Paul Epstein is a partner in the Project Development & Finance practice.  

He focuses on complex financings, projects and acquisitions in the infrastructure and energy sectors, both domestically and internationally.  Paul represents sponsors, lenders and issuers including corporations, insurance companies, funds, and other financial institutions, both public and private, with a focus on developing, structuring and financing projects across the infrastructure and energy sector, including roads, bridges, tunnels, parking, airports, ports, power and energy, including campus and district energy and transitional energy, water and waste and digital infrastructure.  These financings take the form of bank and bond financings, private placements and agency financings.

Paul frequently represents private investors and lenders on P3 projects which involve the negotiation of commercial contracts such as concession, construction and operating agreements, as well as public and/or private financing arrangements. An example of Paul’s recent work is the representation of investors on the award winning Fresno State Central Utility Plan P3 project, which won IJGlobal “Social Infrastructure Deal of the Year” 2021 and P3 Awards 2022 “Utilities Project of the Year.”

Infrastructure

• Lenders and underwriters on the financing for the $5.7 billion acquisition of the Indiana Toll Road.Also advised Allianz Global Investors on a $700 million private placement that financed a portion of the acquisition and the joint bookrunners on the $1.05 billion Rule 144/Reg. S senior secured notes offering that refinanced a portion of the acquisition facilities, as well as the private placement investors on the $850 million private placement of notes to refinance a further portion of the acquisition facilities
• Private placement noteholders and lenders on the financing of the $2.8 billion acquisition, and private placement investors on a refinancing utilizing a $230 million private placement of notes, for Skyway Concession Company, which operates, manages and maintains the Chicago Skyway toll road under a 99-year lease pursuant to a P3 with the City of Chicago
• Lenders on a private consortium’s bid to acquire the American Roads toll road portfolio, which includes the Detroit-Windsor Tunnel in Michigan/Ontario and four tolled assets in Alabama
• Lenders to EdgeConneX Chicago Holdings, a wholly owned subsidiary of EdgeConnex, on a financing for the construction of cloud-enabled edge data center in Illinois leased to Microsoft Corporation
• Broadband internet service provider (ISP) and equity investor in connection with entry into agreements for the development, construction and installation of broadband fiber-to-the-premises networks
• Lenders and private placement investors on a consortium’s bid involving the concession for the development, construction, installation, operation and maintenance of the Massachusetts Bay Transportation Authority’s automated fare collection system in Boston
• An infrastructure fund in its bid to acquire a portfolio of port assets comprising Fraser Surrey Docks and Halterm Container Terminal in Canada and Penn Terminals in the United States, including equity and financing arrangements
• Underwriters on the PABs financing in connection with a consortium’s bid involving the concession for the Washington, DC Streetlighting P3 Project
• United States DOT as lender on the financing of the Moynihan Station Redevelopment Project in New York City, transforming the James A. Farley Post Office Building to a state-of-the-art train station and delivering critical improvements that will ease congestion in Amtrak’s Northeast Corridor rail service
• United States DOT on the extension of a $465 million secured TIFIA loan to fund construction costs for the $1.6 billion reconstruction of the I-70 East corridor in Denver, Colorado
• United States DOT on the restructuring of the TIFIA loan made to SH 130 Concession Company (“SH 130”), and the bankruptcy proceedings of SH 130 and other debtors related to the Texas State Highway 130 project
• United States Federal Railroad Administration on various development projects, including the bond financing of the Portal North Bridge with NJ Transit
• United States DOT on the development of the 495 Express Lanes Northern Extension Project in Northern Virginia, connecting with key interchanges in Maryland and linking to the contemplated I-495/I-270 Project, including multiple tranches of municipal bonds, including taxable bonds and PABs; and on the PABs financings for the I-95, I-395 and Fredericksburg Extension projects

Energy

• Private placement investors on the issuance and sale of of senior secured notes by Bulldog Infrastructure Group, LLC, a project company of Meridiam Infrastructure, for the California State University, Fresno Central Utility Plant Replacement Project. This greenfield P3 is the first to feature an impact bond, under which there is a higher interest rate if energy savings targets are not met.
• Bank lenders to QIC Global Infrastructure in connection with its acquisition of Enwave’s US district energy business from Brookfield Infrastructure Group, consisting of a large-scale district energy platform across 9 cities in the US, including (i) a 40-year concession with Syracuse University for the exclusive right to operate, maintain, and finance the University’s district energy system and (ii) a long-term concession via a Campus Energy Agreement for the right to provide heating and cooling services to the National Western Center buildings in Denver
• Lenders on a financing in connection with the long-term concession to refurbish, operate and maintain the University of Iowa’s energy systems
• Lenders and private placement investors on the bid by the Macquarie/Veolia consortium for the Ohio State University (OSU) energy management concession, involving the refurbishment, operation and maintenance of OSU’s energy systems over a 50-year period
• Private placement investors on a private placement in connection with the acquisition by affiliates of Kohlberg, Kravis & Roberts of an interest in a joint venture with affiliates of NextEra Energy (the world’s largest generator of energy from the wind and sun), which owns and operates a portfolio of 12 utility-scale wind and solar projects spread across the United States, totaling 1,125MW in renewable energy capacity
• United States DOE in connection with the Loan Guarantee Application from Monolith Nebraska, LLC. for the Olive Creek Plant, a proposed manufacturing facility to be constructed in Hallam, Lancaster County, Nebraska, and all associated land and equipment, including a carbon black manufacturing facility and related ammonia production facility
• United States DOE with respect to the loan guarantee issued in connection with the development, financing and construction by Great Basin Transmission South of the ON Line Transmission Line in Nevada
• Credit Suisse, as administrative agent and collateral agent, and existing and incremental lenders on the term loan and revolving loan refinancing of the $415 million Credit and Guaranty Agreement of Invenergy Thermal Operating Holdings
• Private placement noteholders on renewable energy financings of assets owned by Con Edison Development, including on the placement of senior-secured fixed-rate term notes and a senior-secured letter of credit facility for six photovoltaic solar projects with a combined capacity of approx. 110 MW (AC) owned by Con Edison
• CIT Bank and East West Bank as joint lead arrangers, lenders and issuing banks on the $65.6 million refinancing of the natural gas-fired combined cycle electric generating facility with a nominal capacity of up to 260 megawatts located in Brandywine, Prince Georges County, Maryland
• Lenders and underwriters on the bank/bond financing related to the $4.7 billion acquisition of Cleco Corporate Holdings, formerly known as Cleco Corporation, owner of regulated electric utility company Cleco Power, by a group of North American infrastructure investors led by Macquarie Infrastructure and Real Assets (MIRA) and British Columbia Investment Management Corporation
• Lenders on the financing of $715 million of senior secured credit facilities for Gridiron Funding (Gridiron), a subsidiary of LS Power, and the initial purchasers on Gridiron’s offering of $460 million senior secured notes, with proceeds of the financing used to fund the acquisition of five power plants in the United States
• United States DOT on the extension of a $189 million secured TIFIA loan for the I-77 HOT Lanes Project in North Carolina
• United States DOT on the extension of multiple secured TIFIA loans for the US 36 Managed Lanes/Bus Rapid Transit Project in Colorado
• United States DOT on the secured TIFIA loan related to the I-95/I-395/Fredericksburg Extension HOV/HOT Lanes Project in Northern Virginia
• United States EPA on the extension of a US $614 million secured loan to the City of San Diego to fund a portion of the Pure Water San Diego Program. The loan, issued under the Water Infrastructure Finance and Innovation Act (WIFIA) program, will fund approximately 49 percent of the $1.25 billion first phase of Pure Water San Diego, a multi-year program that will use proven water purification technology to recycle up to 83 million gallons of wastewater per day to produce safe, high-quality drinking water
• United States EPA on the extension of a $134.5 million secured loan to King County, Washington for the development and financing of the Georgetown Wet Weather Treatment Station in Seattle. The loan was the first ever to reach financial close under the WIFIA program
• United States EPA on the extension of a $202 million secured loan to Baltimore, Maryland for the construction of new facilities and the refurbishment of existing facilities related to the city’s wastewater system
• United States EPA on the Carlsbad desalination project secured loan
• United States EPA on the extension of two secured loans totaling approximately $640 million to the Tualatin Valley Water District and the City of Hillsboro in Oregon for the Willamette Water Project. Total project costs are projected to be approximately $1.3 billion.The two loans mark the first time ever that the WIFIA program has provided financing for two individual borrowers partnering on a joint project

Awards & Accolades

• Ranked for Projects: PPP by Chambers Global (2022) and Chambers USA (2021)
• Listed as a “Rising Star” by IFLR (2021)
• Recommended by Who’s Who Legal: Government Contracts (2021)
• Clients tell Chambers & Partners “[Paul] is equally adept at advising public bodies and lenders on the development and financing of PPP projects. He is particularly skilled at handling transportation sector projects.” Clients also share that “Paul is very knowledgeable and commercial."

Speaking Engagements

• Judge for P3 Bulletin Awards (2014 - Present)
• Panelist/speaker for a public-private partnership (P3) panel at American College of Investment Counsel’s 2020 Virtual Fall Annual Meeting and Education Conference (2020)
• Moderated a roundtable discussion titled “P3 Project Support” at P3 Government Conference (2019)
• Panelist/Speaker for P3 Water Summit’s, “Water P3s: Moving Across the Project Lifecycle” (2019)
• Lead Speaker for P3 Water Summit’s roundtable session, “The Right Financing Mix for Greenfield versus Brownfield Developments” (2019)
• Panelist/Speaker for Private Placement Investment Forum’s roundtable discussion, “Technical Challenges in Private Placements” (2018)
• Regular presenter for Infrastructure Finance Breakfast Club panel discussions

Other

• Advised on award winning deals, including: Fresno State’s Energy Infrastructure Modernization P3 Project, named “Best Utilities Project of the Year” (2021) by P3 Bulletin and “North America Social Infrastructure Deal of the Year” (2021) by IJGlobal; Central 70 Reconstruction Project, named “Best Road/Bridge/Tunnel Project” and “Best Financial Structure” (2018) by P3 Bulletin; EdgeConnex Data Center Project, named “North America Telecoms Deal of the Year” (2018) by IJGlobal; Indiana Toll Road Refinancing, named “Project Bond of the Year” (2018) by IJGlobal; Purple Line Light Rail Project, named “North America Rail Deal of the Year” (2017) by IJGlobal and “Best Transit Project” (2016) by P3 Bulletin; and Chicago Skyway Toll Road acquisition, named “North America M&A Deal of the Year” (2017) by IJGlobal