Cindy A. Upchurch

• Represented a transmission company in a debt assumption and financing pertaining to the acquisition of a high voltage transmission system connecting to CAISO. Subsequently, Cindy worked with this same borrower in refinancing such acquisition financing.
• Closed more than $5 billion in RUS-guaranteed Federal Financing Bank loans for electric cooperatives, including negotiating and incorporating streamlining changes into the RUS loan documentation. Such streamlining changes have reduced RUS regulatory oversight and increased operational flexibility for electric cooperative borrowers.
• Represented multiple electric cooperatives (both generation and transmission cooperatives and distribution cooperatives) in the adoption of first mortgage bond indentures in replacement of existing mortgage instruments. Such mortgage indentures provide the electric cooperative issuers with greater access to a diversity of capital sources.
• Represented a natural gas marketer in negotiating an $80 million senior secured revolving credit facility with a syndicate of lenders.
• Represented an electric generation and transmission cooperative in a $600 million senior unsecured revolving credit facility with a syndicate of lenders.

• Served as issuer counsel for multiple electric cooperatives in both direct and agented debt private placements in an aggregate amount of $3 billion. Cindy regularly represents first time issuers, guiding them through the private placement process, negotiating the bond or note purchase agreement, assisting with diligence and the business disclosure in the private placement memoranda, and seamlessly integrating investor obligations with existing credit facilities and indenture requirements.
• Represented Wisconsin electric generation and transmission cooperative in obtaining $350 million unsecured revolving loan.
• Represented Western Farmers Electric Cooperative in secured term loan to prepay specified loans from Federal Financing Bank.
• Represented Western Farmers Electric Cooperative in negotiating and structuring acquisition of 50-MW gas-fired power plant.
• Represented Maryland electric distribution cooperative in obtaining secured term loans totaling $200 million.
• Represented Georgia natural gas marketer in $80 million secured revolving loan with a syndicate of lenders.
• Represented an electric generation and transmission cooperative with more than $3 billion of assets in the issuance of secured new clean renewable energy bonds worth $18 million with the proceeds to be used for a community solar project.
• Represented GridLiance in the acquisition of Valley Electric Transmission Association high voltage transmission system, which includes 160 miles of 230-kV transmission lines and related substation equipment.
• Represented Associated Electric Cooperative in the negotiation and closing of a Federal Financing Bank loan guaranteed by the Rural Utilities Service in the principal amount of $192 million.
• Represented Associated Electric Cooperative in the negotiation and closing of three private placement transactions with certain institutional investors in the aggregate amount of $200 million.
• Represented an electric generation and transmission cooperative with more than $3 billion of assets in multiple secured term loans with the Federal Financing Bank, guaranteed by the Rural Utilities Service, totaling $444 million.
• Represented a Texas-based electric generation and transmission cooperative in negotiating and closing an amended and restated senior unsecured revolving credit agreement worth $150 million with a syndicate of lenders.
• Represented North Carolina Electric Membership Corporation (NCEMC), an electric generation and transmission cooperative, in negotiating and closing a $100 million private placement.
• Represented Goldman Sachs in the $1.5 billion private placement for one of the country's largest electric generation and transmission cooperatives.

• Recognized by Chambers USA: Guide to Leading Business Lawyers in the area of energy (2016-2025) and banking and finance (2025)
• Recognized by The Legal 500 United States in the areas of energy transactions: conventional power (2023); energy transactions: electric power (2024-2025) and commercial lending: advice to bank lenders (2025)
• Featured in 2008 Atlanta Business Chronicle “Dealmakers” edition for role in $1.3 billion bond offering for an electric cooperative

• Member, American Bar Association
• Member, Atlanta Bar Association

Honorable Frank M. Hull, U.S. Court of Appeals for the Eleventh Circuit