Environmental

Represented a large refrigeration warehouse company in EPA criminal investigation regarding ammonia releases at a refrigeration facility. The investigation closed with no charges filed or any adverse action taken by the government against the company.

Performed an investigation for a U.S. environmental firm providing services on a Philippine government contract. This investigation uncovered violations such as bribery of government officials, falsification of books and records, and the submission of false claims to the government. The company self-reported the violations and rescinded all claims to the government.

Represented Integral Development and Macauley + Schmit in the acquisition of the General Motors Doraville plant, a 165-acre Brownfield redevelopment, including extensive environmental due diligence, regulatory negotiations with multiple branches of Georgia EPD, and the purchase of complex environmental insurance policies.

Responsible for legal aspects of environmental due diligence for a national food distribution company.

Analyzed portfolio of multiple refrigerated warehouses with legacy environmental issues, negotiated with underwriters regarding remediation requirements and reserves, and entered selected properties in various state voluntary cleanup programs.

Submitted, on behalf of various clients, seven applications to Georgia’s Voluntary Remediation Program, resulting in the approval of risk-based cleanup plans that will, collectively, save millions in assessment, remediation, and monitoring costs.

Represented Jamestown Properties in negotiating environmental terms in its purchase agreement and orchestrated the environmental due diligence and Brownfield Corrective Action Plan for the largest adaptive reuse project currently underway in Georgia.

Negotiated with USEPA on behalf of one of three responsible parties for the cleanup of a federal Superfund site, including cost allocation (including with a federal PRP), bidding of the $10-plus million cleanup, and oversight of the project.

Counseled First Capital in connection with a $7.5 million multi-facility loan to Gardner Glass Products, Inc., and its affiliates, with respect to matters related to the ownership of the company by an employee stock ownership plan (an ESOP). Gardner Glass is a glass and mirror manufacturing company based in North Carolina.

Achieved a complex merger of two long-standing non-profits that involved multimillion-dollar combined operations. The team resolved a myriad of legal issues, including corporate, real estate, environmental, and tax filing matters.

Assisted Austrian and German-based Benteler Group with site selection, environmental assessment, and permit issues associated with the development of a $900 million hot rolling tube mill and steel mill on 325 acres in Louisiana.

Represent the Westside Future Fund, a developer of affordable housing, in negotiating and drafting financing documents, construction contracts, and architect agreements, and in evaluating environmental due diligence, brownfield issues, and corrective actions related to revitalizing the historic Westside neighborhoods in downtown Atlanta, Georgia. Coordinated with the Georgia Environmental Protection Division and negotiated and finalized a Consent Agreement/Final Order with the Environmental Protection Agency Region 4 for the evaluation and potential removal of soils from various residential lots, hastening redevelopment of these properties, and ensuring risk-based clean up if necessary.

Represented Griffin-American Healthcare REIT, II, Inc., a non-traded REIT, in connection with a variety of environmental issues arising out of the acquisition, leasing, and financing of various healthcare facilities, including the acquisition of a Midwest portfolio of long-term acute care hospitals, a Northeast portfolio of skilled nursing facilities, and a West Coast hospital portfolio. Each transaction utilized a complex structure involving a master lease, multiple subleases, guaranties, letters of credit, and intercreditor agreements. Several of the transactions also involved post-closing remediation/corrective action agreements.

Represented The Kroger Co. in connection with the $22 million acquisition of approximately 250 acres of Fort Gillem, Forest Park, GA, a former army base recently closed under the Base Closure and Realignment Act (BRAC). The Army first sold 750+ acres to the City of Forest Park Urban Redevelopment Authority (URA), who then immediately conveyed a portion to the client. As part of the transaction, Kroger agreed to a future sale/leaseback arrangement with the City in exchange for bond issuance. Past uses and known contamination at the site required extensive historical due diligence and site assessment; negotiations with Georgia EPD and the United States EPA regarding the state Hazardous Site Inventory, the National Priorities List (Superfund), No Further Remedial Action (NFRAP) status and the Brownfields program; and negotiations with the Department of the Army, the City of Forest Park and the URA regarding acquisition documents, loan documents, reciprocal easements, restrictions and covenants, a development agreement, confidentiality agreements, indemnities, bond documents, and a lease. This transaction was the first disposition of property out of a closed military base in the Metropolitan Atlanta area.

Represented large industrial manufacturing company in the sale of a holding company owned by a family and an ESOP; spin-off of all assets except one operating subsidiary. Required sophisticated tax, environmental, and retirement plan advice and documentation.