George Humphrey

experienced

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Straight TalkĀ® is good business
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600 Travis
Suite 4200
Houston, TX 77002
P: +1.713.220.4375
F: +1.713.238.7205
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focused

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George Humphrey

Partner

Houston Office
600 Travis
Suite 4200
Houston, TX 77002
P: +1.713.220.4375
F: +1.713.238.7205

George's practice focuses on U.S. and international project development and finance, corporate finance, strategic joint ventures, mergers and acquisitions, especially in the energy and renewable energy industries. Specifically, George's practice encompasses:

Representative Experience

Recent Experience

  • Currently advising a foreign energy company on the acquisition of energy assets in the United States with a value in excess of USD 2 billion.
  • Currently advising the sponsor on the approximately $1 billion financing of a natural gas-to-methanol-to-gasoline project in Louisiana.
  • Currently advising the sponsor on the development and financing of a 300 MW solar photovoltaic project in Chile, including the negotiation of the power purchase agreement (PPA) for the project.
  • Currently advising the sponsor on the development of a 21 MW wind power project in Guatemala, including negotiating the power purchase agreement, equity contribution agreement, turbine supply agreement and balance of plant agreement, and selling carbon offsets of the project.
  • Currently advising, on behalf of the sponsor, the early development of an up to 1,000 MW wind project in Oklahoma, including the formation of the project company and drafting of the form wind lease.
  • In January 2014, advised a foreign buyer in the potential acquisition of a worldwide oil and gas business based in Houston.
  • In December 2013, negotiated to close, on behalf of the sponsor, a FEED engineering agreement for a greenfield crude oil refinery to be constructed in Louisiana.
  • In June 2013, negotiated to close an engineering, procurement and construction contract for the construction of an approximately $120 million carbon capture and mineralization facility to be located in Texas.
  • In June 2013, negotiated to close 15-year warranty and maintenance agreements for five wind projects located across the United States.
  • In 2012, ran international finance legal team and negotiated to close $245 million debt financing of Parque Eólico El Arrayán SpA, a 115 MW wind power project to be located northeast of Santiago, Chile, jointly owned by AEI, Pattern Energy Group LP and Antofagasta Minerals SA.  The financing included a construction debt facility that converts to a 15-year term loan, a letter of credit facility and a value-added tax finance facility. The construction and term loans were provided in two tranches, one from Denmark's export credit agency, EKF, which provided guaranteed loans through its ELO program, and the second tranche by a consortium of international commercial lenders comprised of The Bank of Tokyo-Mitsubishi UFJ, Ltd., Sumitomo Mitsui Banking Corporation and Credit Agricole Corporate & Investment Bank. The commercial lenders also provided the letter of credit facility, and Chilean bank Corpbanca provided the value-added tax financing.
  • In 2012, closed the 20-year power purchase agreement and offtake arrangements for Parque Eólico El Arrayán SpA, a 115 MW wind power project under construction and located northeast of Santiago, Chile, jointly owned by AEI, Pattern Energy Group LP and Antofagasta Minerals SA.
  • In 2011, represented investor in negotiations to acquire a controlling interest in up to a 233 MW hydroelectric project being developed near Ancash, Peru.
  • In 2010, closed, on behalf of a New York private equity firm as buyer, an approximately $100 million stock acquisition of a U.S. drilling services company.
  • In 2010, advised on two wind power financial energy hedges, which included a sale of associated renewable energy credits.
  • In 2010, closed $58 million term facility and $100 million revolving facility for an electric cooperative, along with the refinancing of a $50 million perpetual line of credit.
  • In 2010, closed $200 million-plus acquisition financing of a wind power project in the United States, including dealing with recapture risks relating to the U.S. stimulus law’s cash grant, complex intercreditor issues among the debt lenders and energy hedge provider involving three different lien priorities, and obtaining rights to enter into future power purchase agreements (PPAs), energy hedges, REC agreements and other arrangements to sell the uncontracted portion of the project’s generation.
  • Ran national deal team and negotiated to close $279.9 million debt financing of Sherbino I Wind Farm LLC, a 150MW wind power project located near Ft. Stockton, TX, jointly owned by BP Alternative Energy North America Inc. and NRG Energy, Inc.  The financing includes a 15-year term component and has a gas energy hedge in the place of a traditional long-term power purchase agreement.
  • Involved in the successful financings of wind projects totaling over 1,150MW, including the Sweetwater (Texas), Caprock (New Mexico), Allegheny Ridge (Pennsylvania), Jersey-Atlantic (New Jersey) and Cedar Creek (Colorado) wind farms.

Other Experience

  • Negotiated to close (in Spanish, during a week-long marathon session and on behalf of a major U.S. energy company) an approximately 200MW power purchase agreement with Central American government utility; agreement staved off severe power crisis in the country.
  • Drafted and negotiated to close US$65 million engineering, procurement and construction contract (with operation and maintenance component) for Fortune 100 company owner adding approximately 100MW of installed capacity to one of the company’s heavy-fuel-oil-fired power plants in Central America.
  • Member of a team of lawyers that negotiated and closed $235 million project development and financing of a methanol production facility located in Trinidad and Tobago; the project was awarded “Latin America Deal of the Year for 2002” by Project Financing.
  • Member of a team of lawyers that negotiated on behalf of Fortune 100 borrower certain defaults alleged by lender under $1 billion credit agreement, including strategic analysis of bankruptcy and contract options available to borrower and extensive research on lender liability and letter of credit law in New York.
  • Counseled large U.S. power company on submitting bid to be awarded 12-year 210MW power purchase agreement by the Honduran government; assisted the company in selecting and managing Honduran counsel to form Honduran subsidiary, obtain permits and establish operations in the country; analyzed in Spanish the power purchase agreement and various Honduran power regulatory, foreign investment, government tender and arbitration laws to identify risks; participated in negotiations with potential joint venturers; provided guidance on structuring potential strategic alliance.
  • Drafted joint venture agreement among three major oil companies using Cayman Islands exempt company to achieve off-balance-sheet financing for oil companies’ participation in US$2 billion oil exploration, development, production, upgrading and commercialization project in Venezuela.
  • Negotiated to close US$260 million engineering, procurement and construction contract, split into offshore and onshore components.
  • Drafted and negotiated (on behalf of a Fortune 100 chemical company) shared services agreement for the sharing of power, gas, steam, sewage collection, laundry and other services between two chemical plants located adjacent to one another in Mississippi.
  • Negotiated to close 49MW 10-year tolling agreement for sale of approximately 50MW of capacity and electric energy to government utility in New York.
  • Oversaw due diligence team of U.S. and Mexican lawyers that advised major energy company on submitting bid to acquire natural gas and energy service assets in Mexico, including controlling interests in 564 miles of natural gas pipelines and gas trading company; identified and evaluated liabilities found in real estate chain of title to pipeline, credit agreement, interconnection agreement, transportation services agreement and other agreements; produced comprehensive due diligence memorandum and risk matrix chart to help client assess the risks, including sovereign immunity and country risks.
  • Drafted Turnkey Agreement for installation of acetic acid reactor at chemical company in Texas.
  • Member of team of lawyers that negotiated $80 million credit agreement to provide funding for roll-up of 12 glass companies throughout the country; oversaw coordination of local counsels to keep transaction on pace to close, including fixing corporate irregularities in the founding companies, obtaining local opinions, and procuring the execution of a myriad of consents and landlord, contractor, and warehousemen lien waivers.
  • Drafted 20-year Energy Sales Agreement for development of cogeneration (63 tons/hour steam and 50WM power) project in Mexico.

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