Vinson & Elkins Advises on $400 Million Loan Refinancing and 45X Project Financing to Suniva to Build Solar Cell Manufacturing Facility

Vinson & Elkins advised Goldman Sachs, its West Street Climate Credit Fund (part of Goldman Sachs Asset Management’s private credit platform), and I Squared Capital in a $400 million senior secured Term Loan refinancing and 45X project financing extended to Suniva, Inc., who is currently privately held and is America’s oldest and largest monocrystalline solar cell manufacturer. The financing has closed.

This financing is further to Suniva’s announcement in June of this year of its entry into a binding merger agreement with publicly traded SUNation Energy, Inc. (Nasdaq: SUNE), a leading provider of residential and commercial solar energy systems, battery storage solutions, and comprehensive energy services, pursuant to which Suniva will merge with a wholly-owned subsidiary of SUNation, and with the combined company to operate under the Suniva name and continue SUNation’s listing on the Nasdaq Capital Market.

In addition to the Goldman Sachs/I Squared senior secured financing, the capital structure includes a second lien backstop financing facility committing to provide ~$150 million of additional funded capital, $31 million of preferred equity bridge financing provided earlier this year, a syndicated “PIPE” investment of $189 million funding concurrently with the senior secured financing, and $65 million of existing OIC debt being rolled to equity. Total transaction value is $835 million.

The Vinson & Elkins team representing Goldman Sachs and I Squared Capital was led by Partner Mike Bielby, Senior Associate Natalie Harrison, and Associate Alan Villarreal; Partner Sean Moran and Associate Sarah McIntosh; and Partners David Peck, Wendy Salinas, and Megan James. Additional team members included Counsel Alexander Baker and Associate Katie Holmes; Partner Ben Heriaud and Counsel Alex Lewis; Partner Nick Buehner, Senior Associate Catherine Callahan, and Associate Bella Sofroniou; Partners Brad Foxman, Jennifer Cornejo, Sean Becker, Shane Tucker, and Brian Howard; Partners Joyce Adetutu and Randall Johnston and Counsel Rajesh Patel. The team also included Senior Associates Frankie Velez and Britton Taubenfeld, and Associates Sean Dao, Jack Daum, Ishaan Golding, Haley DeHaes, Oscar Miller, and Laura Byrd; Associates Jamie Jun, Addy Jackson, Nina Sharma, Kevin Moscon, Katherine Galvin, Lara McMahon, Claire Connor, and Anna Huthnance; Senior Associate Peter Goetschel; and Partner Chris Dawe and Associate Tyler Wagner.

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