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Michael J. Masri

Partner

Michael J. Masri

New York

T:+1 212 408 5121

 

Michael Masri is a transactional lawyer whose principal areas of practice are tax and project finance. Mr. Masri regularly advises his clients on energy tax credits, government incentive programs, project development and finance, mergers and acquisitions, and all forms of leasing transactions. Mr. Masri regularly represents investors and developers in tax equity financings across the renewable energy sector, including wind, utility scale solar, distributed solar and biomass. Some of his recent client representations include NRG Energy, Terra-Gen Power, LS Power, First Reserve Energy, Metlife and GE Capital.

Mr. Masri also advises clients in a broad range of federal income tax matters, including domestic and cross-border mergers and acquisitions, restructurings, financings, private equity and securities offerings.

Prior to joining, Mr. Masri was a tax associate at another large international law firm.

 

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  • Education

    2007 - J.D., magna cum laude, Order of the Coif, Fordham University School of Law

    2001 - M.S., Baruch College of the City of New York

    2000 - B.B.A., summa cum laude, Baruch College of the City of New York

  • Representative experience
     
    Project finance
    • Represented the lender in connection with the back-leverage tax equity financing of Apex Clean Energy’s 217 MW renewable portfolio deal, which consists of the 50.4 MW Cotton Plains Wind and 151.2 MW Old Settler Wind projects under construction in Floyd County, Texas, and the 15.4 MW Phantom Solar facility under construction at US Army Garrison Fort Hood in Killeen, Texas.
      • Represented NRG in connection with numerous tax equity financings, including: A US$100 million tax equity lease financing transaction with Credit Suisse for a portfolio of residential rooftop solar projects.
      • A US$40 million tax equity financing transaction with US Bank for a portfolio of residential rooftop solar projects.
      • A portfolio of commercial and industrial solar projects.
      • The tax equity financing of 12 operating wind farms located in eight states with a combined capacity of 947 MW, monetizing future tax attributes that will be generated primarily by wind projects acquired out of bankruptcy from Edison Mission Energy and is structured to preserve NRG’s ability to monetize the cash flows from these assets through transfers to NRG’s recently-formed yield-co, NRG Yield Operating LLC.
      • The US$119 million tax equity financing of the Alta X (137 MW) and Alta XI (90 MW) wind facilities in Tehachapi, California.
    • Represented a new tax equity investor in the tax equity financing of a portfolio of residential and commercial solar projects.
    • Represented GE Energy Financial Services, Inc. in the acquisition from  Enel Green Power North America, Inc. of a 49% interest in a portfolio of 46 renewable energy projects.
    • Represented the lenders on the construction and tax-equity back leverage financing of the Block Island Wind Farm, the first utility-scale offshore wind farm in the United States. The 30 MW project off the coast of Block Island, Rhode Island will generate over 125,000 MWh annually, enough to power over 17,000 homes.
    • Represented MetLife on the joint sponsorship and tax equity financing of the Long Island solar farm, a 32 MW solar PV power project located at the US Department of Energy Brookhaven National Laboratory in Upton, NY. This project won the “Renewable Energy Project of the Year, Reader’s Choice Award” from RenewableEnergyWorld.com.
    • Represented the lenders in a US$222 million construction loan for the 150 MW Border Winds project in Rolette County, North Dakota and a US$286 million construction loan for the 200 MW Pleasant Valley Wind project in Mower and Dodge Counties, Minnesota.
    • Represented Atlantic Power Limited Partnership (APLP) and its subsidiaries, as borrower and guarantors, in connection with new senior secured credit facilities comprising a US$600 million term loan B facility and a US$210 million revolving credit facility. APLP, which owns a portfolio of 17 power generation facilities located in various states in the US and in several provinces in Canada, is a subsidiary of Atlantic Power Corporation.
    • Represented a subsidiary of Goldman Sachs & Co. and two other owners in the sale of Solar Gen 2 LLC, the owner of a 150 MW solar photovoltaic under development in the Imperial Valley in California.
    • Represented GE Energy Financial Services, Inc. in its construction period investments and subsequent partnership flip financings for (i) the US$375 million Chisholm View Wind Project, a 235 MW wind energy project in Oklahoma, (ii) the US$305 million Prairie Rose Wind Project, a 200 MW wind energy project in Minnesota and (iii) the US$370 million Buffalo Dunes Wind Project, a 250 MW wind energy project in Kansas.
    • Representing the lead arranger in connection with the financing of the 614 MW gas-fired Oakley Power Project in Contra Costa, CA.
    • Represented the lenders in the senior secured bank financing of the US$842 million Woodbridge Energy Center, a 700 MW natural gas-fired generation project in New Jersey.
    • Represented LS Power in connection with the financing of its 170 MW Centinela Solar Energy project located near El Centro, CA.
    • Represented LS Power in connection with the financing of its 127 MW Arlington Valley Solar Energy II project near Arlington, AZ.
    • Represented the sponsor in the acquisition and financing of the approximately US$3 billion 550 MW Desert Sunlight photovoltaic solar power project in Riverside County, California.
    • Represented the sponsor in the sale of a 150 MW windfarm in California for approximately US$450 million.
    • Represented Metlife Capital Credit in the acquisition and tax equity financing of a 35 MW photovoltaic solar generating facility in Webberville, Texas.
    • Represented the lenders in the senior secured bank financing of the US$842 million Woodbridge Energy Center, a 700 MW natural gas-fired generation project in New Jersey.
    • Represented the lenders on the financing of the 674 MW combined-cycle Salem Harbor Power Station in Salem, Massachusetts. The Coordinating Lead Arrangers for the financing were MUFG Union Bank, GE Energy Financial Services and BNP Paribas.
    Mergers and acquisitions
    • Represented Just Energy Group, one of the largest competitive green energy retailers in North America, in the sale of Hudson Energy Solar Corp., its commercial solar development business with an operating portfolio consisting of approximately 101 projects, to TerraForm Power Inc. and SunEdison, Inc., global leaders in renewable energy services.
    • Represented Rockwell Collins, Inc. in its acquisition of ARINC Incorporated, a portfolio company of The Carlyle Group, for US$1.39 billion.
    • Represented Tenaska Capital Management, LLC in the acquisition by its affiliate of US Power Generating Company, which owns and operates 53 generating units in Queens and Brooklyn that have capacity sufficient to serve approximately 20 percent of the overall electricity load in New York City.
    • Represented Hess in connection with its acquisition of American Oil & Gas for approximately US$445 million in Hess stock.
    • Represented Excel Maritime Carriers Ltd. in connection with its acquisition of Quintana Maritime Limited for US$2.45 billion.
    • Represented SSAB Svenskt Stål AB in connection with its acquisition of Canadian steel producer, IPSCO Inc., for approximately US$7.7 billion.
    Capital markets
    • Represented Calpine in connection with its US$1 billion Senior Note Offering.
    • Represented Inn Of The Mountain Gods Resorts & Casino in its offer to exchange its outstanding 12% Senior Notes due 2010 for (1) new 8.750% Senior Notes due 2020, (2) new Senior PIK Notes due 2020 and (3) a pro rata amount of US$18 million in cash.

     

  • Admissions
    • New York State Bar License
  • Rankings and recognitions
    • New York Metro Rising Star, Tax, Thomson Reuters, 2014 - 2017
  • Publications
    • "Europeans Boost Investment in US Renewables: US Holding Corporation or Direct Investment?," Infrastructure Journal, November 22, 2012
  • Speaking engagements
    • "Utilities 2.0: The Role of DG and DR in Evolving Utility Business Models," Agrion Global Network for Energy, New York, NY, February 27, 2014
    • Speaker, "The Return of Tax Equity—Crucial Financing Piece," Infocast Project Finance: The Tutorial, New York, NY, September 25, 2013
    • Speaker, "Capital Market Solutions for Renewable Energy and Energy Efficient Projects," Agrion Global Network for Energy, New York, NY, April 25, 2013
    • Speaker, "Renewable Energy Transactions—An Investor Perspective," Pre-Conference Workshop, Novogradac Renewable Energy Tax Credit Conference, Washington, DC, Nov. 7, 2012
  • Memberships and activities

     

    • Certified Public Accountant (CPA), 2003