Attorney Stephen Rizzieri
EXPERIENCED, COST EFFECTIVE, RESPONSIVE BUSINESS AND PERSONAL COUNSEL
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; business separation, public and private capital markets transactions; 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, finance and construction, oil and gas, mining, bio-fuel and renewables, solar, hydro, and storage 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
Attorney / Negotiated Transactions / Corporate Counsel / Settlement Counsel 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 Law.
International FIDIC Construction Contract Tender Documentation
Development Counsel, Montana Pumped Storage Hydro Project
Corporate And Contract Counsel To Battery Storage Acquisitions And Development Company
Private Company Acquisition, Purchase And Sale Agreements
Nepal Hyrdro Redevelopment Counsel
Indian Company Products Market Entry Counsel
Contract Dissolution Agreements, Real Estate Partnerships
2017 Vice Chair, Dallas Bar Association Collaborative Law Section
Founding Member, Director, Attorneys Without Litigation
Regional Chair, Central U.S. Global Collaborative Law Council
Private Equity Fund, Dallas, Texas 2010 – 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. Fund formation and organization, Investment Advisor registration and compliance. 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 1996 –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, procurement, 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 trial, transactions and financing counsel and budgets. Negotiated and managed engineering, procurement and construction contracts, as well as joint-venture, joint-development and operations (O&M) agreements with domestic and international entities in the power and energy industries. Negotiated, closed and implemented land options, asset and stock purchase and sales agreements, power sales agreements, gas transportation contracts, 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 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 4,400 MW 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 capital markets financing, 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, long term rig agreements, 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
2017 Vice-Chair Dallas Bar Association, Collaborative Law Section.
Founding Member and Director, Attorneys Without Litigation
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
Links & Resources
- 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.
D Magazine Best Lawyers
2016 Corporate Law