Tom Millar
Tom handles a broad array of power and gas transactional and enforcement matters before the Federal Energy Regulatory Commission (FERC) and in federal court, from complex transactions involving FERC-regulated assets to the most sophisticated market manipulation enforcement actions.
Key Matters
Selected Enforcement Defense Experience
- Represented major international bank in FERC enforcement action and resulting litigation in federal court alleging manipulation of California electricity markets and seeking nearly US$500M in penalties and disgorgement.*
- Represented three traders in first-ever enforcement action involving alleged foreign corruption in a joint investigation by the Department of Justice and Commodity Futures Trading Commission that settled for a combined US$16M.*
- Represented a major international natural gas and liquified natural gas trading company in alleged market manipulation action by FERC seeking more than US$220M in penalties and disgorgement.*
- Represented a Big-5 oil company in FERC enforcement action for alleged manipulation of the Texas natural gas market and before U.S. Court of Appeals for the Fifth Circuit.*
- Represented a major international commodity trading firm in FERC enforcement action and resulting litigation in federal court alleging manipulation of California electricity market.*
- Represented a major international commodity trading firm in FERC enforcement action alleging manipulation of Midcontinent Independent System Operator, Inc. electricity market.*
- Represented many other wholesale energy and commodity companies and financial institutions in FERC and CFTC investigations, many of which were closed without the initiation of enforcement actions.*
Selected M&A and Transactions
- Represented Capital Power Corporation in connection with its purchase of the 1,062 MW La Paloma natural gas-fired generation facility in California from CSG Investments, Inc., a subsidiary of Beal Financial Corporation.
- Represented Capital Power Corporation in connection its purchase, together with an affiliate of a fund managed by BlackRock’s Diversified Infrastructure business, of the 1,092 MW Harquahala natural gas-fired generation facility in Maricopa County, Arizona from CSG Investments, Inc., a subsidiary of Beal Financial Corporation.
- Represented JLC Infrastructure in connection with its investment in the 13.3 MW cogeneration facility that serves Hudson Yards in New York City as a microgrid and district energy system. As part of the transaction, JLC entered into a joint venture with Related Companies and Oxford Properties Group, developers of Hudson Yards. Financing for the transaction was provided through a private placement of notes to an institutional purchaser.
- Represented Capital Power Corporation, John Hancock Life Insurance Company (U.S.A.), and Manulife Infrastructure Fund II in connection with their acquisition of the 1,633 MW Midland Cogeneration Venture from OMERS Infrastructure Management and its co-investors.
- Represented a top-five bank with respect to capacity monetization transactions in PJM Interconnection LLC.*
- Represented LS Power and REV Renewables in a US$300M+ equity investment by SK E&S in REV to accelerate the expansion of REV's portfolio of renewable power and energy storage projects.*
- Represented Gainline Capital Partners in equity investment in Atlantic Energy, a retail electric provider with market-based rate authority from FERC.*
- Represented Atlas Holdings LLC in unsolicited takeover bid of Verso Corporation at an enterprise value of approximately US$886M.*
- Represented BKV Oil & Gas LLC, an affiliate of Banpu Pcl, in its US$830M acquisition of Devon Energy Corp.’s Barnett Shale assets.*
- Represented Tonopah Solar Energy LLC in connection with its bankruptcy and the sale of the Crescent Dunes Solar Energy Project to ACS Servicios Comunicaciones y Energía S.L. in a transaction valued over US$300M.*
- Represented a large sovereign wealth fund in significant equity investment in U.S. pumped storage assets.*
- Represented many other significant transactions, including several midstream companies with respect to bids for U.S. energy assets.*
Project Finance
- Advise administrative agents and lender syndicates on key FERC regulatory risks and issues in project financings and refinancings of solar, wind, standalone battery energy storage systems, and hybrid facilities across the country in dozens of financings with total transaction value in the billions.
*Matters handled prior to joining Winston & Strawn.