Evan Grosch

EVAN GROSCH’s practice focuses on energy and infrastructure transactions, including project development, structured finance, mergers and acquisitions, utility securitizations, and shareholder activism involving public companies.

Evan has experience representing both capital providers and borrowers in structuring, negotiating and documenting financing transactions, including acquisition and committed financings, reserve-based lending facilities, direct and credit fund lending facilities, uni-tranche and second lien credit facilities and mezzanine financings. Evan also has a wide range of experience representing financial institutions and energy companies in energy financings, investments and commodity and hedging transactions.

Evan graduated with a J.D. from the University of Texas at Austin. There he served on the Executive Board for the Texas Business Law Society as the co-director of the Texas Transactional Skills program. Evan placed “Best Overall” at the Texas Annual Transactional Skills Program, and was a quarterfinalist at the Hutchinson Moot Court Competition.

Currently, Evan serves as a member of the Board of Directors for the Missouri State University Alumni Association.

Mergers & Acquisitions/Debt Finance

While many matters remain private, past representative engagements of Evan’s include:

• The lead arranger, administrative agent, and technical bank in connection with a US$1 billion financing and hedging facility supporting the first-ever commercial development of the Sea Lion Field, an offshore oil and gas reserves field located in the North Falkland Basin.
• Beacon Roofing Supply Inc. (NASDAQ: BECN) in its sale to QXO for US$11 billion in cash.
• A fund managed by Macquarie Asset Management in its agreement to acquire a 40% equity stake in select U.S. Gulf Coast infrastructure assets from Dow Inc. (NYSE: DOW), with an option to increase its equity stake to 49% within six months after closing for initial cash proceeds of approximately US$2.4 billion with the potential to receive up to approximately US$3 billion in total.
• Premium haircare brand K18 in its agreement to be acquired by Unilever PLC.
• J.P. Morgan Securities LLC, co-lead structuring advisor, placement agent, and secured hedge provider, in a US$640 million private offering of notes in an asset-backed securitization issued by Maverick Natural Resources, LLC.

Thermal Generation/Utility Cost-Recovery Securitizations

While many matters remain private, past representative engagements of Evan’s include:

• Multiple clients in the drafting and negotiation of power purchase agreements and for gas-fired power plants covering sales of energy, capacity and ancillary services.
• Kentucky Power Company, an American Electric Power Company, Inc. (NASDAQ: AEP) electric utility subsidiary, and Kentucky Power Cost Recovery LLC in the issuance of Series 2025 Senior Secured Recovery Bonds valued at US$477.7 million to recover certain extraordinary costs.
• Southwestern Electric Power Company, an American Electric Power Company, Inc. (NASDAQ: AEP) electric utility subsidiary, in the issuance of Ratepayer-Backed Bonds valued at US$336.7 million securitizing costs incurred as a result of Hurricanes Laura and Delta and winter storm Uri, and fund a new storm recovery reserve account.
• RBC Capital Markets Corporation, in the issuance of Ratepayer-Backed Bonds valued at US$761.6 million for the purposes of Oklahoma Gas and Electric Company (NYSE: OGE) securitizing costs incurred as a result of Winter Storm Uri.
• Public Service Company of Oklahoma, an American Electric Power Company, Inc. (NASDAQ: AEP) electric utility subsidiary, in the issuance of Ratepayer-Backed Bonds valued at US$696.9 million securitizing costs incurred as a result of Winter Storm Uri.
• Atmos Energy Corporation (NYSE: ATO), in the issuance of Series 2023-A Senior Secured Securitized Utility Tariff Bonds valued at US$95 million, for the purpose of Atmos Energy Corporation recovering significant costs incurred as a result of Winter Storm Uri in February 2021.
• Additional utility companies and underwriters in connection with structuring, documenting, and negotiating cost-recovery securitizations and bond issuances across the United States.

Corporate Governance and Sustainability Matters

While many matters remain private, past representative engagements of Evan’s include:

• Advising one of the largest sovereign wealth funds in the world on environmental, social, and governance (ESG) and sustainability-related matters and issues.
• Multiple Fortune 100 and 500 companies in connection with the publication of their voluntary sustainability/ESG reports and alignment of their disclosures with voluntary reporting frameworks such as the GHG Protocol, GRI, ISSB, SASB and TCFD.
• Advises Fortune 100 and 500 companies on compliance with emerging mandatory ESG- and sustainability-related regulations.
• Multiple publicly traded corporations in connection with their engagement with institutional investors on ESG-related topics, human rights statements and related policies.
• Extensive experience advising clients on a broad range of ESG issues and regularly speaks and authors articles on ESG-related topics for a variety of industry groups and publications, including presenting at the World Business Council for Sustainable Development’s (WBCSD) Learning Series.

Shareholder Activism

While many matters remain private, past representative engagements of Evan’s include:

• Enhabit, Inc. (NYSE: EHAB) in its proxy contest defense against AREX Capital Management, LP. 
• Apyx Medical Corporation (NASDAQ: APYX) in connection with the investment of Stavros G. Vizirgianakis.
• BJ’s Restaurants, Inc. (NASDAQ: BJRI) in connection with its cooperation agreements with Fund 1 Investments and PW Partners, LLC.
• Cutera, Inc. (NASDAQ: CUTR) in its proxy contest defense against Voce Capital.
• Sensei Biotherapeutics, Inc. (NASDAQ: SNSE) in its proxy contest defense against Apeiron.
• Enhabit, Inc. (NYSE: EHAB) in its proxy contest defense against Cruiser Capital and Harbour Point Capital Management. 
• Quotient Technology Inc. (NYSE: QUOT) in its proxy contest defense against Engaged Capital.
• Comtech Telecommunications Corp. (NASDAQ: CMTL) in its proxy contest defense against Outerbridge Capital Management.
• Zendesk, Inc. (NYSE: ZEN) in its proxy contest defense against JANA Partners.
• Newpark Resources, Inc. (NYSE: NR) in connection with the investment of Bradley L. Radoff.
• Ammo, Inc. (NASDAQ: POWW) in its proxy contest defense against Steven F. Urvan and Susan T. Lokey.

• The Global Alliance of Impact Lawyers, Member, 2024
• Texas Young Lawyer Association, Member, 2021
• Houston Young Lawyers Association, Member, 2021
• International Bar Association, Member, 2021