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Biography Professional Experience Representative Transactions

Biography

Spencer N. Davis’ practice is focused principally on representing both regulated and non-regulated electric power companies in their development, acquisition and sale, and ownership and operation of wind, solar, battery storage, natural gas, transmission, biomass, and other energy projects. His recent work includes conducting large real estate due diligence efforts, negotiating complex site control and title curative agreements, and working with national title companies on title policy and endorsement coverage issues.

Mr. Davis also has experience negotiating Membership Interest Purchase Agreements, Asset Purchase Agreements, Joint Venture Agreements, Engineering, Procurement and Construction Agreements, Long Term Service Agreements, and Operation and Maintenance Agreements.

Professional Experience

Mercer Thompson LLC

  • Associate, August 2018 – Present
  • Summer Associate, May 2017 – August 2017

Representative Transactions

MERGERS AND ACQUISITIONS:

Wind

  • Served on the legal team to an independent power producer in support of the negotiation, structuring and execution of a Master Joint Venture Agreement and related documents for the joint equity funding and development, with another independent power producer, of multiple wind farms across the United States.
  • Real Estate outside counsel to an independent power producer on its acquisitions and ongoing development of a majority interest in multiple wind projects, including those in Nebraska (200 MW), Illinois (261 MW) and South Dakota (97 MW and 155 MW).
  • Real Estate outside counsel to an independent power producer on its planned acquisitions and ongoing development of a majority interest in multiple wind projects, including those in Nebraska (300 MW), Wisconsin (92 MW) and Illinois (254 MW).

Solar

  • Lead Real Estate outside counsel to multiple national solar developers in their acquisition and development of pre-Notice to Proceed to Commercial Operation stage utility scale solar projects in Arizona, Colorado, Wyoming and California. Representation included due diligence review and negotiation of ground leases and options to purchase property, including obtaining transmission and other easement rights, corrective title work, survey review and title policy procurement, and resolving federal land and mineral rights issues.
  • Real Estate counsel to a solar developer on the acquisition and due diligence of a proposed 250 MW solar project located in Colorado and Wyoming.
  • Lead Real Estate outside counsel for multiple solar developers acquiring and constructing solar projects in Massachusetts, including bundled sales of smaller scale ground and roof mounted projects.

Natural Gas

  • Lead outside counsel to Consumers Energy in connection with the negotiation and execution of an Asset Purchase Agreement to acquire the 1,176 MW gas-fired “New Covert” generation facility in Van Buren County, Michigan for a published purchase price of $810,000,000.

Propane

  • Counsel to a propane company in connection with the sale of the company for $170 million.

 

PROJECT DEVELOPMENT (Real Estate):

  • Counsel to timber company in connection with the negotiation of Wind Leases in Virginia and West Virginia.
  • Counsel to multiple independent power producers in connection with the creation of forms of Solar Option and Lease Agreements and Purchase Option Agreements.

 

PROJECT DEVELOPMENT (Construction):

Wind

  • Counsel to an independent power producer in connection with the development of a wind project in Kansas (200 MW).
  • Counsel to an independent power producer in connection with the development of a wind project in the State of Washington (137 MW).
  • Counsel to an independent power producer in connection with the negotiation and execution of “hybrid” service and maintenance agreements with Vestas covering a wind farm in Oregon (345 MW) and a wind farm in Washington State (267 MW).

Energy Storage

  • Lead outside counsel to a municipality in connection with the negotiation of an EPC Agreement for the construction of a 200 MWh (50 MW x 4 hour) battery energy storage to be powered by a new 93 MW gas-fired power project in Glendale, California.
  • Lead outside counsel to an independent power producer in connection with the negotiation and execution of an EPC Agreement and Long Term Service Agreement for the construction of a 60 MWh (30 MW x 2 hour) battery energy storage project in Goleta, California.

Natural Gas

  • Lead counsel to an independent power producer in connection with the negotiation of an EPC Agreement and a Power Island Equipment Purchase Agreement for a combined-cycle power plant in West Virginia.

Biomass

  • Counsel to developer of first-of-its-kind biomass gasification facility.

 

PROJECT FINANCE:

  • Served on the legal team to an independent power producer in support of its issuance of $410 million of Senior Secured Notes.