Damien Lyster, P.C.

Prior to joining Kirkland, Damien was involved in the following matters:

Experience Highlights

• Advised Mercuria in its investment in and support of Black Bayou Energy Hub LLC for the development of a strategic underground energy storage facility in Louisiana, initially focused on FERC-regulated natural gas storage facilities and services
• Represented natural gas utilities in rate case proceedings and settlement negotiations before the Texas Railroad Commission
• Southwest Airlines in the negotiation of allocation of environmental attributes and emission reductions related to sustainable aviation fuel
• Represented various natural gas pipelines and shippers in the negotiation and drafting of precedent agreements for intrastate natural gas pipeline projects, including critical intrastate pipeline infrastructure from the Permian Basin to market centers in Texas
• Prepared and prosecuted applications for certificates of public convenience and necessity to construct or modify natural gas storage facilities totaling approximately 59 Bcf of working gas capacity, and to obtain or affirm market-based rate authorization and obtain approval of market-based rate tariffs for storage and hub services
• Represented power marketers in complaint proceedings and administrative litigation before FERC related to allegations of market manipulation
• Represented oil pipelines and shippers in negotiating and drafting FERC-regulated transportation service agreements and tariffs, and assisted in developing open seasons for FERC-regulated transportation service
• Represented investors, generators and power marketers in obtaining and maintaining authorization to sell energy and ancillary services at market-based rates and compliance with FERC market-based rate regulation
• Prepared and filed applications for negotiated rate authority for merchant transmission projects, including the authority to subscribe up to 75% of the project capacity with anchor tenants
• Represented numerous clients in the negotiation and drafting of midstream agreements, including natural gas gathering, natural gas processing, NGL transportation, refined petroleum products transportation, and agreements for the sale and purchase of natural gas and liquids
• Prepared, filed, and prosecuted application with the Department of Energy for renewal of authorization to export electricity from the United States to Canada
• Represented a cogeneration facility in a complaint against an interconnected utility regarding mandatory purchase obligation under PURPA
• Advised and assisted clients with authorizations to construct FERC-regulated natural gas storage facilities through FERC’s blanket certificate program, including preparation and prosecution of prior notice applications
• Represented natural gas and oil pipeline companies in administrative proceedings at FERC related to cost-of-service rates and FERC ratemaking policy, including income tax allowance policy and return on equity policy
• Represented various gas market participants in negotiation and drafting of gas purchase and sale agreements and asset management arrangements for transportation capacity
• Represented natural gas producers, gatherers, and marketers active in the Marcellus and Utica Shales in the negotiation and drafting of midstream agreements, including gas and liquids gathering, processing, and sale and purchase agreements
• Prepared, submitted and prosecuted applications before the Department of State for Presidential Permits for liquids pipelines border crossings

Transactions

• A BlackRock Diversified Infrastructure fund and a Morgan Stanley Infrastructure Partners fund in their $1.14 billion joint acquisition of the Portland Natural Gas Transmission System from TC Energy Corporation and its partner Northern New England Investment Company, Inc., a subsidiary of Énergir L.P.
• MN8 Energy, one of the largest renewable energy producers in the United States, in its $325 million private placement
• Global Infrastructure Partners in the execution of a definitive agreement with Canadian-based TC Energy to acquire a 40% interest in its Columbia Gas Transmission, LLC and Columbia Gulf Transmission, LLC systems, in a new joint venture, with total proceeds expected to be $3.9 billion
• Enbridge Inc. in a joint venture with WhiteWater/I Squared Capital and MPLX LP to develop, construct, own, and operate natural gas pipeline and storage assets connecting Permian Basin natural gas supply to growing LNG and U.S. Gulf Coast demand
• Infinium in the development of a power-to-liquids eFuels facility in Texas that will convert waste carbon dioxide and green hydrogen into SAF and other low carbon fuels, and in its $75 million project equity investment commitment from Breakthrough Energy Catalyst
• Southwest Airlines on offtake agreement with a sustainable fuels technology company for sustainable aviation fuel and established long-term strategic partnership to purchase significant volumes of sustainable aviation fuel in the future
• Conducted regulatory assessment and commercial agreement diligence on behalf of lenders to and investors in distributed energy projects throughout the United States
• Represented private equity investor in negotiation of natural gas, oil, and produced water midstream agreements in connection with investment in independent midstream company developing assets in the Vaca Muerta shale play in Argentina
• Archaea Energy in connection with its entry into a joint venture with an affiliate of UGI Corporation pursuant to which the parties will develop, construct and operate a landfill gas to renewable natural gas facility in Hegins, Pennsylvania
• Assisted developer of renewable energy and battery storage projects in drafting and negotiating commercial agreements related to the sale of energy and ancillary services to integrated power company
• Represented producers of liquids-rich gas in drafting and negotiating gathering, processing and purchase agreements for assets in the Woodford Shale and Permian Basin, and in addressing issues related to claims of competing dedications and continued development of assets amidst such claims
• Represented an oil producer in the drafting of carbon dioxide processing and transportation agreements in connection with enhanced oil recovery operations
• Assisted major natural gas and oil midstream companies and exploration and production companies in drafting and negotiating natural gas gathering, processing, and sales agreements, as well as general midstream services agreements for gas and oil gathering assets, in the Appalachian Basin
• Represented a crude oil producer with assets in the Permian Basin in drafting and negotiating a crude oil gathering agreement and transportation services agreement on new third-party crude oil pipelines
• Southwest Airlines Co. in its $30 million investment in LanzaJet, Inc., a sustainable aviation fuel technology provider and producer with a patented ethanol-to-SAF technology
• Represented an oil and gas exploration and production company with assets in the Rocky Mountain region in drafting and negotiating a throughput and deficiency agreement for capacity on a new FERC-jurisdictional crude oil pipeline
• Assisted a natural gas producer in drafting and negotiating gas sales agreements for dedicated production in the Haynesville Shale
• Conducted regulatory assessment and due diligence on behalf of lenders and purchasers in connection with the acquisition of power generation facilities, natural gas pipeline facilities, and liquids pipeline facilities

Rate & Tariff Regulation

• Prepared and filed applications for market-based rate authority for sales of energy and ancillary services, change in status notifications, and requests for Category 1 status for electric market participants
• Advised a natural gas utility regarding recovery of extraordinary natural gas costs in Texas Railroad Commission proceeding
• Represented crude oil pipelines in Texas in obtaining approval of new FERC and Texas Railroad Commission tariffs and new cost-of-service, incentive, and settlement rates for interstate and intrastate movements on regulated pipelines
• Assisted shippers and project sponsors in negotiation and development of intrastate and NGPA Section 311 rates and terms and conditions of service on intrastate natural gas pipelines in Texas
• Assisted crude oil pipelines and developers in analyzing FERC jurisdictional determinations and related regulatory issues, and entering into transportation agreements for FERC-jurisdictional service
• Drafted, revised, and filed initial tariff and tariff modifications for open-access natural gas storage and hub services
• Prepared and filed application for market-based rates and affirmation of market-based rate authority for natural gas storage companies

Administrative Litigation/Enforcement

• Represented electric market participants in FERC enforcement matters related to MISO, NYISO and California ISO and PX markets
• Represented power marketers in FERC complaint proceedings regarding allegations of market manipulation and tariff violations in Western energy markets
• Represented an oil pipeline client in complaint proceedings and administrative litigation before FERC
• Represented a FERC-regulated company in a self-report of potential statutory and regulatory compliance issues to FERC’s Office of Enforcement