Lucas F. Torres has extensive experience in all aspects of domestic and international capital markets transactions, with a particular familiarity in financings by utilities and other energy companies.

Practice & Background

Mr. Torres has represented utility companies, including two of the largest investor-owned electric and gas utility systems in the United States, in a wide range of corporate finance and securities matters and has extensive experience acting as issuer’s or designated underwriters’ counsel for a number of other large domestic utility and telecommunications systems. His practice involves providing advice to clients on a wide range of corporate, finance and securities law matters, including corporate governance and financial restructuring issues.

Mr. Torres has also represented energy companies in mergers and acquisitions and related financings; underwriters in debt offerings in the United States by foreign energy companies; and issuers in public offerings of telecom debt.

Representative Matters

Mr. Torres’s significant representations include advising:

  • a public gas utility holding company in a $1.6 billion stock acquisition of an Alabama gas utility company  and the related debt and equity financings
  • a public gas utility holding company in a $975 million asset acquisition of a Missouri gas utility system  and the related debt and equity financings
  • a public gas utility holding company in a $344 million stock acquisition of Alabama and Mississippi gas  utility systems and the related debt and equity financings
  • the sponsor in a private offering of $369 million of senior secured notes in connection with the buyout  and restructuring of a power purchase agreement with a rural electric cooperative
  • a public electric utility holding company in an $8.5 billion merger with another public electric utility  holding company
  • issuers in public and private offerings and remarketings of more than $18 billion of common equity,  equity units and secured and unsecured long-term debt securities, including senior notes and first  mortgage bonds
  • the three sponsoring Ohio electric utilities in a registered securitization of over $435 million of phase-in  costs utilizing a pass-through trust structure
  • the lessee and parent guarantor in connection with the Rule 144A/Reg S offering of over $1 billion of  pass-through trust certificates financing the sale and leaseback of a coal-fired power plant and the  related registered exchange offer
  • issuers in tender offers and consent solicitations for over $2 billion of long-term debt securities
  • conduit borrowers, underwriters and remarketing agents in the issuance, refunding and remarketing of  more than $4 billion of pollution control and other tax-exempt debt, including credit-enhanced auction  rate securities and variable rate demand bonds
  • borrowers in connection with the refinancing and restructuring of over $12 billion of syndicated bank  facilities
  • underwriters and initial purchasers in the public offering of more than $2.5 billion of secured, unsecured  and convertible debt securities and common equity, including over $750 million of utility stranded cost  securitization bonds in New Jersey and Texas
  • conduit borrowers in the restructuring of over $500 million of auction rate bonds in response to  disruptions in the auction market
  • public companies on SEC reporting and other public disclosure issues, Dodd-Frank and Sarbanes-  Oxley compliance, corporate governance and other corporate and federal securities law matters.

Speaking Engagements

Panelist on Energy Central-sponsored webinar about financing power generation and transmission projects titled “Thriving Financially Amid Turmoil.”