Withers advises Mitsubishi HC Capital Inc. on a €400m renewable energy portfolio acquisition

Withers' Tokyo and London multidisciplinary team advised Mitsubishi HC Capital Inc. on a €400 million renewable energy portfolio acquisition through a joint venture investment platform formed with Brookfield Asset Management Ltd. 

The platform, structured as MHBF Renewable Holdings Limited, is a 50:50 joint venture between Mitsubishi HC Capital and Brookfield. It has been established to acquire and hold renewable energy assets, beginning with a portfolio of operating solar and wind projects located across Spain, Finland, France, Ireland, Sweden and the United Kingdom.

The arrangement provides for an initial capital commitment followed by further phased investment over time, with the intention of supporting additional acquisitions of renewable power assets.

The transaction involved the transfer of assets into the newly formed joint venture structure. It also required the implementation of a multi-jurisdictional holding structure, including a UK-incorporated holding company and a series of jurisdiction-specific acquisition vehicles.

Separate acquisition agreements were entered into for each part of the seed portfolio, reflecting the geographic spread of the assets and the need to align with local regulatory and corporate requirements in each jurisdiction.

The Withers team advising Mitsubishi HC Capital was led by Kazumitsu Goto (Corporate Partner, Tokyo), Ean MacPherson (APAC Head of Projects and Energy, Tokyo/Singapore), and Paul McGrath (Corporate Partner, London), supported by lawyers across the firm's corporate, banking, tax, projects and energy, and intellectual property teams:

• Yuko Zaha and Naoki Ishiyama from the Tokyo corporate team
• Keisuke Misuda from the Tokyo projects and energy team
• Julian Yiu, Thomas Cowie, Toby Joy, Chloé Paloschi and Duncan Enevoldsen-Head from the London corporate and banking teams
• Rachel Hawkins, Francesco Palma and William Toft from the London corporate tax team
• Kenneth Mullen and Haider Farooq from the London IP team

Ashurst advised Brookfield on the transaction as joint venture partner. Withers worked alongside external counsel and local advisers across the relevant jurisdictions.

The transaction brought together teams across Tokyo and London to support the structuring and execution of the joint venture and the associated acquisitions across multiple jurisdictions.