L. Stephen Rizzieri
CAMPBELL CENTRE II
8150 NORTH CENTRAL EXPRESSWAY, 10TH FLOOR
Dallas, Texas 75206
214.434.1017(W) 214.600.5818 (O)
Deal-driven domestic and international negotiations experience, including development, corporate and project finance, joint ventures, purchase and sale agreements, infrastructure operations and governance responsibilities with strong entity financial and organizational impact, across multiple industries. Experience includes private and public companies; mergers and acquisitions; public and private securities and capital markets transactions; multi-billion-dollar infrastructure project financing; as well as, executive management and corporate governance. Additional experience in stock and asset sales, workouts, dispute resolution and litigation management. Industry expertise includes power (electricity) development, oil and gas, mining and bio-fuel and renewables project development, financing, construction and operations. Corporate CLO duties include operation of a corporate legal department at a profit of $100M+.
L. Stephen Rizzieri, PLLC
Transactions / Corporate Counsel / Settlement Counsel
August 2012 – Present
Private practice counsel. Over 35 years in industry as attorney, counselor, executive and trusted advisor, providing creative, cost-effective legal solutions to companies, owners, management, entrepreneurs, projects and emerging ventures. Strategic business planning, transactions, negotiations and collaborative dispute resolution. 2016 “D” Magazine “Best Lawyers in Dallas” Corporate.
Private Equity Fund, Dallas, Texas
April 2010 – August 2012
Executive Vice President and Chief Legal Officer
Private equity energy infrastructure and development fund with emphasis in investment in natural-gas power generation and solar-energy projects. First time fund organization, Investment Advisor registration and subsequent compliance in accordance with Dodd-Frank. Results:
- Closed $720M debt and equity financing package for the development of a 758 MW gas-fired merchant power generation project in Texas, including innovative revenue put feature allowing successful financial closing in a tight lending market.
- Migrated a start-up company from private to public standards via development and implementation of best-practices policies and procedures.
- Led legal negotiations of a $440M equipment purchase from world class manufacturer and ensuing $800M engineering, procurement and construction contract with a world class EPC provider.
- Completed joint venture agreement with major North East utility for development, ownership and operation of a utility-scale solar-energy-production facility.
- Completed turnkey engineering, construction and procurement contract, and completed $98 M construction financing and conversion for 20-megawatt photovoltaic solar facility in New Jersey–the largest in the U.S. at the time.
Privately Owned Infrastructure Development Company, Dallas, Texas
April 1996 – March 2010
Chief Legal Officer and General Counsel
Company developed, financed, constructed and operated large-scale energy facilities, both domestically and internationally. Led legal department in negotiation of all documentation associated with development, construction and operation of large scale infrastructure projects. Managed all internal corporate functions involving personnel, governance, board of directors and executive officers. Built relationships across departments increasing voluntary utilization of in house counsel. Developed and implemented Sarbanes-Oxley compliance-management system. Implemented dispute-resolution and litigation strategies and managed outside counsel and budgets. Negotiated and managed engineering, procurement and construction contracts, as well as joint-venture, joint-development and O&M agreements with domestic and international entities in the power and energy industries. Also negotiated, closed and implemented land options, asset and stock purchase and sales agreements, power sales agreements, development agreements and all related infrastructure agreements, financing and operations contracts. Directed capital markets, corporate and project financing, construction management and financial work-out activities related to external financing transactions of company and its domestic and foreign joint ventures. Results:
- Operated legal department as $100M+ profit center.
- Established strategic business alliance with major independent power company for development of 10,000 MW of generation.
- Key player in $1.3B joint venture, with major North East utility providing debt and equity financing for construction of 2,000 MW of power generation in Texas.
- Lead counsel in first independent power project in China financed by U.S. capital markets.
- Developed strategic, profitable $2.3B partnership with major South East utility.
- Negotiated and closed $100M sale of development-stage independent power project.
- Completed development and closed financing on 9,000 MW of green-field electric generation with more than $5B of debt and equity financing.
- Led legal team for simultaneous construction of two largest (at the time) gas-fired, electric-generation facilities in the U.S., including after the bankruptcy workout of the construction contractor mid-job.
- Participated in public/private partnership for workout and construction of river-water-intake structure.
- Raised $90M in private investment/public equity in reverse merger transaction, creating a public entity for alternative natural gas and bio-fuels production facility.
- Representative projects received “Best Deal, North America” award from Project Finance Yearbook, for construction financing of $188M alternative-fuel (ethanol) facility, 2006.
- Representative projects received “North American Merchant Power Deal of the Year”, 2012, Project Finance and “Deal of the Year” award from Project Finance Yearbook for $2.8B syndicated financing for 4,400MW of power,1999.
- Recognized as “Best Corporate Counsel” finalist by Dallas Business Journal, 2008.
- Profiled in The National Law Journal and Texas Lawyer magazine (“In-House Texas”).
- Panelist, ABA section of Litigation Committee on Corporate Counsel, CLE seminar.
- Promoted rapidly through a series of positions with parent company and its subsidiaries culminating in participation in management in an executive position with the Company.
RELATED PROFESSIONAL EXPERIENCE
From 1980 to 1996, held increasingly responsible legal positions, primarily in the oil & gas and mining industries and involving both domestic and international transactions. Handled transactions in the U.S., China, India and Southeast Asia for independent power companies. Participated in corporate financing, governance, SEC, NASD and NYSE reporting and development related to mining in the U.S., Costa Rica and West Africa. Involved in oil concession transactions in the U.S. and the Sultanate of Brunei. Led SEC and NASD registration compliance and licensing for marketing affiliate of NYSE Oil Company. Instrumental in registration, syndication, marketing and administration of public oil and gas drilling partnerships involving 20K+ participants. Negotiated drilling contracts, and managed unitization and other oil-and-gas- related transactions. Positions included:
Assistant General Counsel, Enserch Development Corporation, 1993-1996
Assistant General Counsel, Sunshine Mining Company (NYSE), 1985-1993
President, Woods Securities Corporation (NASD) 1985
Assistant General Counsel, Woods Petroleum Corporation (NYSE), 1980-1985
Assistant General Counsel-Enforcement, Oklahoma Securities Commission, 1980-1980
2017 Vice-Chair Dallas Bar Association, Collaborative Law Section.
J.D., University of Oklahoma
BA State University of New York
Licensed to practice law in Texas and New York
Martindale-Hubbell “AV” Peer Review Rated
Member State Bar of Texas, Dallas Bar Association and Texas State Bar College
2016 D Magazine “Best Lawyers in Dallas” Corporate
- Collaborative Law for Business Disputes? by L. Stephen Rizzieri, published Collab-o-grams, the newsletter of the Global Collaborative Law Council.
- The Natural: L. Stephen Rizzieri Helps Panda Energy Grow Its Power Plant Business, published by Texas Lawyer & haynesboone.
- The Proposed Texas Uniform Collaborative Law Act: An Executive Summary, by Lawrence R. Maxwell, Jr
- http://www.bhotekoshi.com.np/ The first privately funded, run of the river hydroelectric power project in Nepal. The 45 MW plant with two power generators is situated in Sindhupalchowk District of central Nepal and is approximately 110 kilometers northeast of Kathmandu.