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Transactions

Environmental issues can halt a real estate or M&A transaction. Phelps helps businesses learn about potential environmental and regulatory risks during the diligence process and works aggressively to qualify for liability defenses and contractually allocate risk to protect our clients.  

Related Professionals

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David J. Topping David Topping photograph

David J. Topping

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Our environmental attorneys assist businesses with the environmental aspects of real estate and M&A transactions. We have handled complex environmental issues related to major financing, asset and equity purchases, leases and dispositions virtually nationwide, from multibillion-dollar projects to small-scale developments. Our team utilizes its technical expertise to counsel clients on environmental due diligence issues, with a focus on identifying and evaluating risk and maximizing available defenses to potential liabilities (including contractual defenses, as well as under CERCLA and state equivalents). Our commercial transaction work also includes related issues, such as counseling clients and experts regarding site assessments and investigations, insurance, and interactions with regulatory agencies. We have particular expertise in dealing with contaminated and distressed properties. We also regularly prepare and negotiate transaction documents to allocate known and potential environmental risks.

Services

Our commercial transaction work also includes related issues, such as counseling clients and experts regarding:

  • Due diligence, including site assessments and investigations
  • Environmental liability insurance
  • Interactions with regulatory agencies and permitting issues
  • Environmental liability defenses
  • Contractual indemnity issues, representations and warranties and other risk allocation
  • Contaminated and distressed properties
  • Compliance and permitted use for zoning

Experience

$2B
Advised international chemical and plastics manufacturer regarding environmental regulatory and contractual issues during its $2 billion acquisition of certain Louisiana assets.
$7B
Led Louisiana due diligence and drafted comprehensive risk assessment related to client’s $7 billion acquisition of Louisiana liquefied natural gas terminal and related facilities.
$56M
Conducted environmental due diligence in support of railway equipment company’s $56 million acquisition of eight industrial facilities across Iowa, Ohio, Pennsylvania, Indiana, New York and Montana, including some with known or suspected contamination.
$100M+
Conducted due diligence in support of client’s acquisition and planned $100 million+ redevelopment of golf course into residential community in Florida, with identified soil and groundwater contamination issues.
$28M
Conducted due diligence and advised regarding complicated air and water permitting division issues in support of client’s $28 million acquisition of a shipyard.
Conducted due diligence and advised regarding contractual matters in support of major food supplier and distributor’s purchase and development of facility on property with identified soil contamination issues.
Performed assessment of facility enforcement history and operations, as well as applicable federal and local regulations, and advised multinational company regarding risks related to potential divestiture of industrial facility and research center in Louisiana and Virginia.
Conducted environmental due diligence, commissioned and oversaw site assessments and advised client regarding liability defenses related to bankruptcy acquisition of uncompleted industrial facility with identified soil and groundwater contamination issues in Louisiana.
Conducted environmental due diligence and advised client regarding liability defenses related to multimillion-dollar acquisition of facility in Michigan with known historic contamination.

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