Representative Matters

Selected Corporate Transactions

$1.8 billion acquisition of an international chemical manufacturer with facilities in twenty-two countries producing lubricants, additives and resins for industrial applications and applications in the food & beverage and personal care areas.

$2.6 billion leveraged acquisition of a multinational paper and forest products company with manufacturing operations throughout Europe, Australia and United States.

$1.2 billion strategic acquisition of a manufacturer of electrical control/distribution products, with operations in Europe and North and South America and the Caribbean.

$1.325 billion acquisition of a manufacturer of sports equipment and operator of sports centers throughout Europe, Asia, Australia, and United States.

$1.8 billion merger of two fertilizer manufacturers with mines and production facilities in Canada and United States, forming one of the world’s largest integrated fertilizer companies.

Selected Compliance Management and Enforcement Matters

Advised on the re-design of a publicly-traded multinational company's global environmental auditing system.

Defended an international chemical company on a multi-media, federal-state criminal investigation under the Clean Water Act.

Defended a major civil enforcement proceeding under the Toxic Substances Control Act (TSCA) on behalf of the U.S. subsidiary of an international industrial gas company.

Directed a company-wide TSCA audit and advising on related compliance strategies to address supply-chain constraints from new regulations.

Selected Corporate Governance and Disclosures

For a public chemical company, assisted in revising the program for preparing corporate environmental reserves and disclosures.

Advised on the mandatory corporate environmental disclosures attending numerous debt and equity offerings as well as periodic filings with the Securities and Exchange Commission.

Advised on the redesign of a publicly traded multinational company's global environmental auditing system.

Defended a major civil enforcement proceeding under the Toxic Substances Control Act (TSCA) on behalf of the U.S. subsidiary of an international industrial gas company.

Selected Project Development

Defended the appeal of a Deepwater Port Act license for an offshore LNG facility (Gulf Restoration Network v. U.S. Department of Transportation, Fifth Circuit, No. 05-60321).

Negotiated comprehensive environmental and safety-related terms for a proposed LNG terminal in Harpswell, Maine.

Provided strategic advice on contested environmental permits for undersea transmission cables in Long Island Sound.

Advised on the environmental aspects of decommissioning dozens of major manufacturing plants in Europe and the U.S.

Advised on the siting and permitting of generation and transmission facilities in several states and across the U.S.-Mexico border.

Negotiated contractual and regulatory remedies for an ongoing remediation project on the site of a proposed new LNG facility.

Advised on wetlands-related permitting for the "greenfield" development of a power plant in the Southwestern United States.

Advised a municipal development agency on the environmental aspects of re-developing a mothballed military base.

Advised on numerous cogeneration projects across the United States.

Publications and Speeches

Panelist, "Carbon Accounting: Building the Knowledge Base for a Clean Energy Economy," Center for Strategic & International Studies, June 24, 2010.

Co-author, "Climate Change Industry Overview," Chambers USA 2010-2011 Edition.

"SEC's Puzzling Pronouncement on Climate Change," Corporate Counsel, March 25, 2010.

"Bankruptcy Buyer Beware," The Deal, July 17, 2009.  

"Climate/Carbon Disclosure - The View Before the Storm," The Auditing Roundtable National Meeting, San Antonio, Texas, April 21, 2009.

"The Federal GHG Registry - A First Look," The Auditing Roundtable National Meeting, San Antonio, Texas, April 21, 2009.  

"Progress Toward Establishing a Federal Greenhouse Gas Inventory Reporting System," Annual National Conference on New Developments in Climate Change Regulation and Policy, March 2009.  

"Climate Change Disclosure & Governance: A Post-Election Perspective," AICPA & PDI National Oil & Gas Conference, November 11, 2008.

Panel Moderator, "Climate Change and Corporate Investment: A Survival Guide for Transactional Lawyers", District of Columbia Bar, April 2008.

Lead author, "A Primer on Mandatory Corporate Environmental Disclosure," ABA SEER Annual Meeting, Keystone, 2006.

Lead author, "Enforcement and Liability," Environmental Law Handbook, 18th ed., 2005, and 19th ed., 2007, ABS/Government Institutes.

Lead author, "Corporate Environmental Disclosure: New Challenges for In-House Counsel," Corporate Governance Advisor, May/June 2005.

Lead author, "Corporate Environmental Disclosures: Old Complaints, New Expectations," Business Law International, September 2004.

Panelist, "Current Considerations in Corporate Environmental Reporting," ABA SEER's 35th Annual Environmental Conference, Keystone, 2006.

"Corrective Action: An Advanced Workshop," Advanced RCRA Institute, 1999, 2001, 2002, 2003 and 2004.

"Environmental Aspects of Corporate Transactions," In-house seminars, 1994-present.