corporate senior associate Aaron Stine and Corporate associates Monica Arduini and Michael Schmale, and Project Finance associates Kristine Wang and Ryan Hart.

“We are delighted to again work with a world-class infrastructure fund investor and the largest global renewable energy development company to bring together the necessary financing to advance the first phase of this deal for 24 solar portfolio projects across the country,” said Milbank partner John Franchini.

To date, Milbank has advised on the acquisition of 633 megawatts AC of wind assets and 336 megawatts DC of solar assets by Terra Nova Renewable Partners.