Vinson & Elkins Advises The Carlyle Group in Acquisitio​n of Cogentrix Energy

The Carlyle Group to Acquire Cogentrix Energy Assets and Power Project Development and Acquisition Platform WASHINGTON–(BUSINESS WIRE)–Sep. 7, 2012– Global alternative asset manager The Carlyle Group (NASDAQ: CG) today announced that its infrastructure fund has agreed to acquire from Goldman Sachs Group, Inc. (NYSE: GS) the North American power generation assets held by Cogentrix Energy, LLC (“Cogentrix” ), which include five coal and solar power projects in Florida, Virginia, Colorado and California, as well as a development pipeline of gas and renewable power projects. The transaction includes the Charlotte, North Carolina-based Cogentrix team, including professionals who will continue to initiate new power generation projects and acquisitions as well as bring their power asset management and operating expertise to Carlyle’s future investment activity in the power sector. Equity for this investment comes from Carlyle Infrastructure Partners, a $1.14 billion fund. Terms of the transaction, which is subject to customary regulatory approvals and is expected to close during the fourth quarter of 2012, were not disclosed. Daniel A. D’Aniello, Carlyle Chairman and Co-founder, said, “Carlyle has long been committed to investing in energy and expanding its dedicated capabilities in this important segment of the global economy. We are delighted to have the Cogentrix development team as a key resource in the build-out of our long-term energy and power investment strategy.” Robert Dove, Carlyle Managing Director, said, “This is an attractive portfolio of power assets that we look forward to managing and growing. Access to the world-class development team at Cogentrix will deepen our existing infrastructure investment capabilities, enabling us to pursue an active program of acquiring and developing conventional and renewable power projects across the U.S.” The transaction includes significant ownership stakes in coal-fired power plants in Jacksonville, Florida (Cedar Bay) and Hopewell and Portsmouth, Virginia; solar power facilities in Daggett, California (Sunray), and Alamosa, Colorado. Goldman Sachs will retain a minority stake in Cedar Bay. Cogentrix has operating and development personnel with experience developing and acquiring over 7,000 net megawatts of power generation during the past three decades. Carlyle is a long-standing investor in energy, with investments emanating from a variety of fund groups, including the U.S. and European buyout funds, Carlyle Infrastructure Partners, Carlyle Equity Opportunity Partners and Carlyle Energy Mezzanine Partners. Recent investments include:

· Agreement with Sunoco Inc. (NYSE: SUN) to form Philadelphia Energy Solutions, a joint venture that will enable the historic Philadelphia refinery to continue operating
· Plainfield Renewable Energy, a biomass gasification power plant in Connecticut
· TexOak Energy, an upstream oil and gas company with assets in Texas and Oklahoma
· Black Raven Energy, an exploration and production company based in Denver, Colorado
· Core Minerals Operating Co., an exploration and production company based in Evansville, Indiana. Current Carlyle Infrastructure Partners investments include Illinois Central School Bus, a Midwest school bus transportation business; ITS Technologies & Logistics, which performs lift-on / lift-off of containers from trains and trucks; Project Service, an innovative partnership with the State of Connecticut to redevelop, operate and maintain Connecticut’s 23 highway service areas; and Western Water Holdings, which operates water utilities in California and Montana. Vinson & Elkins served as legal advisor to Carlyle on the Cogentrix transaction.

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