POWER PROJECTS CAPABILITY DAMIEN CRONIN Damien Cronin is the principal of Law in excess of A$800 million. The CPP Projects, a specialist legal and company Joint Venture was formed against a secretariat consultancy to the resources background of both the evolving and energy sectors. He is, and has been, a competitive national electricity market specialist legal and commercial consultant and structural reform of the electricity to Blue Energy, Global Petroleum, industry in Queensland and the South Queensland Gas, Sonoma Coal and Eastern Australian States. Negotiated Sunshine Gas (serving as the Company and documented the following Secretary and General Counsel to Blue complex and unique contractual Energy and Sunshine Gas (both listed arrangements over challengingly short public companies), a Non-Executive time frames: Director and Company Secretary of Global Petroleum (a listed public company), the The Joint Venture and General Counsel to Sonoma Coal and the Management Agreements and Secretary of the Operating Committee of related shareholding and security the Sonoma Coal Joint Venture). He has documentation. These also been a specialist adviser to the Boards arrangements were documented of Ergon Energy and Powerdirect Australia. so as to allow for future project He was a consultant to McInnes Wilson a financing flexibility, including cross boutique commercial law practice. He was border equipment lease; also a partner of, and remains a consultant to, DLA Piper, the world’s largest Innovative performance based international legal firm and a significant operational agreements, including presence in the Australasian legal services an Operation and Maintenance market. Damien has over 40 years’ Agreement and a Station Services experience in private and corporate legal Agreement; practice, including over 30 years’ A 50 year ground lease of the experience in the resources and energy project site; sectors. He has held senior legal and commercial roles in the resources and Long term (30 years) coal supply energy sectors, including roles with Rio arrangements to the project; and Tinto, Comalco, Shell Coal, Incitec and Duke Energy. He is admitted to practice in Water supply arrangements, every jurisdiction in Australia as well as in including land tenure Hong Kong, New Zealand and the United considerations regarding water Kingdom. pipelines, unique and innovative joint venture arrangements for Areas of Expertise trading the station’s output into the new national electricity market and Extensive ‘hands-on’ experience in all for managing the financial risks aspects in planning, investigation, associated with those activities. regulation (including environmental and Detailed advice on all regulatory planning regulation), financing, requirements for that trading was construction, delivery and operation of also provided. power infrastructure. All of the above required the Coal Fired Generation design and management of a logistically complex legal services Project Counsel for Shell Coal in the delivery process to manage the negotiation and formation of the CPP completion of the transaction and Joint Venture between Shell Coal and the preparation and execution of CS Energy which constructed and nearly 100 documents required on operated a 840 MW base load thermal completion. power station, adjacent to the existing Callide A and B Power Stations and the Callide Mine in central Queensland. The project had a capex Undertook for Shell Coal an improvement review Advised ERM on the tender documentation for of, and reported on the adequacy of processes the A$400 million SWIS ((Kwinana) 320 MW) for, the financial close of the Callide C Project. Gas Fired Power Project. Advised InterGen on its subsequent acquisition Advised the project lenders on the EPC Contract of Shell Coal’s 50% interest in the Callide Power and Gas Supply, Transportation and Storage Station and undertook the due diligence and risk Agreements for the A$500 million Wagga- assessment for the acquisition. Wagga ((Uranquinty) 650 MW) Gas Fired Power Project. Advised Comalco in relation to the A$750 million acquisition, and subsequent management and Assisted in advising Origin Energy in its operation, of the Gladstone Power Station proposed acquisition of an interest in the A$200 (1,680 MW) and assisted in negotiating and million Oakey (300 MW) Gas Fired Power documenting the nearly 300 documents required Station and undertook the legal due diligence on transaction completion, including the State enquiry for this project. Agreement under the Gladstone Power Station Agreement Act 1993 (Qld). Advised on Managed the commercial and legal due refurbishment projects at Gladstone Power diligence investigations into Duke Energy’s Station. greenfield and brownfield generation projects in Queensland and assisted in the technical due Advised Shell Coal in relation to its Ackland diligence. This involved a detailed consideration Project, originally proposed as a combined of: power station/open cut coal mine and its Theodore and Grosvenor Appraisal Projects for Project financing and securitisation; combined open cut and underground steaming coal mines. Shareholding and equity contribution; Gas Fired Generation Gas supply and transportation; EPC and project management; Project Counsel for the Powerhub (100 MW) Gas Fired Power Project. Negotiated and Operation and maintenance; documented the Shareholders Agreement, the Project Development Agreement, the suite of Connection and access; and Services Agreements for delivery of the Project and the ISDA Master Agreement, Schedules and Land tenure and environmental compliance, Australian Electricity and Environmental Products Addendums for the trading arrangements proposed for the projects, and arrangements with Stanwell. documented project development and sale agreements. Advised Metgasco on its A$61 million Casino Gas Project, including advice on the power Managed Duke Energy’s commercial and legal station EPC Contract, Drilling Agreements and due diligence investigations into an A$470 arrangements for the design and delivery of the million 450 MW gas fired greenfield generation gas gathering and compression systems. project proposed near Wambo, Queensland. Advised Queensland Gas on connection and Advised Duke Energy on the Tasmanian Gas access arrangements for its Chinchilla Gas Fired Pipeline (A$350 million) and on Bell Bay Power Power Project. Negotiated and documented Station’s (345 MW) conversion to gas fired landowner access, option, compensation and generation. easement arrangements for the project. Advised Duke Energy on its A$375 million Project Counsel for Braemar Power Ventures for acquisition of the Port Headland (175 MW) and its A$470 million Braemar (450 MW) and A$180 Newman (105 MW) Power Stations in the million Cobar (120 MW) Gas Fired Power Pilbara and the Glenbrook Co-Generation Plant Projects. (74 MW) in New Zealand from BHP Billiton. Negotiated and documented the EPC and Off- Advised Duke Energy on its Bairnsdale Gas Take Agreements for the Braemar Project. Fired Generation Project ((86 MW) A$90 Documented the compensation, option and million); easement arrangements for the gas pipeline lateral to the project. Advised Duke Energy on the development in joint venture with BHP Billiton of the Port Kembla Co-Generation Plant ((225 MW) A$235 million). Acted for Enertrade on the pipeline development Operation and Maintenance of the A$260 million North Queensland Gas Pipeline and the Townsville Power Station. Advised Ergon Energy on electricity tolling agreements. Advised Ergon Energy on its 12 MW Moranbah and Dalby Generation Projects. Advised Comalco, in respect of the Commonwealth Aluminium Corporation Pty Advised Blue Energy on midstream gas fired Limited Agreement Act 1957 (Qld), and generation and diesel replacement projects on Hamersley Iron, in respect of the Iron Ore its Bowen Basin and Galilee Basin tenements. (Hamersley Range) Agreement Act 1963 (WA), on all operational aspects of their private Advised Blue Energy on in-field generation electricity generation, transmission and projects on its near coal mine CSM tenements distribution facilities servicing their bauxite and and negotiated and documented associated iron ore mining operations, including the supply agreements, including agreements with procurement, operation and maintenance of Energy Developments and Envirogen. turbines and transformers, and in respect of the supply of electricity to the towns of Mount Tom Co-Generation Price, Paraburdoo and Weipa. Advised Geodynamics Power Systems in Advised Ergon Energy on its maintenance relation to the arrangements for the use of its arrangements. Kalina technology for waste heat co-generation at the Mt Keith Nickel Mine. Negotiated and documented the Operation and Maintenance Agreement and the Station Advised Todd Energy on electricity and steam Services Agreement for the Callide C (840 MW) supply arrangements to the Whareroa ((Hawera) Power Station. 35 MW) and Edgecumbe (8.5 MW) Gas Fired Co-Generation Projects in New Zealand, both Assisted Comalco in negotiating and joint ventures with Fonterra. documenting operation and maintenance arrangements for its Weipa Power Station and Advised the Comalco Gladstone (Yarwun) its Weipa and Gladstone (Yarwun) Alumina Alumina Project and assisted with the Refinery Projects. negotiation and documentation of Fuel Supply, Power Purchase and Sale, Steam Supply, Transmission and Connection Operation and Maintenance and Joint Venture Agreements.