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Enviva Partners Announces Transformative Acquisitions, Private Placement

Vinson & Elkins served as counsel in connection with the announcement by Enviva Partners, LP (“Enviva” or the “Partnership”) that it agreed to purchase a wood pellet production plant in Waycross, Georgia with associated export terminal capacity in Savannah, Georgia (the “Georgia Biomass Acquisition”) from innogy SE and also has agreed to purchase the wood pellet production plant in Greenwood, South Carolina owned by Enviva’s sponsor (the “Greenwood Acquisition” and, together, the “Acquisitions”).

In connection with the Greenwood Acquisition, Enviva’s sponsor has agreed to assign to the Partnership five firm, long-term, take-or-pay off-take contracts with creditworthy Japanese counterparties (the “Associated Off-Take Contracts”) that have maturities between 2031 and 2041, aggregate annual deliveries of 1.4 million metric tons per year, and an aggregate revenue backlog of $5.3 billion. The Partnership also announced that it has signed a purchase agreement with investors for the sale of $200.0 million in common units in a private placement to finance a portion of the combined purchase price of the Acquisitions.

For the Greenwood Acquisition, V&E served as legal counsel to Enviva’s sponsor. The team was led by partner Caroline Blitzer Phillips with senior associate Stancell Haigwood and associates Heather Brocksmith and Tara Tegeleci. Also advising were partner Tzvi Werzberger, senior associate Carter Olson and associates Erin Brown and Mark Katz; partner Ryan Carney and associate Dan Henderson; partner Darren Tucker and associate Ryan Will; partner Ramey Layne and counsel Chris Mathiesen; and counsel Scot Dixon.

For the Georgia Biomass Acquisition, V&E served as legal counsel to the Partnership. That team was led by partner Caroline Blitzer Phillips with assistance from senior associate Daniel McEntee and associates Heather Brocksmith and Tara Tegeleci. Also advising were partner Tzvi Werzberger and associate Carter Olson; partners Ryan Carney and David Cole and associates Dan Henderson and Christine Mainguy; partner Darren Tucker and associate Ryan Will; partner Ramey Layne and counsel Chris Mathiesen; counsel Scot Dixon; partner Brian Bloom, counsel Christie Alcalá and senior associate Kristy Fields; partner Sean Becker; and counsel Sarah Mitchell and senior associate Robert Stelton-Swan.

V&E also advised the Partnership on the private placement. The team was led by partner Ramey Layne with assistance from counsel Chris Mathiesen, senior associate Jessica Lewis and associates Maggie Webber and Carmen Guidry.

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