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