Marcia Hook

Renewables and Energy Transition Matters

• Quantum, a provider of capital to the global energy and energy transition industries, its global renewable energy development platform, 547 Energy, and renewable energy platform ConnectGen, on the energy regulatory aspects of its sale of ConnectGen to Repsol for approximately $768 million.
• Hatch Renewables, a portfolio company of Ridgemont Equity Partners, in its partnership with Equilibrium Energy to manage utility-scale battery storage by pursuing tolling agreements with developers that have operating assets or projects with near-term commercial operation dates.
• Actis in its acquisition of a co-control stake in Catalyze, a distributed solar and battery storage infrastructure developer.
• Blackstone Energy Partners III L.P. and Blackstone Capital Partners VIII L.P., and their portfolio companies Transmission Developers, Inc., TDI-USA Holdings LLC and CHPE LLC, in connection with the energy regulatory aspects of the development and construction financing of the Champlain Hudson Power Express, an approximately 339-mile fully-buried transmission line that will deliver approximately 1,250 MW of clean and renewable hydropower from Québec to New York City.
• Blackstone Capital Partners VII and Blackstone Energy Partners II, and their portfolio company Kindle Energy in connection with the energy regulatory aspects of the $580 million development and construction financing of the Magnolia Power Generating Station, a 725 MW nameplate capacity natural gas-fired and hydrogen-capable combined-cycle electric generating facility to be constructed in Iberville Parish, Louisiana.
• TPG Rise Climate, the dedicated climate investing strategy of TPG’s global impact investing platform TPG Rise, and The Rise Fund, on their investment in Monolith Materials, which produces clean hydrogen and carbon black using a commercial-scale methane pyrolysis process.
• Generate Capital PBC on the energy regulatory aspects of its acquisition of esVolta, LP, a large-scale battery storage developer with a portfolio of more than 900 megawatt hours of operational and utility-contracted projects in the U.S. and Canada and a portfolio of projects under active development in Texas, Arizona, Montana, California, Virginia, Colorado, Washington, and New Mexico.
• CleanCapital, an industry-leading clean energy investment platform, in its acquisition of BQ Energy Holdco, a Hudson Valley-based developer of solar projects on landfill and brownfield sites with more than 60 projects spanning 16 states.
• Apollo (NYSE: APO) on the energy regulatory aspects of its agreement to use funds managed by Apollo affiliates to acquire a 50 percent stake in Broad Reach Power LLC, a leading utility-scale energy storage and renewable energy platform in the United States.
• Cypress Creek Renewables, a leading solar and energy storage company, on the financing of the Shakes solar project, a 270 MW solar project located in Dimmit County, Texas.
• ArcLight Clean Transition Corp. II ((NASDAQ): ACTD) on the energy regulatory aspects of its $1.75 billion de-SPAC merger with OPAL Fuels LLC, a leading vertically integrated producer and distributor of renewable natural gas with a diversified revenue and customer base in 42 states.
• ACON S2 Acquisition Corp. (NASDAQ: STWO), a publicly traded special purpose acquisition company, on the energy regulatory aspects of its business combination with ESS Tech, Inc., a manufacturer of long-duration iron flow batteries for commercial and utility-scale energy storage applications.
• ArcLight Clean Transition Corp. ((NASDAQ): ACTCU, ACTC and ACTW) on the energy regulatory aspects of its $1.6 billion de-SPAC merger with Proterra Inc, an electric bus company.
• Private equity client in connection with a carbon capture and sequestration joint venture with a subsidiary of a large oil and gas exploration company.
• Credit fund in connection with a proposed mezzanine financing for a hydrogen refueling station business.
• Private equity fund regarding the energy regulatory implications of and approvals required for the acquisition of thirty-one hydroelectric projects.*
• Rooftop solar company regarding the energy regulatory aspects of an initial public offering.*

Regulatory Proceedings and Litigation

• Air Products in $30 million dispute against EDF Energy Services arising from the February 2021 Texas winter storm.
• Utility client in connection with securing emergency order from the Secretary of Energy under Federal Power Act section 202(c).*
• PJM transmission owner in proceedings before the Federal Energy Regulatory Commission (“FERC”) regarding planning for end-of-life transmission needs under the PJM Interconnection, L.L.C. tariff and operating agreement.*
• Amicus utility trade association in appeals before the 8th and D.C. Circuits.*
• Coalition of transmission owners in proceedings before FERC and the D.C. Circuit regarding interregional planning and cost allocation issues under FERC’s Order No. 1000.*
• Investor-owned utility before FERC regarding cost allocation issues associated with the integration of a neighboring utility into the Southwest Power Pool, Inc. market.*

Project Development Matters

• Developer of 415 MW wind facility in connection with renegotiation of a Power Purchase Agreement in the PJM Interconnection, L.L.C. market.
• Riley Exploration Permian, Inc. in its definitive agreement with Conduit Power, LLC, a portfolio company of Grey Rock Investment Partners, to form a joint venture that will own and operate on-site power generation utilizing captured flared natural gas to power Riley Permian's operations in Yoakum County, Texas.
• Developer of a PLA facility in Thailand in connection with the drafting and negotiation of a Power Purchase Agreement.
• Utility in connection with the issuance of a request for proposals to provide of renewable power to a major technology company and the drafting of Power Purchase Agreements with the winning bidders.*
• Regulated utility in connection with the negotiation of a Power Purchase Agreement for 350 MW of power from a greenfield wind project in the United States.*
• State-owned oil company in connection with the negotiation and drafting of an LNG sales and purchase agreement to acquire LNG from a greenfield terminal located in western Canada.*
• Regulated utility in connection with the negotiation and drafting of a Power Purchase Agreement for the offtake from an approximately 150-MW greenfield solar project in the United States.*
• A developer of a proposed LNG terminal and pipeline in the United States regarding a long-term gas sale agreement and related project term sheet.*
• Advised the developer of a proposed LNG terminal and related feeder pipeline in the United States, including preparation of liquefaction tolling services agreements and other commercial agreements.*

Retail Energy Matters

• Represented Just Energy Group Inc., a Mississauga, Ontario-based leading retail consumer company specializing in electricity and natural gas commodities, energy efficiency solutions, and renewable energy options, in its Chapter 15 proceedings in the United States to recognize proceedings commenced in Canada under the Companies’ Creditors Arrangement Act (CCAA). Prior to filing for bankruptcy, Just Energy Group Inc. was severely adversely impacted by the unprecedented winter storm in Texas in February 2021. The insolvency proceedings successfully culminated in a Canadian-court approved and United States-court recognized sale transaction that preserved operations, hundreds of jobs, critical regulatory approvals, and key commodity supplier relationships.
• Retail energy company regarding the state and federal energy regulatory approvals required for the purchase of a national energy retailer.*
• Energy services company regarding the state and federal energy regulatory approvals required for the sale of its retail electric and natural gas business.*

Oil, Gas, and LNG Matters

• Permian Resources Corporation (NYSE: PR) on the energy regulatory aspects of its $4.5 billion all-stock acquisition of Earthstone Energy, Inc. (NYSE: ESTE).
• Ovintiv Inc. (NYSE: OVV) (TSX: OVV) on the energy regulatory aspects of its definitive purchase agreement to acquire substantially all leasehold interest and related assets of Black Swan Oil & Gas, PetroLegacy Energy and Piedra Resources (NMB sellers), which are portfolio companies of funds managed by EnCap Investments L.P., in a cash and stock transaction valued at approximately $4.275 billion.
• Civitas Resources (NYSE: CIVI) on the energy regulatory aspects of two definitive agreements to acquire oil producing assets in the Midland and Delaware Basins of west Texas and New Mexico with affiliates of Hibernia Energy III, LLC and Tap Rock Resources, LLC for total consideration of approximately $4.7 billion, subject to customary purchase price adjustments.
• Quantum Energy Partners, a leading provider of private equity capital to the global energy industry, in its partnership with the management of Bison Oil & Gas (Bison) to form Bison Oil & Gas Partners IV, LLC (Bison IV) with equity capital commitments in excess of $500 million.
• EQT Corporation (NYSE: EQT), a leading independent natural gas production company, on the energy regulatory aspects of $5.2 billion acquisition from THQ Appalachia I, LLC and THQ-XcL Holdings I, LLC of their direct and indirect upstream and midstream subsidiaries and associated oil and gas assets, properties and gathering systems in the Appalachian Basin.
• Devon Energy Corp. (NYSE: DVN) in its liquefied natural gas (LNG) export partnership with Delfin Midstream, including negotiation of a long-term tolling agreement providing Devon with 1.0 to 2.0 million tons per annum of liquefaction capacity in Delfin’s first and future floating LNG vessels.
• Whiting Petroleum Corp. (NYSE: WLL) on the energy regulatory aspects of its combination with Oasis Petroleum Inc. (NASDAQ: OAS) in a $6 billion merger of equals transaction.
• Colgate Energy Partners III on the energy regulatory aspects of its merger of equals with Centennial Resource Development, creating the largest pure-play exploration and production company in the Delaware Basin, valued at approximately $7 billion.
• Investec Inc. as a lead arranger and sole bookrunner in connection with a $490 million refinancing for the natural gas-fired Potomac Energy Center (f/k/a the Panda Stonewall Project), which was named IJGlobal Refinancing Deal of the Year 2021.
• EQT Corp. (NYSE: EQT) on the energy regulatory aspects of its definitive purchase and sale agreement with Chevron U.S.A. Inc. under which EQT acquired Chevron’s upstream and midstream assets in the Appalachian Basin for $735 million.
• Basalt Infrastructure Partners LLC on the energy regulatory aspects of its acquisition of Xpress Natural Gas, an integrated Compressed Natural Gas provider operating in the U.S. and Canada.
• Natural gas liquids company regarding the negotiation and drafting of Special Provisions for sales under the North American Energy Standards Board (“NAESB”) Base Contract and addenda.*
• Regulated utility client regarding the negotiation and drafting of Special Provisions for sales under the NAESB Base Contract and addenda.*
• Advised an independent commodity trading company regarding the potential acquisition of the liquefied natural gas (“LNG”) company subsidiary of a major technology company.*
• Advised a private equity fund regarding the state and federal energy regulatory implications of and approvals required for the acquisition of three generation facilities in Texas.*

Permitting Matters

• Advised an investor-owned utility in connection with the relicensing of a 573-MW hydroelectric facility.*
• Advised an investor-owned utility in connection with the development and licensing of a greenfield 2,000-MW pumped storage project.*
• Advised investor-owned utility in connection with the relicensing of an 828-MW pumped storage project.*
• Represented two private equity portfolio companies before the Department of Energy in a proceedings for presidential permits for greenfield cross-border transmission lines.*

*Matters prior to joining Kirkland