Phil Spector is a tax partner in Troutman Sanders’ New York office. His practice is focused on domestic and cross-border equipment and facility financing, including project finance and leveraged and operating leasing. He also has experience with foreign financial institutions, foreign investment in the United States and international mergers and acquisitions. His practice also includes tax controversy work.

In the asset finance area, Mr. Spector has advised financial institutions, project developers, and equipment end users as lenders, lessors and lessees in tax-informed financing transactions. He has helped structure and close hundreds of financings including power generation and transmission equipment, transportation assets and infrastructure, oil and gas facilities, manufacturing facilities, telecoms systems and real estate. He has particular expertise in the area of renewable energy and the related tax incentives. He has advised on innovative financing structures and strategies in response to client needs and a changing tax environment.

Mr. Spector frequently speaks on current tax and finance issues at seminars and conferences. Recent speaking engagements include:

• Real Estate and Renewable Energy Markets Forum, Atlanta, August, 2010, "Overview of Tax and Federal Stimulus Incentive" and "Structured Finance Overview".
• Solar Power: Projects & Permitting, Atlanta, February, 2010, "Financing Solar Projects".
• Solar Company Finance & Investment Summit, San Diego, March, 2009, “The Impact of New Policy Initiatives on Project Finance”.
• Equipment Leasing and Finance Association, Financial Institutions Conference, Dallas, April, 2009, “Financing Renewable Energy Projects under the Economic Stimulus Bill”.
• Projects & Money, New Orleans, January 2009, Moderator: “Policy Outlook under the New Administration and Congress”.
• Co-Chair, U.S. Solar Power Finance & Investment Symposium, New York City, October, 2008.
• CSP & CPV Investment & Finance Summit, San Francisco, October, 2008, “Tax Issues in Solar Project Finance”.
• Solar Power Finance & Investment Summit, San Diego, April, 2008, "Tax Considerations In Solar Project Finance".
• Structured Lease Financing for US Public & Municipal Agencies, New York City, December 2003, “Lease Financing for Municipal Real Estate Assets”.

Mr. Spector has published on areas of interest in his practice including:

• "LILOs and SILOs: The Final Chapter?" Equipment Leasing Newsletter (July 2011).
• "Deadline Nears To Apply For Green Energy Subsidy," The National Law Journal (October 25, 2010).
• "AARA Sunset," Public Utilities Fortnightly (October 2010).
• "Update: Financing Renewables with Federal Grants," North American Clean Energy (March 2010).
• "Taxpayer Victory in Con Edison LILO Shocks IRS," Equipment Leasing Newsletter (January 2010).
• “Changes Create New Project Finance Rules,” North American Wind Power (April 2009).
• "Court Finds Compelled Option in SILO Case," Equipment Leasing Newsletter (September/October 2008).
• “Power Purchase Agreements: the Driving Force Behind the Commercial Solar Market,” North American Clean Energy (July / August 2008).
• “Tax Issues Related to Sale-Leasebacks and Partnership Flips,” Solar Industry (May 2008).
• “Lease Financing of Solar Power,” Equipment Leasing Newsletter (August, 2007).
• “U.S. Regulations on Tax Shelter Disclosure and Registration,” Tax Planning International Review (April 2000).

Representative Experience
Represented one of the nation’s largest banks in the financing of a 55MW utility-scale solar facility (approximately $250MM in value) in New Mexico. The bank provided the construction financing and will provide the long-term financing.

For the last 20 years Mr. Spector has advised equipment and project owners, lessors, lenders, lessees and end-users in a wide range of financings of billions of dollars in value of equipment in the energy, transportation and manufacturing industries.

Advising two major investor-owned electric utilities on alternatives for structuring ownership interests in utility-scale solar thermal and PV solar projects located in Nevada and California, including advice on sale-leaseback and partnership structures and the availability of tax credits, grants in lieu of tax credits and other incentives (2009).

Advising Constellation Energy on tax aspects of its acquisition of the Criterion wind project, a $140 million, 70-megawatt wind energy project located in Maryland (2009).

Counsel to major banks as tax equity investors in $200 million of solar PV sale-leaseback projects backed by power purchase agreements with major U.S. commercial retailers and municipalities, in California, Colorado, Connecticut, Hawaii, Maryland, North Carolina, New Jersey and Oregon (2007 to present).

Counsel to a major international wind farm developer in its evaluation of early-stage wind projects in the United States (2008 to present).

Counsel to a growing U.S. concentrated solar power developer in its program for commercialization of process steam solar plants (2008 to present).

Tax counsel to three major banks in connection with IRS audits of structured equipment leasing transactions (2007 to present).

Counsel to a Spanish solar power developer in its development of commercial PV projects in Pennsylvania (2008).

Counsel to an international bank in the purchase of an interest in a partnership owning freight aircraft leased to a major logistics company (2007).

Counsel to the arranger and financial guarantor of bank financing of U.S.-produced independent films eligible for Section 181 tax benefits – the first transaction of its kind, and several follow-on transactions (2006 to present).

Represented a major U.S. bank in its purchase of a portfolio of Jones Act barges subject to leveraged leases and operated by a major agricultural company (2006).

Represented U.S. and foreign lessors in numerous leases and secured financings of corporate and commercial aircraft.

Counsel to the U.S. equity investors in the sale-leaseback of electrical distribution systems operated by rural electric cooperatives.

Counsel to the U.S. equity investor (lessor) in a sale and leaseback of electrical generating facilities valued at over $500 million, operated by one of the largest power suppliers in the United States.

Represented the U.S. equity investor in a lease of a foreign municipal administrative data processing system – the first transaction of its kind.

Counsel to the U.S. equity investor in a sale-leaseback of seven hydroelectric generating facilities located in Austria.

Counsel to the U.S. equity investor in a sale-leaseback of passenger trains operated by Virgin Rail under existing U.K. operating leases.

Represented the U.S. equity investor in a sale-leaseback of train control and passenger ticketing systems operated by a U.S. municipal transit agency – the first transaction of its kind.

Counsel to the U.S. equity investor in a sale-leaseback of administrative and school buildings operated by a municipality in Germany.

Counsel to the U.S. equity investors in numerous cross-border sale-leaseback transactions involving passenger rolling stock operated by national and municipal railways and transit agencies in Germany, Belgium, Austria, France, Sweden, Portugal, the United Kingdom and Hong Kong, including the first-ever transaction of this type in 1999.

Counsel to the U.S. equity investors in numerous domestic sale-leaseback transactions involving passenger rolling stock and buses operated by state and municipal transit agencies located in California, Illinois, New Jersey, Ohio, Texas and Washington, DC, including the first-ever domestic rail lease-to-service contract transaction.

Counsel to the lessee, a French mobile telecommunications network operator, in a multiple-tranche U.S. cross-border lease of the lessee’s entire $850 million network.

Represented the U.S. equity investors in cross-border lease-to-service contracts of subway rolling stock and light rail vehicles, for Portuguese public operators, the first-ever U.S.-Portugal “double dip” lease transactions.

Counsel to the equity investors in a sale and leaseback of locomotives, operated by a major U.S. freight railroad, with debt funded by enhanced equipment trust certificates (“EETCs”).