Adam L. Birnbaum

Infrastructure and Project Finance

• Representation of the acquiring consortium and KKR, a leading global investment firm, in the definitive agreement where KKR and Global Infrastructure Partners (GIP), one of the world’s leading infrastructure investors, will acquire all outstanding shares of common stock of CyrusOne Inc. (NASDAQ:CONE), a premier global data center REIT, for $90.50 per share in an all-cash transaction valued at approximately $15 billion, including the assumption of debt. 
• Representation of KKR in connection with the signing of definitive documentation to acquire the Thermal business of Clearway Energy, Inc. (NYSE: CWEN, CWEN.A), for total consideration of $1.9 billion, subject to customary closing adjustments. Clearway's Thermal business, commercially known as Clearway Community Energy, consists of thermal infrastructure assets that provide steam, hot water and/or chilled water, and in some instances electricity, to commercial businesses, universities, hospitals, and governmental customers across the United States. 
• Representation of KKR on its definitive agreements with NextEra Energy Resources (NYSE: NEE) and NextEra Energy Partners, LP (NYSE: NEP) to acquire a large portfolio of renewables assets.
• Representation of Oaktree Capital Management, L.P. in partnership with Watco Companies, LLC in the acquisition financing of Dow Inc.’s rail infrastructure assets and related equipment at six major North American sites. As part of the transaction, Watco will enter into a long-term service agreement to provide rail services at Dow’s flagship locations in Freeport and Seadrift, Texas; St. Charles and Plaquemine, Louisiana; and Fort Saskatchewan and Prentiss in Alberta, Canada.

Fund Finance

• Representation of Bernhard Capital Partners, a private equity fund focused on the infrastructure sector, in connection with its subscription line facility.
• Representation of Summit Partners in its capital call facility with a ten member syndicate for Summit Partners Growth Equity Fund XI, Summit Partners’ largest fund in its history with over $8.35 billion in limited partner commitments.
• Representation of One Equity Partners, a private equity firm focused on transformative combinations within the industrial, healthcare and technology sectors in North America and Europe, in connection with its subscription line facilities for multiple funds within the One Equity Partners portfolio. 
• Representation of The Sterling Group, a private equity firm focused on growth and strategic operationally partnerships in the industrials sector, in connection with capital call facilities for multiple funds within The Sterling Group portfolio.  
• Representation of Mountain Capital, an energy private equity firm focused on growth and turnaround capital investments in the energy sector, in connection with its subscription line facilities.  
• Representation of Summit Partners in its subscription line facility for Summit Partners Venture Capital Fund V, Summit’s fifth venture capital fund that formed with over $1 billion in total commitments.
• Representation of Starwood Capital Group in its subscription line facility for Starwood Distressed Special Sits Fund.
• Representation of Summit Partners, an investment firm focused on the e-Commerce, Healthcare, Information Technology and Media and Entertainment industries, in its euro denominated subscription line facility for Summit Europe Growth Equity Fund III, Summit’s third Europe equity fund that formed with €1.1 billion in total commitments.
• Representation of Amulet Capital Partners, a middle-market private equity investment firm that specializes in leveraged buyouts, restructurings and growth equity in the healthcare industry, in its subscription line facility for Amulet Capital Fund II.
• Representation of Sunstone Partners, an investment portfolio company focused on Cloud, Cybersecurity, Healthcare IT and Marketing Services industries, in its subscription line facility for Sunstone Partners II.
• Representation of Cottonwood Venture Partners, an investment firm focused on providing digital solutions for the energy industry, in its capital call facility for CVP Energy Technology Fund II.

Margin Loan Financing

• Representation of private equity sponsors in multi-jurisdictional margin loan facilities, collateralizing domestic and international securities publicly traded on the NASDAQ and NYSE. Representative sponsors include Warburg Pincus, SoftBank Vision Fund I and SoftBank Vision Fund II.

Exit Financing/Restructuring

• Representation of Longview Power, LLC and its affiliates in connection with their prepackaged Chapter 11 cases involving the restructuring of approximately $355 million in funded debt and obtaining $40 million in exit financing. Longview operates a 710 net megawatt supercritical coal fired power generation facility in Maidsville, West Virginia that is at the forefront of the clean coal movement.
• Representation of Extraction Oil & Gas, Inc. and its affiliates in their prearranged Chapter 11 restructuring in the United States Bankruptcy Court for the District of Delaware. Extraction is one of the largest oil producers in Colorado, focusing on the acquisition, development, and production of oil, natural gas, and natural gas liquids reserves in the Rocky Mountain region, and listed approximately $1.7 billion of funded debt obligations at the time of filing. Extraction’s prearranged plan of reorganization carries broad stakeholder support and contemplates the equalization of approximately $1.1 billion in unsecured notes and a $125 million in debtor-in-possession financing, which includes $50 million in new money debtor-in-possession facility.
• Representation of Deluxe Entertainment, a leading content creation-to-distribution company that provides digital media services to Hollywood studios, independent filmmakers, television networks, online content producers and brands, in securing $115 million in its exit financing.

Acquisition Financing

• Representation of Fort Point Capital and its portfolio company, Barrington Media Group, in the financing of its acquisition of Blackbird Garage LLC, a digital media agency that provides growth solutions to e-commerce companies. Barrington Media Group is a customer acquisition focused radio and TV media buying and analytics agency specializing in performance based direct response and branded models.
• Representation of Pritzker Private Capital (PPC) and their portfolio company, KabaFusion Holdings LLC, in the financing of its acquisition of Lincare, Inc.
• Representation of Accel - KKR and their portfolio company, True Commerce, Inc., in the financing of their acquisition of ecUtopia, Inc., a cloud-based, supply chain, management company.

General Corporate

• Representation of SR One, a trans-Atlantic biotech venture capital firm, in spinout, including portfolio asset transfers, from GlaxoSmithKline and fundraising for SR One Capital Fund I.