Orrick Advises Primergy on Development and $1.9 Billion Financing of Gemini Project

April.25.2022

Orrick advised Primergy, a renewable energy developer, owner and operator focused on deploying utility-scale and distributed solar and battery energy storage projects across North America, in the development and $1.9 billion debt and tax equity financing of the monumental 690 MW solar + 380 MW storage Gemini project in Nevada, the largest single project of its kind to begin construction in the U.S.

The financing transaction consisted of $1.3 billion in credit facilities, including a construction/term loan, tax equity bridge loan and letter of credit facility, and $540 million in tax equity commitments, one of the largest single-asset tax equity solar financings ever completed in the U.S., provided by Bank of America and Truist Bank. The construction facilities were led by four coordinating lead arrangers: KeyBanc Capital Markets, Inc., MUFG Bank Ltd., Bank of America, N.A. and Norddeutsche Landesbank Girozentrale, New York Branch, who syndicated the credit facilities to 19 lenders. In addition, Orrick advised Quinbrook and Primergy in a $95 million mezzanine debt facility provided by Voya Investment Management.

The close of the financing follows a complex development process, including construction agreements, equipment procurements and contractor selections, after an extensive technical and supply chain evaluation process centered around Primergy’s new development framework, nicknamed the “Gemini Model”—a holistic and responsible approach that focuses on collaboration, community stakeholders and ecosystem management. The development transactions included over $1 billion in aggregate of battery supply, PV module supply, integration, long-term services and construction contracts across leading contractors and suppliers including IHI Terrasun, Maxeon and Kiewit.

The Gemini project, when completed and operational in late 2023, will deliver enough carbon-free power under a 25-year sales agreement with NV Energy to power the City of Las Vegas and deliver 100% renewable energy during critical peak summer months. The watershed project sets new benchmarks for both sustainable renewables development and meaningful ESG impact across local job creation, environmental stewardship, emission reductions, and community engagement.

The Orrick team was led by Rohit Sachdev, Tom Glascock, Chris Moore, Eric Stephens and Matt Archer and included Wolf Pohl, Julia Balas, Adam Wenner, Irma Foley, Daniel Yost, Nikiforos Mathews, Sue Cowell, Heather Behrend, as well as Dao Huynh, John Flynn, Andrea Memovic, Helen Aki, Grace Lentz, Cathy Zhu, Ayla Vilander, Zach Huey, Trudie Makens, Robert Newell and Eric Newman, among many others.