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Stan Lewandowski

Partner
+1.650.798.6743
Fax +1.650.798.6701
+48.22.653.4200
Fax +48.22.653.4250
Stan Lewandowski counsels domestic and international companies on optimal structuring, financing, operations, development and other strategic transactional issues, primarily in the technology and renewable energy sectors.

His work involves:

  • Financing, M&A and Strategic Growth. He represents emerging growth companies at every stage of the pipeline—from start-up to liquidity. He works on a variety of strategic growth issues including venture capital and private equity financing, private offerings, joint ventures and M&A transactions. He also helps clients monetize their intellectual property through licensing.
  • Project Finance for Renewable Energy Development. He has significant experience advising developers, their affiliates and investors, and financial institutions in connection with commercial and industrial distributed and utility-scale solar and wind projects, valued in the hundreds of millions of dollars.
  • Cross-Border Transactions. Combining his experience representing international companies with his Silicon Valley background, Mr. Lewandowski has worked closely with investors and companies on domestic, in-bound and out-bound transactions, as well as on-shore and off-shore structures.
  • Contracts and Operations. His work includes not only advising on the major corporate milestones but also deep involvement in day-to-day operations and strategic business issues such structuring and formation, governance, and a myriad of commercial agreements.

Professional Background

Prior to joining K&L Gates, Stan was an associate with national firms in California.

Professional/Civic Activities

  • American Bar Association
  • New York Bar Association
  • U.S.-Polish Trade Council, Board of Directors
  • Polish-American Chamber of Commerce, Founder, Chairman and CEO

Speaking Engagements

  • Campus Warsaw, Raising Capital from U.S. Investors, July 25, 2017
  • Mind the Bridge, Le Marriage: Eight Issues When Aligning Corporates and Startups (with an international twist), San Francisco, July 6, 2017
  • Idea to IPO, How to Build Your Startup for a Successful Acquisition - A Legal View, Sunnyvale, May 18, 2017
  • Idea to IPO, How to Successfully Negotiate with Venture Capitalists and Win, Sunnyvale, March 16, 2017
  • Idea to IPO, How to Split Founders Equity, San Francisco, February 16, 2017
  • Idea to IPO, Funding for Early Stage Startups, Sunnyvale, January 26, 2017
  • Silicon Valley Forum's Startup Pitch Night: Focus on Artificial Intelligence, San Francisco, January 18, 2017
  • Campus Warsaw, How and When to Find, Approach and Close a Deal with a U.S.-based VC, July 26, 2016
  • Silicon Valley Forum's Startup Pitch Night: Focus on Healthtech, San Francisco, July 13, 2016
  • Idea to IPO, Understanding Terms in Venture Capital Financing, Sunnyvale, June 23, 2016
  • Idea to IPO, Pre-Series A Funding Vehicles (Convertible Notes, SAFE, KISS, etc.), Sunnyvale, March 31, 2016
  • Silicon Valley Forum's Startup Pitch Night: Focus on Internet of Things, San Francisco, January 13, 2016
  • Chamber of Commerce and Industry, Select Legal Issues Related to Entering U.S. Market, Katowice, December 18, 2015
Emerging Growth Transactions: Company Representations
He has served in a key role, either as primary lawyer or lead associate on numerous transactions for emerging growth companies. His work includes:

  • Drafting and negotiating debt (including, convertible, secured and subordinated), seed and venture capital financings on behalf of U.S. and non-U.S. companies and investors.
  • Structuring and negotiating strategic alliance, IP licensing and joint venture agreements.
  • Structuring transactions related to the migration of European companies into the U.S., establishing R&D centers in Central and Eastern Europe for U.S. companies, and optimizing relationships between parent and subsidiary companies.
  • Drafting and negotiating revolving credit agreements, loan agreements, security agreements and guaranty agreements on behalf of lenders and creditors.
  • Drafting and negotiating supply and distribution agreements and other types of commercial contracts for domestic and international transactions.
  • Drafting and negotiating complex mergers, asset purchases, stock purchases and strategic business combinations.

Renewable Energy Transactions: Developer Representations
Served in a lead role or second to the primary partner, in connection with the following transactions:

  • Representation of a client in an acquisition of a portfolio of over 20 solar facilities.
  • Representation of a solar company in a $20 million debt refinancing of a portfolio of solar facilities.
  • Representation of a solar power company in its negotiations of a solar module supply agreement with module manufacturer.
  • Representation of the largest U.S. utility in connection with its acquisition of and investment in a leading commercial and distributed solar developer, allowing for over $225 million in project financing.
  • Representation of a solar company in a $70 million lease pass-through (inverted lease structure) financing of a portfolio of 24 distributed solar generation assets totaling 10 MW. The deal, comprising tax equity financing of $26 million and debt leverage of $25 million, was the first ever lease pass through financing structure used in solar development. Investment incentive concerned was the Investment Tax Credit.
  • Representation of a solar power company that builds and leases client-hosted solar generating facilities (between 100 kW and 2 MW) and sells the resulting energy to the host client. Our work includes the development of a suite of contracts (including forms of power purchase contract; solar energy facility rooftop, parking structure and ground leases; EPC contract; maintenance contract; monitoring and metering contract; and performance warranty). The client uses these contracts to lease, and sell the energy generated by, solar power facilities to commercial, industrial and governmental customers. Recent additions to the client’s portfolio include a series of contracts with a major international grocery chain for solar energy facilities in 23 of its California stores.
  • Representation of a solar power company in planned development of a 160 MW utility-scale solar power generation facility in central California. Our work includes negotiation of land rights, environmental compliance, interconnection agreements, power purchase agreements, construction agreements and subsequent financing.
  • Advised Solar Power Partners, Inc., the country's then largest independent solar power producer, in multiple convertible note financings.
  • Representation of a solar cell manufacturer in negotiation of an aggregate of 95 MW in solar cell supply agreements.  
  • Representation of a solar cell manufacturer in strategic alliances with US partners for the development and partial construction financing of utility scale solar projects, including supply agreements, power purchase agreements and ancillary documents.
  • Representation of the EPC contractor in two solar photovoltaic project transactions (25 MW and 35 MW) located in Ontario, Canada.
  • Representation of a California project developer in negotiating a co-development agreement with a leading European developer.
  • Representation of a utility-scale solar developer with a portfolio totaling more than 1,000 MWp of solar photovoltaic power as corporate and project counsel in assisting the company secure critical land rights for more than 12 different solar projects in Imperial County.
  • Representation of world's largest renewable energy project developer in the $110 million sale leaseback project finance transaction of a utility-scale 30 MW solar photovoltaic generating project in Colorado.
  • Representation of a California solar photovoltaic project developer in the sale and leaseback of several distributed commercial projects in 2014.
  • Representation of banks for the full scope of a solar project financing, from due diligence assistance to preparation and negotiation of various bridge, construction and term loans involving debt, sponsor equity and tax equity.