Merrill Kramer is an energy and project finance partner resident in our Washington, D.C. office. Merrill represents some of the most active and innovative players in the energy industry.  He has been ranked as one of the top energy lawyers in the country by Chambers USA, Washington, D.C.'s Super Lawyers, and The Legal 500.  He has consistently received an AV® Preeminent™ rating by Martindale-Hubbell, its highest possible rating.

Merrill has advised Fortune 200 companies and other clients in the development and financing of over 80 energy and infrastructure projects representing more than $30 billion in invested capital. Merrill also represents large commercial and industrial energy users, including colleges and universities, on energy procurement and development matters.  He is outside counsel to the Coalition of Renewable Energy Users and Developers (CORE). Merrill works closely with industry and political leaders in formulating and implementing laws and regulations to encourage renewable energy development.

Before joining Pierce Atwood, Merrill was Chair of the Sustainable Energy Practice at a Boston-based law firm.  Previously, Merrill was Chair of the Derivatives and Structured Products practice at Chadbourne & Parke, LLP, a major New York law firm now merged with Norton Rose Fulbright. He has served on the Board of Directors of a U.S. residential solar leasing company that he helped to take public, and on the board of the largest ethanol company in California.

Merrill’s career began at the Federal Energy Regulatory Commission where he was principal attorney on FERC’s Cogeneration and Small Power Production Task Force charged with writing laws and regulations to encourage renewable energy development.  Merrill was also a senior trial lawyer in FERC's Division of Electric Rates and Corporate Regulation.

Honors & Distinctions

  • The Legal 500 U.S. (2016-2017)
  • Rated AV® Preeminent™ by Martindale-Hubbell 

Professional Activities

  • American Bar Association
  • Former Member, Board of Directors, Energy Bar Association (EBA)
  • Former Vice-Chair, Independent Power Committee, EBA
  • Member, International Transactions Committee, EBA
  • Member, Solar Goes Corporate Advisory Committee, Solar Energy Industries Association (SEIA)
  • Counsel, Coalition of Renewable Energy Users and Developers (CORE)
  • Board member, One Roof Energy, Inc. (2012-2014)
  • Board member, New Pacific Ethanol Holding Company, LLC (2010-2012)

Publications

  • Benefits of Combined Heating and Power Systems,” GlobeSt.com (September 21, 2015)
  • Understanding New York's 'Vision': A Roadmap to 'REV' and its Plan for Restructuring,” Public Utilities Fortnightly (August 2015)
  • “EBA Climate Change Primer: Financing a Renewable Project,” Energy Law Journal, Vol. 29, No. 1, 2008
  • “Knowing The Biofuels Storage & Transportation Infrastructure And Limiting Bottlenecks,” Project Finance NewsWire (June 2007) 
  • “Developing Financial Techniques - Derivatives Financing  New Power Plants, Increasing in Flexibility,” Natural Gas & Electricity Journal (January 2007)
  • “Using Derivatives to Finance New Power Plants,” Project Finance NewsWire (November 2006)

Presentations

  • “Financing Solutions for Renewable Projects and End-Use Customers in the Northeast,” Pierce Atwood Second Annual Energy Infrastructure Symposium, Boston, MA (October 4, 2018)

  • “Corporate Solar Procurement 101: Understanding Sourcing Options & Customer Needs,” Solar Goes Corporate Conference (SEIA), Boston, MA (May 8, 2018)

  • “Corporate PPA’s and Basis Risk – FTR’s and Other Mitigation Tools,” Financial Marketers Seminar, Washington, D.C. (June 20, 2018)

  • “Pricing Carbon into Wholesale Markets/Other Market Structures to Harmonize Policies and Markets,” Platts Northeast Power Conference, New York, NY (May 31, 2018)

  • “The Future of Distributed Energy; Optimizing Return on Investment,” Energy Bar Association Mid-Year Energy Forum, Washington, D.C. (October 17, 2017)

  • “Scratching the Surface: How Improved Policy Can Unlock the C&I Market,” Solar Power International Conference 2017, Las Vegas NV (September 11, 2017)
  • “Clean Energy Standards Update - Impact on SUNY Schools,” New York Sustainability Conference 2016, New Paltz, NY (November 2, 2016)
  • “Corporate Procurement of Wind Energy: Trends and Opportunities,” American Wind Energy Association (AWEA) Northeast Conference, Portland, ME (July 20, 2016)
  • Managing and Financing University Green Initiatives,” Wells College, Aurora, NY (June 15, 2016)
  • Higher Education Solar Development: RFPs and Contract Issues,” Smart and Sustainable Campuses Conference, Baltimore, MD (April 5, 2016)
  • “Ethanol in the Pipelines- Experimental Movement of Biofuels,” American Petroleum Institute, 2007 Pipeline Conference, Albuquerque, NM (April 2008)
  • “Assets And Renewable Fuels: Trends, Risks And Prospects,” Independent Liquid Terminals Association Annual Conference - Keynote Speaker (June 2007)
  • “Knowing the Biofuels Storage & Transportation Infrastructure and Limiting Bottlenecks,” OPIS Ethanol & Biodiesel Supply Summit, Washington, D.C. (March 2007)
  • “Developing Financial Techniques - Derivatives Financing  New Power Plants, Increasing in Flexibility,” Natural Gas & Electricity (January 2007)
  • “Petroleum Supply Management: The Big Picture,” National Biodiesel Conference & Expo, San Antonio, TX (2007)

Practice Areas

Representative Experience

  • Represented Royal Bank of Scotland, as lender, in connection with the financing of a 100 million gallon per year ethanol plant.
  • Represented Credit Suisse, as lender, in connection with an approximately $1.165 billion senior loan, revolving credit facility, and structured gas hedge for acquisition by American National Power, Inc., as borrower, of the 632 MW Coleto Creek coal-fired generating facility in Goliad County, Texas.
  • Representing the project sponsor in connection with the financing of two community solar projects in Brooklyn, New York, including acting as Borrower’s counsel.
  • Representing Cornell University in connection with its six solar projects in New York.
  • Represented Dynegy Power in an approximately $170 million financing of the 485 MW CoGen Lyondell power generating facility in Texas.
  • Represented Dynegy in connection with the acquisition and financing of its indirect interest, through Michigan Power Partners, LLC of the Ludington, Michigan gas-fired generating facility.
  • Represented a project developer in structuring and financing a "contract for differences" arrangement for a large-scale solar project.
  • Represented PP Asset Management, LTD on a foreign private equity fund in $50 million U.S. solar portfolio acquisition.
  • Represented client in the acquisition of a wind farm in California.
  • Representing the Coalition of Renewable Energy Users and Developers (CORE), a coalition of businesses, universities, and project developers, on regulatory, legislative, and policy issues affecting renewable energy project development in New York.
  • Represented Tenaska, Inc. in connection with the financing of approximately 75 miles of electric interconnection and transmission facilities to provide power to electric cooperative from a 1220 MW gas-fired generating plant in Pittsburg County, Oklahoma.
  • Represented EnterSolar, LLC in connection with development of a community solar project in upstate New York.
  • Structured/negotiated a $100 million securitized capital lease transaction in connection with financing and construction of a 1200-room student dormitory for Bethune-Cookman University, a private tax-exempt university.
  • Represented developer of a combined heating and power system (CHP) at a University of Maryland Hospital System, including structuring demand response sales into the PJM Regional Transmission Organization.
  • Represented Union Bank of California, N.A. as lender to Aquila, Inc. and administrative agent for bank syndicate on a $100 million working capital facility and $125 million secured revolving credit facility.
  • Represented CalEnergy Company in its $8 billion merger with MidAmerican Energy Company.
  • Represented Dynegy Inc. in the $255 million sale of 11 West Coast cogeneration projects to El Paso Corporation.
  • Advised Transbay Joint Powers Authority on energy issues in connection with development of first high-speed electric rail in the U.S. running from San Francisco to Los Angeles, California.
  • Represented Allegheny Energy Supply in negotiating a 15-year tolling agreement for financing construction of a $225 million Greenfield power plant.
  • Structured/negotiated an emissions allowance trading agreement for Credit Suisse in connection with a $144 million Term B acquisition financing. The structure allowed for operational flexibility of the plant while complying with the European Community (EC) scheme for greenhouse gas emissions.
  • Represented Falcon Seaboard Resources, Inc. in the development, permitting, and financing of its North Country Gas Pipeline project located in upstate New York.
  • Represented Falcon Seaboard Resources, Inc. in the financing of its approximately 240 MW gas-fired power generating facility in Saranac, New York.
  • Represented 16 New York power plant owners in the landmark $9 billion Master Restructuring Agreement involving the restructuring, buyout, and buydown of their 39 power purchase contracts with Niagara Mohawk Power Corporation.
  • Represented Credit Suisse First Boston in negotiating and structuring an approximately $400 million subordinated loan and security agreement with Boston Generating, LLC as borrower for the financing of the 807 MW Fore River, 576 MW Mystic Station and 1614 MW Mystic 8&9 power generating facilities in Massachusetts.
  • Structured and negotiated joint venture between Credit Suisse and Glencore International to create new trading platform for structured petroleum products and financial derivatives.
  • Represented Dynegy Inc. in its acquisition of Illinois Power Company.
  • Represented El Paso Merchant Energy, a business unit of El Paso Corporation, in connection with its sale of the company's portfolio of approximately 25 domestic power generation facilities in California, New York, Arizona, Texas, and Massachusetts. Assisted El Paso with preparing offering materials and due diligence analysis, structuring the bidding process and evaluating bids for the portfolio.
  • Represented Allegheny Energy Supply in $400 million sale of its Western trading portfolio to Goldman Sachs.
  • Represented York County, Pennsylvania Municipal Solid Waste Authority in construction, financing, and sale of power from its Municipal Solid Waste and Recovery Facility.
  • Represented Lancaster County Municipal Solid Waste Authority in refinancing of its municipal solid waste recovery facility.
  • Represented Merrill Lynch's energy and trading division, including negotiating a $4 billion power sales agreement and associated hedge arrangements with California Department of Water Resources.

Representative Experience

  • Served as counsel for the Liquidating Trustee in the Chapter 11 bankruptcy of Power Company of America. Litigated the precedent-setting issue before the U.S. Court of Appeals for the District of Columbia of the competing federal preemption rights of the bankruptcy courts versus FERC.
  • Represented the senior secured creditors on the Board of New Pacific Ethanol Holding Company as equity owners of the assets of Pacific Ethanol Company (PEIX) following emergence from bankruptcy.
  • Represented Allegheny Energy Company in Enron bankruptcy proceedings against claims for approximately $30 million. Settled all claims for approximately $11 million, which included retaining Enron's collateral and allowing for release of Allegheny's operating reserves.
  • Represented El Paso Electric Company in successfully obtaining regulatory "rate paths" for emerging from Chapter 11.
  • Represented MidAmerican Energy Company as creditor in the bankruptcy of the California Power Exchange.