Environmental Transactions and BrownfieldsPRINT PAGE
Mowrey Meezan Coddington Cloud LLP (M2C2) lawyers have engaged and allocated environmental risks in literally thousands of commercial, real estate and lending transactions. We work all over the country and in several foreign jurisdictions. We pride ourselves on being practical problem solvers and fight to get the deal done. Our transactional services include:
- Hiring consultants and managing due diligence, including, for example, Phase I and II assessments, wetlands and NEPA studies;
- Drafting and negotiating traditional representations and warranties and indemnities, as well as specialty contracts, such as pre- and post-closing escrows and holdbacks for remediation of contaminated properties;
- Evaluating environmental compliance and arranging for timely transfer of a wide variety of permits and licenses;
- Notifying and negotiating with federal, state and local agencies for NFA letters and similar governmental approvals; and
- Obtaining environmental insurance when it makes sense.
In the specialty area of brownfields redevelopment, M2C2 is a recognized leader. We have enrolled and managed the cleanup and closure of contaminated sites under voluntary cleanup and brownfields programs in dozens of jurisdictions. In the process, we maximize opportunities for available liability protections, including perfecting innocent and bona fide prospective purchaser protections.
Of special note, werepresented an industrial advocacy organization in passage of the ground-breaking Georgia Voluntary Remediation Program Act of 2009 (VRP), which for the first time brought expedited risk based corrective action to hazardous site cleanups in Georgia. Our attorneys led the legislative drafting effort and were key players in agency and stakeholder negotiations. And, we were instrumental in getting the VRP effectively opened for business in April 2010 by adoption of a new and revised application process. We are the first lawyers in Georgia to enroll a client utilizing the new and revised VRP application process.
Representative Matters
- Environmental counsel for developer of $2 billion mixed‐use project involving legacy environmental issues. Provided comprehensive support services from start to finish, and we are overseeing the post-closing remediation effort to obtain final regulatory closure.
- Brought in to support environmental due diligence in client’s massive divestiture of millions of acres of timberlands, including oil and gas carve-outs, and structuring of complex remediation mechanisms for impacted locations, and innovative carbon sequestration allocations.
- In connection with combined city and county redevelopment project, managed the environmental due diligence and successfully enrolled the site under the state brownfields program. Negotiated with agency to obtain fast-track NFA determination that allowed the deal to close by year-end deadline.
- Represented independent power producers in connection with environmental and regulatory matters related to the development or acquisition of peaker power plant projects in the Southeast.
- Ongoing regulatory support for a national convenience store/gasoline retail company in real property acquisitions involving USTs and environmental impacts. Successfully negotiated disputed state trust fund reimbursements.
- Environmental representation of international lending and investment institutions in various domestic and international transactions ranging from equity deals and joint ventures to base-load lending work and distressed property workouts. Recently, helped get a difficult retail portfolio financing closed by negotiating a private indemnification agreement with a third-party multi-national that operated an adjacent contaminated site.
- Assisted one of the largest industrial real estate developers in the U.S. with acquisition, development, leasing and disposition of its trucking distribution centers. Recently, developed internal leasing protocols for international hazardous materials shippers.
- Ongoing representation of client in the acquisition and resale of several 100-year old closed industrial brownfields sites in Canada and the U.S., including oversight of Phase I and II assessments, structuring and oversight of pre- and post-closing remediation plans, and obtaining pollution liability and cost cap environmental insurance.
- Representation of numerous private and municipal entities in landfill gas transactions, including all aspects of drafting and negotiating offtake, acquisition, and EPC agreements.