Jennifer L. Cooke-Yin

Experience

Energy/Industrial

• Closed sale of 236.5 MW natural gas power plant.
• Represented major participant in $400+ million indirect club acquisition of environmentally and culturally sensitive real estate containing significant natural resources.
• Represented waste company in connection with divestiture of domestic and foreign assets (working with local counsel).
• Counsel to public utility in connection with its entrance into a build transfer agreement for the development, construction, commissioning and interconnection of an over 100 MW wind-powered electricity generation facility.
• Represented seller in connection with sale of fuel storage terminal.
• Closed an approximately $30 million acquisition of U.S. manufacturing company client by an affiliate of a Swedish company.
• Represented purchaser of a data center facility, including associated solar energy production assets, through an approximately $125 million membership interest acquisition transaction.
• Represented borrower with respect to construction financing of five solar energy production facilities across the United States under a 9-figure revolving credit facility.
• Closed complicated corporate restructuring related to renewable energy facilities through a multiple-merger and tender offer process.
• Acted as counsel to leading national wind developer regarding multi-phase, utility-scale wind project, including obtaining approvals from Nebraska state power review board and local land use authorities and in connection with lending and tax equity financing.
• Counseled ethanol producer in connection with refinancing.
• Counsel to public utility in connection with its entrance into a build transfer agreement for the development, construction, commissioning and interconnection of an over 200 MW wind-powered electricity generation facility.
• Counsel to public utility in connection with its acquisition of development stage "shovel-ready" assets with respect to an approximately 100 MW solar-powered electricity generation facility.
• Represented sellers of all of the partnership interests in a limited partnership holding an over 200 MW natural gas power plant.
• Represented private equity acquirer of a trucking business, including with respect to management rollover.
• Represented sellers in successful 9-figure auction sale of global manufacturing business.
• Represented utility acquirer of development assets with respect to a solar power project having a nominal nameplate capacity of approximately 200 MW-AC.
• Represented seller in successful 9-figure auction sale of international engineering business.
• Advised Spire Inc. in the sale of its gas marketing business, Spire Marketing Inc., to Boardwalk Pipelines, LP for $215 million in cash.
• Advised Waste Management, Inc. (WM) in connection with WM’s indirect acquisition of substantially all of the assets of Waste Resource Technologies, Inc. and its subsidiaries. 

Technology

• Closed 9-figure sale of transportation software company.
• Closed purchase of transportation software company. Continued representation with respect to day-to-day matters, including reorganization and incentive equity through management holdco structure.
• Represented sellers in sale of mobile and cloud supply-chain solutions company.
• Closed acquisition of telecommunications software company.
• Represented acquirer of managed hosting business.
• Represented public company buyer in its approximately $36.5 million acquisition of stock in healthcare predictive analytics technology company with major foreign subsidiary and operations.
• Representation of public company acquirer in connection with an approximately $20 million health care software company stock purchase transaction.
• Closed acquisition of health care technology firm by a public company, through an approximately $170 million reverse triangular merger transaction.
• Represented American investor in its provision of capital to European emerging technology company.
• Acted as counsel to purchaser regarding acquisition of research business of biotechnology company.
• Represented financing parties with respect to construction of utility scale wind energy production facilities.
• Represented acquirer of technology business in an approximately $48 million reverse triangular merger.
• Advised Transaction Network Services, a global provider of Infrastructure-as-a-Service (IaaS) solutions to the financial, communications and payments markets, in its acquisition of Netnumber, a leading provider of phone number intelligence and registry services.

Other Matters

• Represented sellers in 9-figure sale of regional retail chain.
• Counsel to bank holding company in connection with its 9-figure initial public offering.
• Counsel on behalf of both funds and investors in connection with multiple opportunity zone fund Rule 506(b) and Rule 506(c) private placements and joint ventures.
• Serving as the firm's venture capital practice division chair, regularly counsels clients in connection with venture capital financings and other private placements, including with respect to preferred equity financings, convertible notes and simple agreements for future equity. Industries include high tech, automotive, biotechnology, and artificial intelligence. Investments range from seven-figures to nine-figures.
• Closed multiple renewable energy investment tax credit, new markets tax credit and historic tax credit transactions, having represented both financing parties and developers.
• Represented healthcare non-profit organization in restructuring its corporate governance.
• Represented national acquirer of regional target company in a transaction valued at approximately $400 million.
• Representation in connection with Chapter 11 bankruptcy 363 sales, including of a feed lot, an ethanol production facility and a retail chain.
• Represented investor in 9-figure structured preferred financing.

Recognitions

Professional & Civic Activities