King & Spalding lawyers have helped an affiliate of client GE Energy Financial Services close on a $150 million investment in a liquefied natural gas regasification terminal under construction in Pascagoula, Miss.

GE Energy Financial Services paid cash for its stake in Gulf LNG Holdings Group, which it purchased from Houston-based Crest Financial Limited, according to King & Spalding transactional partner Michael J. Egan. Crest was represented by attorneys from Locke Lord Bissell & Liddell's Houston office.

Gulf LNG is building the $1.1 billion liquefied natural gas terminal adjacent to the Bayou Casotte Ship Channel in the Port of Pascagoula, on the Gulf Coast. The facility, which is slated for completion in late 2011, is designed to receive, store and regasify imported LNG. According to information from GE Energy Financial Services, the project has 20-year service agreements with major oil and gas companies to supply LNG, and will connect to four transmission pipelines.

Egan said that because his client was buying into an existing project, the deal's challenges centered on "a very complex set of agreements relating to the financing and the various investors" in the complex, which is financed by a syndicate of lenders led by RBS Greenwich Capital.

"We really had to drill down into those documents and make sure GE understood the terms," he said. "There was no opportunity to recast or renegotiate those agreements relating to the financing of the venture. There are also some very important agreements relating to when the terminal is operational and commitments relating to the natural gas supply."

King & Spalding tax partner James H. Lokey Jr. said his team also had to assess the partnership agreement itself—GE Energy Financial Services bought 30 percent of the facility; El Paso Group, which is managing construction and will operate the facility, owns 50 percent; and the state oil company of Angola, Sonangol USA, owns 20 percent—and the tax basis increases and their effects on the purchase price. 

Other King & Spalding attorneys on the deal included Houston partner Daniel R. Rogers and Atlanta associates Robert J. Leclerc and Svetoslav S. Minkov.