Scott M. Rickard

Partner

Portland
Business Phone: 503.290.2323
Business Fax: 971.238.1692

scott.rickard@troutmansanders.com

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Scott Rickard is a partner in the Energy practice. He concentrates his practice on mergers and acquisitions, project finance and corporate finance, with a particular emphasis on representation of utilities, financial institutions, and project developers and their sponsors in the financing, purchase, sale and development of thermal and renewable energy generation assets and transmission facilities in the West and nationwide.

Scott also has broad experience in corporate and unincorporated entity matters for both utility and non-utility clients, including entity selection, formation, operation and dissolution of limited liability companies, joint ventures and general and limited partnerships.

Prior to becoming a lawyer, Scott spent nearly ten years in the commodity/specialty chemicals and fibers industries and held multiple positions in sales, marketing, logistics and business management.

Representative Matters

Corporate Matters – Utility Clients:

  • Counsel to investor-owned utility in the corporate restructuring and dissolution of multiple subsidiaries and affiliates.
  • Represent investor-owned utility in the negotiation of investment management agreements for its employee benefit plans.
  • Represent investor-owned utility in various contract disputes with the Bonneville Power Administration.
  • Counsel to investor-owned utility in trading/hedging matters, including negotiation of WSPP, ISDA, EEI and NAESB master agreements and confirmations.
  • Represented investor-owned utility in connection with intra-organizational dividends and distributions.
  • Represented investor-owned utility in the amendment of a nuclear decommissioning trust agreement.
  • Represented investor-owned utility in multiple disputes involving awards of energy supply contracts and privatization of utility assets on military bases, and related administrative litigation.

Energy Transactions – Utility Clients:

  • Represent investor-owned utility in its proposed acquisition of a 274 MW gas-fired cogen plant in the West.
  • Represent investor-owned utility in its proposed acquisition of a 220 MW gas- and oil-fired peaking power plant in the West.
  • Counsel to investor-owned utility in its proposed acquisition and development of a 200 MW solar PV facility to be constructed on tribal land in Nevada.
  • Counsel to investor-owned utility in its proposed development of a utility-scale solar PV facility to be constructed on a US Air Force base in Nevada.
  • Represented investor-owned utility in its proposed sale of a 395 MW coal-fired power plant and undivided interest in related facilities in the West.
  • Counsel to investor-owned utility in its proposed acquisition of 100% ownership interest in a 550 MW gas-fired power plant in the West.
  • Represented investor-owned utility in its proposed acquisition of 100% ownership interest in a 510 MW gas-fired power plant in Nevada.
  • Counsel to investor-owned utility in its proposed sale of a 14 MW cogen plant in Washington.
  • Represented investor-owned utility in its acquisition of 100% ownership interest in a 520 MW gas-fired power plant in Washington.
  • Represented investor-owned utility in its proposed acquisition of a 200 MW gas-fired peaking power plant in Utah.
  • Counsel to investor-owned utility in multiple acquisitions and dispositions of transmission and distribution assets.

Energy Transactions – Financial Clients:

  • Represented financial institution in the sale of undivided ownership interests in a 640 MW coal-fired power plant and transmission assets, and related wind-up of historical leveraged lease financing.
  • Represented global private equity firm in the potential sale of a portfolio company’s domestic and international solar projects.
  • Represent bank-owned equipment leasing and finance company with respect to the lease and loan financing of commercial-scale rooftop and ground-mounted solar PV facilities on agricultural and industrial properties nationwide.
  • Represented private equity firm in connection with its proposed joint venture for the ownership and operation of an energy storage business.
  • Represented bank-owned equipment leasing and finance company in the lease financing of commercial-scale rooftop solar PV facilities at multiple public school sites in Arizona.
  • Represented bank-owned equipment leasing and finance company in the financing of a commercial-scale rooftop solar PV facility at a community college in North Carolina.

Energy Transactions – IPP and Developer Clients:

  • Represented Canadian energy infrastructure company in connection with the disposition of 100% ownership interest in multiple gas-fired power plants in California and Colorado.
  • Represented Oregon-based independent power producer in connection with its corporate restructuring, including review and analysis of PPAs and NAESB, ISDA and EEI trading contracts.
  • Represented sponsor/investor in connection with its proposed acquisition of a 130 MW wind power project.
  • Represented project companies and their sponsors in connection with the development and financing of multiple distributed generation solar PV facilities on military bases nationwide.
  • Counsel to California solar finance company with respect to construction loans and permanent financing for distributed generation solar PV facilities nationwide.
  • Represented Florida-based independent power producer in the proposed acquisition of a distributed generation solar PV project in Massachusetts.
  • Represented solar finance company with respect to the potential financing and development of distributed generation solar PV facilities at multiple public school districts in California and Arizona.
  • Represented Connecticut-based solar integrator in the financing, development and proposed sale of multiple municipal and commercial-scale distributed generation solar PV projects in the Northeast.
  • Counsel to New York-based regional solar PV developer in the financing and development of residential and commercial-scale distributed generation solar PV facilities.
  • Represented Oregon-based regional solar PV developer with respect to the financing and development of commercial-scale distributed generation solar PV facilities.

Project and Corporate Finance:

  • Counsel to public-private partnerships in the development, construction, financing, operation and management of military housing facilities for the U.S. Army, Air Force, Navy and Marine Corps on bases throughout the United States, with a collective value in excess of $3 billion. The Army Hawaii Family Housing transaction was named North American PPP Deal of the Year by Project Finance magazine.
  • Represented project companies and their sponsors in interest rate swaps, credit default swaps and guaranteed investment contracts/investment agreements with U.S. and international financial institutions for projects across the United States.
  • Counsel to broadcasting company in the amendment of its senior credit facility and mezzanine financing documents.
  • Represented real estate developer in its formation of a $60 million residential and commercial real estate fund.
  • Counsel to international oil and gas exploration and production company in multiple secured loan facilities.
  • Represented colocation and cloud services provider in its $5 million loan from the Oregon Department of Energy.
  • Counsel to numerous emerging companies in common stock, preferred stock and subordinated debt financings.

Mergers and Acquisitions:

  • Represented international equipment and logistics solutions company in its proposed acquisition of a subsidiary of Lockheed Martin Corp.
  • Represented majority investor in connection with joint venture for the delivery of healthcare payables management solutions and services.
  • Counsel to international wood products company in connection with its proposed joint venture for the ownership and operation of a laminated veneer lumber (LVL) mill.
  • Represented senior housing management company in connection with the sale-leaseback of seven assisted living facilities to Nationwide Health Properties, a publicly-traded REIT.
  • Counsel to Pacific Pride Services, Inc. in its $32.0 million sale to Wright Express Corporation.
  • Represented Knorr Foods Co. Ltd., a subsidiary of Ajinomoto Co., in its acquisition of New Season Foods, Inc.
  • Represented UMD Technology, Inc. in its acquisition of Dimensions Consulting, Inc. and subsequent merger with Antares conTech, Inc.
  • Represented Roseburg Forest Products Co. in its acquisition of certain assets of Georgia Pacific Corporation.
  • Counsel to Synetics Solutions Inc. in its $50.2 million sale to Brooks Automation, Inc.
  • Represented Unicru, Inc. in connection with its $150 million sale to Kronos, Incorporated.
  • Represented Hollywood Entertainment Corporation in its $1.2 billion sale to Movie Gallery.
  • Counsel to Hampton Affiliates in the disposition of its affiliate Lane Stanton Vance Lumber Co. to BlueLinx Corporation.

Antitrust and Merger Clearance:

  • Represented Endeavor Capital in connection with its acquisition of a controlling interest in Tidewater Holdings – cleared without a Second Request.
  • Represented Unicru, Inc. in connection with its sale of a controlling interest to Kronos, Incorporated – cleared without a Second Request.
  • Represented Roseburg Forest Products Co. in connection with its acquisition of certain assets of Georgia Pacific Corporation – cleared without a Second Request.
  • Represented Hampton Lumber Mills, Inc. in connection with its acquisition of a controlling interest in Babine Forest Products Limited, a subsidiary of West Frasier Mills, Ltd. – cleared without a Second Request.
  • Represented ESCO Corporation in connection with its disposition of controlling interests in two of its subsidiaries to Platinum Equity – cleared without a Second Request.
  • Represented Connecticut Electric & Switch Mfg. Co. in connection with its sale of a controlling interest to Thompson Street Capital - cleared without a Second Request.
  • Represented Precision Castparts Corp. in connection with its acquisition of certain assets of McWilliams Forge Company, Inc. and its acquisition of a controlling interest in GSC Foundries, Inc. – both acquisitions cleared without a Second Request.
  • Represented SPS Technologies LLC in connection with its acquisition of a controlling interest in Cherry Aerospace, LLC – cleared without a Second Request.
  • Represented Huish Detergents in connection with its sale of a controlling interest to Vestar Capital – cleared without a Second Request.
  • Represented Zetron, Inc. in connection with its sale of a controlling interest to Kenwood Corporation; assisted with international merger control analyses and filings in Germany – cleared without a Second Request.

Bankruptcy and Workouts:

  • Represented receiver of a global distributor of building materials and wood products, then Oregon’s third largest privately-held company, in connection with multiple dispositions of assets and real property.
  • Counsel to venture capital fund in its acquisition of senior debt of a hardwood panel products manufacturer and subsequent acquisition of assets.
  • Represented restaurant chain holding company in a corporate restructuring and recapitalization.
  • Represented residential real estate holding company in its pre-bankruptcy corporate restructuring and recapitalization.
  • Counsel to commercial real estate developer in its pre-bankruptcy corporate restructuring.
  • Represented publicly-traded global manufacturer of advanced materials in its bid for certain assets of Columbia Aircraft Manufacturing Corporation.
  • Represented publicly-traded international outdoor apparel company in its $20.4 million acquisition of certain assets of Pacific Trail, Inc. and London Fog Group, Inc.

Professional and Community Involvement

  • Veterans Consortium Pro Bono Program, pro bono attorney, 2010-present
  • Member, Western States Petroleum Association, 2010–Present
  • Washington County Planning Commission, Planning Commissioner, 2007-2014
  • Chairperson, Oregon State Bar Energy, Telecom & Utility Law Section
  • Member, Oregon State Bar, Business Law Section; Corporate Counsel Section
  • Member, American Bar Association, Business Law Section

Professional Experience

  • Partner, Troutman Sanders LLP, 2014-present
  • Of Counsel, Troutman Sanders LLP, 2011-2013
  • Associate, Perkins Coie, 2007-2011
  • Associate, Stoel Rives LLP, 2004-2007
  • Vice President–Sales and Marketing, Naftex Limited, 1999–2001
  • Business Manager, Old World Industries, Inc., 1993–1999

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Education

  • Willamette University, J.D., cum laude, 2004
    Certificate in Business Law; Managing Editor, Willamette Law Review
  • Lawrence University, B.A., Geology, magna cum laude, 1993

Bar Admissions

  • Oregon
  • Washington