Brendan M. McNallen

Brendan is a partner in the Energy & Natural Resources Group. His practice focuses on project development and finance in the energy generation, energy storage, transmission and distribution, and infrastructure sectors, with a specific focus on renewable energy. He represents developers, owners, manufacturers, and lenders on the development, supply, construction, and financing of onshore wind, offshore wind, solar, and battery energy storage projects. Brendan also represents utilities on the procurement and construction of transmission and distribution facilities, procurement programs, and program management activities. He has advised on energy projects throughout the United States and around the world, including Europe, South America, the Middle East, Mexico, and Canada.

Experience

Representative matters

Representation of global corporation on $185 million project financing and subsequent acquisition of wind energy project located in PJM region.

Representation of global corporation on $285 million project financing and proposed acquisition of wind energy project located in ERCOT region.

Representation of co-lender on $100 million back-leveraged financing to fund development, construction, interconnection and operating costs for two wind energy projects located in Brazil.

Representative Wind Energy Transactions

Representation of global corporation on $185 million project financing and subsequent acquisition of wind energy project located in PJM region.

Representation of global corporation on $285 million project financing and proposed acquisition of wind energy project located in ERCOT region.

Representation of co-lender on $100 million back-leveraged financing to fund development, construction, interconnection and operating costs for two wind energy projects located in Brazil.

Representation of renewable energy developer on Build-Operate-Transfer Agreement for 400 MW wind energy project.

Representation of European manufacturer of foundations and secondary steel in the negotiation of supply agreement for 2,600 MW offshore wind project located in the United States.

Representation of European supplier and EPC contractor of offshore wind platforms and substations on formation of US subsidiary and US law advice for purposes of entering the US offshore wind market.

Representation of major Asian strategic investor in due diligence and negotiations for the planned acquisition of a large portfolio of managing interests in operating U.S. wind farms and development-stage utility-scale solar projects, together with an associated management and development company.

Representation of owner on negotiation of supply agreements for repower of an existing wind energy project located in Wyoming.

Representation of owner of wind projects in Mexico on the negotiation of long-term operations and maintenance agreements.

Representation of US wind energy developer in the sale of its ownership interests in wind project located in the Altamont Pass region of California.

Represented client on negotiation of an engineering, procurement and construction contract for a radar detection system, including tower, obstruction lighting and associated equipment, for the wind energy project located in North Dakota.

Representative Solar Energy Transactions

Represented lender on a $50 million borrowing base credit facility, with $50 million accordion, to finance development and construction of solar energy and battery energy storage projects across the United States.

Representation of back-leveraged lender on financing of portfolio of solar energy projects located in Chile.

Representation of investor in acquisition of interests in two solar projects aggregating to approximately 400 MW in Utah and Texas.

Representation of seller of a 90 MW portfolio of development-stage solar projects.

Representation of owner on negotiation of the construction financing of and engineering, procurement and construction contracts for aggregate 60 MW solar portfolio.

Representation of global corporation on acquisition of 88 MW solar project located in PJM region.

Representation of EPC contractor in negotiation of EPC contract for the construction of two 50 MW solar projects located in Canada.

Representation of Korean solar equipment manufacturer in the due diligence review of a 20 MW solar project located in the United States for purposes of its potential supply and investment into the project.

Representation of seller in disposition of portfolio of three solar energy projects located in Northeastern US

Representative Energy Storage and Energy Charging Transactions

Representation of the US buyer of battery energy storage systems for 14 projects from three major Asian suppliers totalling more than US$500 million in aggregate purchase price. Once installed, the systems will support solar projects currently under construction and provide in excess of 3,000 MWh of energy.

Representation of US buyer on the negotiation of supply agreements with two Chinese equipment manufacturers for 2,000 MWh of energy storage projects. These negotiations required preparing novel, first-of-its-kind performance guarantee, capacity testing and availability warranty agreements in light of the scale of deployment.

Representation of European supplier of electric vehicle charging stations on the negotiation of partner agreement with US reseller for deployment of EV charging stations in the United States, Canada and United Kingdom.

Representation of project sponsor in the negotiation of integrated battery and inverter supply agreements for two 20 MW energy storage systems, including all related warranties and guarantees. Both projects are interconnected to the Commonwealth Edison (ComEd) electric grid and are deployed in the PJM frequency regulation market.

Representation of the developer and contractor in the sale of a development-stage10 MW battery energy storage project located in Ohio to a non-regulated affiliate of an investor-owned utility and an EPC contract for the completion of the project.

Representation of the contractor in the negotiation of an EPC contract with an investor-owned utility for a 2MW/4.4MWh battery energy storage system located in Washington State, including a related battery and inverter supply agreement and related warranties and guarantees. The project included a state-funded grant with obligations to the state agency.

Representation of the developer in negotiations with an investor-owned utility with respect to an EPC contract for a 20 MW battery energy storage project located in Southern California.

Representation of the developer in the negotiation of build-own-transfer structure purchase and sale agreements for several distribution deferral battery energy storage projects in California.

Representation of EPC contractor in negotiations with an investor-owned utility with respect to the EPC contract for a 30 MW energy storage project located in Southern California.

Representation of contractor in negotiations with an independent power producer with respect to the EPC and related services agreements for a 40 MW storage project located in Southern California.

Represented the developer and contractor in the sale of a development-stage battery energy storage project located in Ohio to an independent power producer and related balance of plant and O&M contracts for the project.

Representation of contractor in the negotiation of an EPC contract with an unregulated affiliate of an investor-owned utility for the addition of energy storage system to an existing utility-scale solar project in California.

Representative Transmission & Distribution and Retail Electricity Transactions

Representation of regulated utility in connection with construction contracts and master services agreements related to the development, construction, rebuild and related services associated with transmission and distribution projects in the Northeastern US.

Representation of renewable energy developer with respect to real estate aspects of undersea transmission line development, including drafting and negotiating options, easement agreements and leases for transmission facilities, title insurance and ancillary real estate agreements with landowners and their lenders.

Representation of US energy company on acquisition of a company that assists the Texas Government Land Office with marketing electric power to Texas governmental agencies, including school districts

Assist utility company on preparation and negotiation of Program Management Contract for the management of transmission and substation rebuild project.

Representative Conventional Energy Generation Transactions

Representation of Contra Costa Generating Station (owner of the planned Oakley combined cycle facility) in connection with the negotiation of an engineering, procurement and construction contract and major equipment supply contract for a 586 MW gas-fired power plant to be built in Northern California.

Representation of LS Power, Dynegy and other sponsors in a $1 billion financing transaction for the construction of the 900 MW Sandy Creek Power Generation Facility in McLennan County, Texas. The non-recourse project financing included an $800 million construction loan that will be drawn as required and a fully drawn $200 million term loan.

Representation of Citigroup as underwriter in the add-on notes offering by Sabine Pass LNG, L.P., a subsidiary of Cheniere Energy, Inc., to finance completion of Sabine Pass’s liquefied natural gas facility in Cameron Parish, Louisiana.

Representative Other Renewables Transactions

Representation of lender on the refinancing of two biofuel projects located in California.

Representation of manufacturer of wind tower service lift platform on template supply and installation agreement.

Representation of lenders in connection with two 115-million gallon ethanol facilities located in Minnesota and Nebraska.

Representation of underwriter of a registered public offering of 2,500,000 shares of common stock of Ormat Technologies, Inc., a New York Stock Exchange-listed company that develops and operates geothermal power plants and recovered-energy-based power plants, using equipment that Ormat designs and manufactures.

Representative Infrastructure Transactions

Representation of developer of international airport and land reclamation project in major Southeast Asian capital city.

Representation of the lender on the financing of a port expansion project in Mexico.

Representation of IFC, DEG, COFACE and the Bank of Nova Scotia in financing of the Phase 2 expansion of the Caucedo port project in the Dominican Republic.

Representation of a consortium of investors in connection with the comprehensive development agreement for the $4 billion IH-635 (LBJ Freeway) Managed Lanes Project, which creates a public-private partnership that allows the consortium to plan, finance, design, construct, operate, and maintain 13.2 miles of roadway along Interstates 635 and 35E in Dallas, Texas.

Representation of a consortium of investors in connection with the comprehensive development agreement for the $2 billion North Tarrant Expressway project, which creates a public-private partnership that allows the consortium to plan, finance, design, construct, operate, and maintain 13 miles of roadway along Interstate 820 project near Fort Worth in Tarrant County, Texas.

Representation of Abu Dhabi Water & Electricity Authority in connection with its the Shuweihat S2 independent water and power project, involving the development of a greenfield 1,500 MW and 100 million imperial gallons daily power generation and seawater desalination plant and associated facilities in the Emirate of Abu Dhabi in the United Arab Emirates.

Representation of the Ministry of Petroleum and Mineral Resources in connection with a competitive offering for the award of a license to a private sector consortium of domestic and foreign companies for the construction of a refinery to process 250,000 to 400,000 barrels per day in the Jazan region in the Kingdom of Saudi Arabia.

Other Finance, Capital Markets and M&A Transactions

Representation of private equity fund in its aggregate investments of over $300 million into various Indian joint venture companies formed for the purpose of acquiring and developing commercial and residential real estate in India.

Representation of private equity fund in its aggregate commitments to invest over $60 million into an Indian joint venture company formed for the purpose of acquiring and developing commercial real estate in India.

Representation of family office in its investment in a US logistics business.

Representation of lender on $100 million revolving credit facility which provides capital call bridge financing to a Cayman Islands investment fund and its two parallel investment funds.

Representation of a financial institution in the health care financial services industry in the negotiation and documentation representing over $250 million in senior secured credit facilities to various senior housing facilities located in the United States.

Representation of major Indian corporation in respect of a loan to finance the purchase of a block of shares of an Indian publicly-traded company in anticipation of strategic acquisition.

Representation of BTA Bank, the largest bank in Kazakhstan, on the restructuring of its financial debt following the global financial crisis. The restructuring, which reduced the Bank’s debt from US$ 16.65 billion to US$ 4.24 billion, allowed the bank to emerge from the crisis as a going concern, without the need to rely on taxpayer state aid or the creation of a “bad” bank.

Represented affiliates of Terra-Gen Power in $11 million acquisition of royalty rights and real property relating to wind energy facilities in Southern California, followed by $21 million bank financing secured by such royalty rights.

Representation of Alliance Bank, the fourth largest bank in Kazakhstan, on its successful restructuring of US $4.5 billion debt.

Representation of Visa Inc. on its $19.7 billion (including over-allotment option) initial public offering, the largest offering in US history at the time.

Representation of major Indian corporation and global investment firm in respect of acquisition of a 400,000 hectare (approximately 988,000 acre) forestry concession in Guyana.

Pro Bono Representations

Representation of Verde Ventures, an investment fund managed by Conservation International, in connection with a loan to the first and only processor and exporter of certified Fair Trade macadamia nuts from Africa.

Representation of Conservation International in the $30 million United States–Indonesia “debt-for-nature” swap transaction, the largest such transaction signed under the U.S. Tropical Forest Conservation Act, which provides funding to protect tropical forests in Indonesia.

Representation of Acumen Fund in the creation of, and equity infusion into, a company that develops low-cost housing in Lahore, Pakistan. It is anticipated that the initial investment will ultimately yield 2,375 new residential lots that will eventually be built into homes, as well as 150 commercial lots, along with other social and community services.

Representation of Acumen Fund in its $750,000 loan to Ecotact Limited, a Nairobi-based company, which builds and operates high-quality, public, pay-per-use toilet and shower facilities on public land in urban centers. Ecotact uses a Build-Operate-Transfer model of public-private partnership, entering into long-term contracts with municipalities to secure use of public lands.

Representation of International AIDS Vaccine Initiative in a variety of matters, including review and summary of deal documents related to the new markets tax financing of the AIDS Vaccine Design and Development Laboratory in New York City, the only facility in the world exclusively devoted to the development of an AIDS vaccine.

Recognitions

Northern California Super Lawyers Rising Star, 2013-2017

Credentials

Education

University of California, Hastings College of the Law, 2006, J.D., cum laude; Order of the Coif; Thurston Society, Supervising Editor, Hastings International and Comparative Law Review
Santa Clara University, 2000, B.S., Civil Engineering