Cadwalader is "very knowledgeable and really know[s] how to translate energy law into easy-to-understand advice." - Chambers USA
Cadwalader's leading Energy & Commodities team has wide-ranging and extensive experience in all forms of complex transactional matters involving energy, including the power, oil and gas, biofuels, renewable energy, agriculture, metals and derivatives sectors. We provide counsel to leading U.S. and international financial institutions, investors; oil, power and gas companies, producers, and developers; industrial and commercial customers; trade associations; hedge funds; commodity marketers; and exchanges and clearing organizations in mergers and acquisitions, joint ventures, securities, private equity, structured transactions, all forms of debt finance, as well as restructuring should the need arise.
In addition to their own experience and substantive knowledge, the team is able to rely on the skills of other Cadwalader professionals in many other areas of the firm with experience in energy and commodities issues, including our market-leading antitrust, capital markets, corporate, financial restructuring, litigation, regulatory and tax practices.
Mergers & Acquisitions: Our M&A and private equity lawyers have worked on many of the most complex and noteworthy mergers, acquisitions, recapitalizations, spin-offs, and split-offs in recent years as well as advised Fortune 500 companies, their boards, and senior executives on complex corporate governance matters. In the energy field, we have worked with domestic and foreign entities to acquire, sell, or invest in a wide range of energy and commodity related businesses, including those involved in energy generation, exploration, production, storage, transportation, distribution, trading, marketing, and technology.
Cadwalader advises some of the world’s largest private equity firms and consortiums, investment funds, and financial institutions on the legal issues affecting financial sponsors in the energy and commodity sector, providing market intelligence and insight in domestic and international leveraged buyouts, structured equity investments, mezzanine investments, and growth capital investments. In providing these services, we draw upon the firm’s deep knowledge of the energy and commodities industries and related regulation, our strong corporate skills, and the experience of colleagues in other market-leading practices that are critical to successful deal execution.
Finance: Drawing on our significant syndicated and structured finance capabilities and experience across financial products, ratings levels and industries, Cadwalader attorneys act as agent’s/lender’s or borrower’s counsel in a broad array of transactions, including:
- Secured and unsecured syndicated, “club” and single-bank financings
- Leveraged financings
- Asset-based lending transactions
- Second lien and mezzanine financings
- Special opportunity lending
- Rescue financings and debtor-in-possession financings
- Complex cross-border financings
- Commodity repurchase financings
- Hedge fund financings
- Merchant banking activities
- Letter of credit transactions
Projects and Infrastructure: Cadwalader attorneys who focus on energy infrastructure projects draw on a unique combination of practical experience, commercial acumen, and substantive legal knowledge to represent clients involved in new and existing infrastructure projects. Whether in emerging markets or developed countries, we are able to bring to bear an appreciation of the full range of development and financing risks, including foreign investment considerations, tax implications, antitrust and competition, and corporate legal issues, to effectively structure transactions. Our clients in this area include leading public and private industrial companies, commercial and investment banks, private equity and investment funds, insurance companies, multilateral financing organizations, export credit agencies, developers, sponsors, trustees, and sovereigns.
Structured Transactions: Cadwalader’s early roots in the derivatives markets, representing issuers, dealers, and end-users, provides our practitioners with an extraordinary understanding of the fundamental building blocks that form the basis of complex structured transactions. From participating in the “idea stage” and the creation of structures and products, to negotiating with transaction parties and drafting documentation, to closing such transactions, Cadwalader attorneys have participated in all facets of structured transactions, including, during the recent economic downturn, managing the restructuring, workout, and liquidation of such deals.
In the energy and commodities sector, we have advised producers and buyers of commodities on a wide range of structured deals and risk management techniques to mitigate commodity price risk. This includes engaging in scenario analysis to counsel our clients on how a range of factors may affect the economics of their arrangements. Our team structures arrangements that can be used to reduce the exposure of project owners to commodity prices, including long-term purchase agreements, off-take agreements, tolling agreements, and physical and financial hedges. We also have experience with energy and supply management agreements as well as with asset and transportation optimization agreements, all of which implicate important regulatory and credit issues.
Commodity Trading Agreements: Our energy team brings significant experience to the preparation of master commodity and derivative trading agreements and related documentation for over-the-counter physically and financially settled transactions, including ISDA agreements, EEIs, NAESBs, GasEDIs, “homegrown” master agreements, and long-form confirmations, across all types of commodities.
Capital Markets: Representing issuers, purchasers, and underwriters in the domestic and foreign public and private capital markets, Cadwalader participates in the full range of securities transactions, including initial public offerings, exchange and secondary offerings, private placements, workouts, convertible debt and equity securities, and hybrid securities, in the U.S. and Eurodollar markets.
Municipal Transactions: The energy and commodities team, together with our leading municipal capital markets team, has extensive experience in the field of municipal commodity transactions, providing advice to clients regarding their use of swaps, forwards, forward delivery agreements, and other hedging arrangements with municipal and governmental entities.
Restructuring: Cadwalader brings unique synergies to the restructuring and workout of complex energy projects and transactions. With highly regarded attorneys and international experience in energy and power, project finance, bankruptcy, litigation, and derivatives, our energy restructuring team is knowledgeable about the intricacies of the industry and has the practical knowledge and experience to unravel troubled projects and transactions around the globe. On behalf of our clients, we have tackled the unforeseen events that can hinder or derail an energy, infrastructure, or privatization project—issues affecting development, construction or operations, failed financing, or political or social upheaval—as well as many similar issues, working closely with all project participants, including banks, private equity and investment funds, insurance companies, multilateral financing organizations, export credit agencies, developers, sponsors, trustees, and sovereigns. Our team delivers effective counsel on reorganizations, workouts, spin-off transactions, and the acquisition and disposition of distressed assets and operations, successfully pursuing the interests of debtors, secured and unsecured creditors, and other parties in numerous administrative, bankruptcy and judicial proceedings.