Julianne Prisco

/My focus

My practice focuses on advising investors, developers, sponsors, and lenders in real estate deals related to US renewable energy projects that generate tax credits, including purchases, leasing, development, construction, financing, operations, sales, and project-siting and land-use matters.

I also advise clients on real estate matters related to other commercial transactions in the renewables, energy, and power industry sectors, such as merger and acquisition, infrastructure, asset finance, project development, and project finance (debt, equity, and tax equity) deals, including renewable energy tax credit transactions.

I support clients on energy, power, and renewables asset purchases and sales (including large portfolios, single-asset deals, and joint ventures), corporate acquisitions of energy real estate holding companies, and/or indirect energy real estate investments through partnerships or joint ventures.

I represent both borrowers and lenders in financing and loan transactions (including syndicated loans, debt and equity offerings, and hybrid, multi-sourced financings) secured by energy real estate collateral.

In recent years, I have assisted clients with the real estate elements of decarbonization efforts and the retirement and transition of coal-fired power plants. I have also worked with energy industry participants in the purchase, sale, development, and financing of other capital-intensive energy assets, such as pipelines, refineries, terminals, power-generation assets, interconnection facilities, and electric transmission and distribution infrastructure.

I handle all real estate aspects of energy, power, and renewables deals, from initial structuring—including designing and coordinating deal-specific real estate due diligence assessments, negotiating real estate-related transaction documents, preparing title curative documents, and obtaining title insurance—to all closing and post-closing real estate transactional matters.

My renewables experience spans solar, wind, energy storage, carbon capture, geothermal, hydrogen, waste-to-energy, biomass, and other evolving clean energy transition technologies, including gas-to-power projects.

I combine deep knowledge and technical experience to give my clients creative, efficient, and timely legal advice for complex energy real estate matters, taking a collaborative, problem-solving approach to cooperate effectively with stakeholders and counterparties, and develop strategies to mitigate transactional risks and adequately address issues that may impact their deals, assets, projects, or business objectives.

/Representative experience

This list of representative experience includes representations on matters from prior firms.

• Represented a sovereign fund in its $3 billion landmark acquisition of a 50% stake in a 1.6 GW clean-energy portfolio of five solar projects in California (two with battery energy storage systems) and three wind farms in Nebraska and Texas, comprising one of the largest North American renewable energy asset acquisitions of 2020.
• Represented the lead arrangers in the “first-of-its-kind” senior-secured project financing of a world-scale hydrogen and nitrogen-based ammonia plant in Texas, with capital costs over $800 million.
• Represented a leading power producer in a $1.1 billion Climate Bond Certified financing of its wholly owned subsidiary, which owns the largest complex of geothermal power plants in the US. 
• Represented a Korean investor consortium in the acquisition of a 49.9% cash equity interest in a portfolio of four wind projects with an aggregate capacity of 852 MW in Texas, Illinois, and Nebraska.  
• Represented a leading energy company in sale of a 935 MW power plant in New York and negotiations of a short-term sale-leaseback of the land for decommissioning under NYISO protocols.
• Represented a leading energy services company in $ 1 billion sale of its US renewables portfolio.
• Represented an energy company in its sale of a leading US utility-scale battery energy storage platform, with an 11 GW+ portfolio of development and operational stage projects. 
• Represented a sovereign fund in acquisition of a cash equity interest in an NC 300 MW solar portfolio.
• Represented a developer, as borrower, in a revolving commercial bank loan facility to fund the construction of wind and natural gas-fired power plants in the US.  
• Represented a leading battery energy storage developer, as borrower, in a $300 million Holdco loan facility to fund construction and development of solar and energy storage projects in the US.  
• Represented a sovereign fund in acquisition of a 30% stake in a US-based renewables business.
• Represented a leading clean energy operator and developer in the sale of its 900 MW US solar and wind portfolio, with a pre-closing reorganization and seller retention of a 20% interest in the portfolio.  
• Represented funds in purchases, financings, and tax equity investments in US solar and wind projects. 
• Represented a lender in the back-leveraged financing of sixteen C&I solar projects in six US states.
• Represented a leading power producer in the sale and acquisition of multiple US power plants.
• Represented a developer in negotiation of a renewable energy power purchase agreement (and related property documents) for a solar project and co-located battery energy storage system in California.
• Represented a leading power producer in the development and financing of DOE grant-supported post-combustion carbon capture systems at its two gas-fired power plants in California and Texas, including advice on key project contracts relating to real estate, project-siting, permitting, and EPC matters.
• Represented a clean fuels project developer with real estate aspects of the supply and transport of feed gas (renewable and conventional), power (solar and wind), and utilities and the offtake, transport, and power purchase of renewable gasoline, hydrogen, and NGLs from its gas-to-liquids facility in Texas.  

/Looking ahead

The renewable energy sector is set to grow in the coming years, initially continuing to be driven by the Inflation Reduction Act (IRA) tax incentives and bonus credit provisions. As the IRA incentives begin to sunset (more quickly than originally intended with the passing of the One Big Beautiful Bill Act), there is and will continue to be a greater need for tax equity and project finance advisors to help structure transactions that comply with and work around the myriad rules to help ensure deal success.

/Insights

• “Insuring that Good Deeds Go Unpunished: Instituting State-Provided Malpractice Protection for Pro Bono Family Lawyers,” Family Court Review, Volume 53, No. 1, October 2014 (author)