Consolidated Edison’s $1.54 billion acquisition of Renewable Electric Production Projects from Sempra Energy

Troutman Sanders Advises Con Edison Development. Fried Frank acted as counsel to Citigroup as lead financial advisor to Consolidated Edison, Inc. Credit Suisse, J.P. Morgan and Lazard are serving as Sempra Energy’s financial advisors on the sale and Latham & Watkins LLP is serving as legal advisor.

Sempra Energy (NYSE: SRE) has entered into an agreement to sell its U.S. non-utility operating solar assets, solar and battery storage development projects and one wind facility to Consolidated Edison, Inc. (NYSE: ED) for $1.54 billion in cash, subject to adjustments for working capital and pre-closing cash contributions.

The assets included in the sale to Consolidated Edison are: Mesquite Solar 2 and 3 in Arizona; Copper Mountain Solar 1 and 4 in Nevada; Great Valley Solar in California; and solar and battery storage development projects. Additionally, Consolidated Edison will acquire the facilities jointly owned with Sempra Renewables including: Mesquite Solar 1; Copper Mountain Solar 2 and 3; the Alpaugh, Corcoran and White River solar facilities in California; and the Broken Bow II wind facility in Nebraska.

The sale comprises approximately 980 megawatts AC of installed capacity in Sempra Energy’s non-utility renewables portfolio. The sale is expected to be completed near the end of 2018.

The sale is subject to customary closing conditions and consents, including approvals of the Federal Energy Regulatory Commission and the U.S. Department of Energy, and expiration or early termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act.

Troutman Sanders advised Con Edison Development with a team including Craig Kline (Picture) with support from Robert Schmicker, Vaughn Morrison and Felicia Xu. Additional support was provided by, among others, Daniel Anziska (Antitrust), Mason Bayler (Corporate), Carl Bivens and Michael L. Warwick (Real Estate), Jonathan Boyles (ERISA), Amie Colby, Stuart Caplan and Jessica Lynch (FERC), Angela Levin and Morgan Gerard (Environmental), Roger Reigner (Tax) and James Schutz (IP).

Fried Frank acted as counsel to Citigroup as lead financial advisor to Consolidated Edison, Inc. with a team including Philip Richter, Warren S. de Wied and Roy Tannenbaum.

 

Involved fees earner: Craig Kline – Troutman Sanders; Robert Schmicker – Troutman Sanders; Vaughn Morrison – Troutman Sanders; Felicia Xu – Troutman Sanders; Mason Bayler – Troutman Sanders; Amie Colby – Troutman Sanders; Stuart Caplan – Troutman Sanders; Jessica Lynch – Troutman Sanders; Daniel Anziska – Troutman Sanders; Carl Bivens – Troutman Sanders; Michael Warwick – Troutman Sanders; Jonathan Boyles – Troutman Sanders; Angela Levin – Troutman Sanders; Morgan Gerard – Troutman Sanders; Roger Reigner Jr. – Troutman Sanders; James Schutz – Troutman Sanders; Philip Richter – Fried Frank Harris Shriver & Jacobson; Warren de Wied – Fried Frank Harris Shriver & Jacobson; Roy Tannenbaum – Fried Frank Harris Shriver & Jacobson;

Law Firms: Troutman Sanders; Fried Frank Harris Shriver & Jacobson;

Clients: Citigroup Inc.; Consolidated Edison Company;