Hagai Zaifman

HAGAI ZAIFMAN is a leading practitioner in the renewable energy and energy transition tax space. He advises developers, sponsors, leading private equity and strategic investors, and lenders in connection with wind, solar, battery storage, clean hydrogen, fuel cell, biogas, carbon capture, and other alternative energy projects, as well as conventional power generation facilities.

Hagai has extensive experience structuring, planning, and negotiating infrastructure and renewable energy transactions, with particular emphasis on tax equity financing through flip partnerships and leases, projects’ development, repowering transactions and dispositions, including advising on the qualification for, and monetization of the various available clean energy tax credits, such as the IRC Section 45 production tax credits (PTC), IRC Section 48 investment tax credits (ITC), IRC Section 45Q carbon capture and sequestration tax credits, IRC section 45V clean hydrogen tax credits, and other renewable energy tax incentives and credits under the Inflation Reduction Act (IRA).

Hagai has been recognized by Chambers USA in Nationwide Projects: Renewables & Alternative Energy (2024–2025), where he is described by a client as “very knowledgeable and practical.”

Hagai is also a frequent speaker in conferences and webinars and is the author of numerous articles and thought leadership alerts on the tax aspects and incentives in all renewable energy and energy transition transactions.

Prior to joining Sidley, Hagai worked at General Electric Capital (GE) where he served in several tax leadership roles, including as the Tax Director at GE Energy Financial Services (GE EFS), one of the leading investors in renewable energy projects in the United States. In this role, Hagai led the GE EFS tax team and oversaw all tax aspects of the business, including underwriting, structuring, investing, managing, and disposing of more than US$10+ billion debt and equity portfolio of US and foreign wind and solar projects.

Recent matters in renewable energy and infrastructure projects include the representation of:

• Multiple buyers and sellers in the monetization of tax credits (including ITCs, PTCs, 45U, 45X and 45Z credits) in direct transfer deals with an aggregate value in excess of US$3 billion.
• Advanced Power in its acquisition by ArcLight Capital Partners (ArcLight). The investment and partnership includes an initial US$1 billion equity commitment from ArcLight to build new power infrastructure, along with the potential to invest more than US$5 billion of equity over the next five years to enable over 20 gigawatts (GW) of new power and the acceleration of North America’s AI and data center infrastructure growth.
• Ørsted in its divestment of a 50% equity stake in three U.S. onshore projects to Energy Capital Partners for US$572 million.
• Nexus Renewable Power in securing US$220 million of project-level financing for its 172 MW solar and 237 MW storage project in Lamar County, Texas. The financing included a preferred equity and tax credit purchase arrangements with a corporate buyer.
• Northern Biogas, waste-to-renewable natural gas company, specializing in the development, construction, and operation of renewable natural gas (RNG) facilities, in the monetization of ITCs and 45Z PTCs for a portfolio of 5 RNG facilities.
• RBC Community Investments on behalf of a tax equity syndicate making an over US$500 million tax equity investment in rPlus Energies’s Green River Energy Center project, a 400 MWac solar photovoltaic facility and 400 MW/1,600 MWh battery energy storage facility located in Emery County, Utah.
• Distributed Solar Development, LLC, a leader in large scale, custom solar PV and energy storage solutions, in a US$155 million private notes offering that securitized a portfolio of commercial and industrial (C&I) and community distributed generation assets (CDG). The offering is the first-ever 144A transaction to securitize a C&I portfolio with a significant concentration of CDG assets. This transaction was the winner, in 2023, of GlobalCapital’s “ESG Securitization Deal of the Year” – DSD Renewables (Osprey Securitization I Solar ABS).
• Invenergy Renewables in a consortium with Caisse de dépôt et placement du Québec (CDPQ) and funds managed by Blackstone Infrastructure Partners to acquire a 1,365-megawatt unregulated, contracted renewables portfolio from American Electric Power (Nasdaq: AEP) for US$1.5 billion.
• Invenergy in a definitive agreement with Blackstone Infrastructure Partners and CDPQ an equity investment of approximately US$3 billion in Invenergy Renewables Holdings LLC, the largest private renewable energy company in North America, by funds managed by Blackstone Infrastructure Partners.
• Enbridge in an infrastructure development agreement and joint venture with Divert Inc. to develop waste-to-table-food renewable natural gas (RNG) facilities across the United States for US$1 billion of capital investments underpinned by long-term, take-or-pay contracts.
• A sponsor in an investment in an RNG production facility. The facility will produce RNG with a carbon intensity score that is 50% lower than traditional natural gas.
• I Squared Capital, a leading global infrastructure investor, and Atlantic Power Corporation, an independent power producer, in the sale of the 60 MW Curtis Palmer hydroelectric portfolio to Innergex Renewable Energy Inc. and HQI US Holding LLC, a subsidiary of Hydro-Québec.
• Morgan Stanley Infrastructure Partners (MSIP) in the acquisition of Seven Seas Water, a leader in Water-as-a-Service solutions (WaaS®).
• Morgan Stanley, as a lender and lead arranger, for financing of the 261MW Blooming Grove wind farm in Illinois.
• The tax equity investor in the 300MW Ranchero wind farm in Texas.
• The tax equity investor in the repowering of the 100MW Southwest wind farm in Oklahoma and 204MW Whiptail wind farm in New Mexico.
• GE Energy Financial Services as a tax equity investor in the 88 MW Lone Tree wind farm in Illinois.
• Major U.S. regional bank as a tax equity investor in a 7.5MW fuel cell project in Connecticut.
• Consortium of Korean investors in connection with the acquisition of cash equity interest in a portfolio of four wind projects with a total capacity of 852 MW.
• Korean government-owned power company in its acquisition and financing of a solar project in Texas.
• The tax equity investors in the repowering of a 258 MW Panther Creek wind farm in Texas.
• Strategic investor in its sale of a portfolio of tax equity and cash equity interests in wind farms with an aggregated capacity in excess of 3 GW.
• The tax equity investor in a 210 MW Crocker wind farm in South Dakota.
• The tax equity investor in a 30 MW offshore wind project in Rhode Island.
• The tax equity investor in a 550 MW photovoltaic solar project in California.
• Strategic investor in a 27 MW photovoltaic solar project in Arizona.
• The sponsor and cash equity investor in a 250 MW wind farm in Kansas.
• The sponsor and cash equity investor in a 200 MW wind farm in Minnesota.
• The tax equity investor in the 845 MW Shepherds Flat wind farm.

Recent matters in aircraft financing include the representation of:

• Ares Management Corporation in connection with the formation of an aircraft leasing platform to acquire and lease commercial aircrafts.
• A major operating lessor in purchasing interest in leases to Iberia and Virgin Australia.
• DVB/MUFG in financing of a JOLCO structure leasing eight aircraft to affiliates of LATAM Airlines.
• Saudi Aramco in connection with its helicopter leases.
• Aeromexico in connection with multiple aircraft leases and sale-leasebacks.

Some of the above matters were handled prior to joining Sidley.