Joe R. Thompson

Experience

Joe Thompson counsels agribusiness, food processing, renewable energy and other clients on joint ventures, mergers, acquisitions, divestitures, and related commercial transactions. He has particular experience with strategic business entity structuring and restructuring, project development matters, private and public equity capitalization, debt financing, and co-packing, supply and tolling agreements.

Joe grew up working in his family's farming and trucking businesses and was a leader in his local FFA chapter. Prior to his law career, he spent three years working in the credit industry as an analyst and work-out specialist. These prior experiences have given Joe an enduring appreciation of the needs and challenges of business owners. He draws on this perspective to provide creative, yet practical, legal solutions to his clients.

Joe currently chairs the Agribusiness and Food Initiative at Stoel Rives.

Representative Work

Mergers and Acquisitions

• Represented SunOpta Inc., a global natural and specialty foods company, and SunOpta subsidiaries in a variety of M&A transactions, including:
• Represented SunOpta Inc. in the $44 million acquisition of Dahlgren & Company, Inc., a sunflower seed processor and supplier located in Crookston, Minnesota. The acquisition established SunOpta as one of the largest sunflower businesses in the world.
• Represented SunOpta Fruit Group, Inc., an indirect wholly-owned subsidiary of SunOpta, Inc. in its acquisition of substantially all of the assets of a nutritious foods business in Carson City, Nevada.
• Represented SunOpta Global Organic Ingredients, Inc., an indirect wholly-owned subsidiary of SunOpta, Inc., in its acquisition of substantially all of the assets of a juice extraction and bottling company located in San Bernardino, California.
• SunOpta Vice President of Corporate Development, John Dietrich, stated in the U.S. News-Best Lawyers® "Best Law Firms" 2011-2012 survey that "Stoel has been very good to work with on litigation matters and acquisitions. They put the right level of staff on tasks to keep costs in check and they are reasonable in their approach in order to avoid unnecessary legal expense and client time."
• Represented NuGen Energy, LLC in its acquisition and financing of a 100 mgy ethanol production facility in Marion, South Dakota.

Project Development and Financing

Ethanol and Biodiesel

• Represented Producers' Choice Soy Energy, LLC in connection with the registration of its $6 million intrastate securities offering with the Missouri Securities Division.
• Representing American Energy Producers, Inc., 1,000+ farmer-member cooperative, in its capitalization and ongoing development and construction of a combination soybean crush and 60 mgy biodiesel facility.
• Represented Prairie Pride, Inc. in its development and capitalization of a combination soybean crush and 30 mgy biodiesel facility.
• Represented AgraMarke Quality Grains, Inc. and Lifeline Foods, LLC in the development and financing of a food processing and 50 mgy ethanol production facility.
• Representing project leaders developing strategic commercial implementation of cellulosic ethanol technology.
• Representing numerous other entities in the biofuel industry throughout the United States in ongoing operational matters.

Wind, Solar and Gasification

• Representing company focused on development and deployment of concentrated solar power technology in its organizational and financing efforts.
• Representing technology company in its development and financing of pretreatment and gasification technology for use in the production of syngas from cellulosic biomass.
• Representing project developer in its ongoing development and capitalization of community-based wind projects in Minnesota, Montana, South Dakota, and Texas.
• Representing landowner groups in various stages of community-based wind project development.

Agribusiness and Food

• Represented a natural and organic food product distributor and its subsidiaries in connection with the refinancing of its credit facilities. A syndicate of financial institutions provided total borrowing capacity of $135 million including revolving facilities of approximately $105 million and non-revolving term debt facilities of $30 million.
• Represented a natural beverage company in connection with a multi-tranche $16 million Series A financing with a global distributor and a private equity investor.
• Representing U.S. entity in its strategic ownership of land assets and farming operations in Brazil.

Professional Activities

• Member, Minnesota State Bar Association (Vice President, Agricultural Section)
• Member, American Bar Association
• Member, Hennepin County Bar Association
• Member, Iowa Bar Association

Panel Discussions

• "Turbine Supply & Construction," Stoel Rives LLP Master Seminar, Sept. 22, 2011
• "Legal Issues Update," 2nd Annual Biofuels Finance & Investment Conference, Sept. 2010
• "Impacts of RPS and Other Initiatives on Project Development in the Midwest," Opportunities in Midwest Renewable Energy, Oct. 2008
• "Biomass to Power – Fossil Fuel Plant Conversions and Traditional Biomass-to-Power Project Developers," Biomass Finance & Investment Summit, Jan. 2008

Presentations

• "Balance of Plant Agreements/EPC," Stoel Rives LLP Turbine Supply & Construction Master Seminar, Sept. 22, 2011
• "Contracting Matters: A Discussion of Key Legal Considerations in Biomass Production, Harvesting, and Storage Contracts," University of Nebraska-Lincoln CropWatch web seminar series, Sept. 24, 2010
• "Cellulose to Ethanol: Unique Legal Issues, Challenges, and Opportunities as the Ethanol Industry Moves to Cellulosic Ethanol," Biomass '10 Renewable Power, Fuels and Chemicals Workshop, Grand Forks, North Dakota, Jul. 2010
• "Unique Legal Issues, Challenges and Opportunities for Cellulosic Ethanol," 2009 International Fuel Ethanol Workshops, Jun. 2009
• "Wind Leases and Community Wind Projects," Agricultural & Rural Law Institute, Mar. 2008
• "Community Ownership Models: Keeping Local Dollars Local," Harvesting Clean Energy, Jan. 2008
• "Production Risk and Marketing Opportunities for Next Generation Ethanol Facilities," BBI Biofuels Workshop & Trade Show Series, Oct. 2007
• "Structuring Your Biofuels Business," 2007 International Fuel Ethanol Workshop and Expo, Jun. 2007
• "Offtake Agreements," Biodiesel Finance & Investment Summit, Pre-Summit Workshop, Apr. 2007
• "Structuring Your Biofuels Business," 2006 BBI Biofuels Workshop & Trade Show Series: Eastern Region, Nashville
• "Project Finance," Biodiesel Finance & Investment Summit, Minneapolis, Oct. 2006
• "Selected Issues Related to a Cooperative's Extension of Credit," Minnesota Association for Cooperatives, Credit Issues Conference, Minneapolis, Feb. 2005
• "New Patron Investment Cooperative Laws," College Conference on Cooperatives, Minneapolis, Feb. 2004
• "Farm Business Development and Funding—The Attorney's Role," 24th Annual Educational Symposium of the American Agricultural Law Association, San Antonio, Oct. 2003
• "Liability Issues Concerning Special Use Corn," 25th Annual Seed Technology Conference, Ames, Iowa, Feb. 2003

Publications

• "Densification: Associated Legal Challenges and Opportunities," Biomass Power & Thermal, Nov. 2011
• "Community Wind," The Law of Wind, Chapter 10, 4th Edition, Stoel Rives 2008
• "Financing Your Biofuels Project," The Law of Biofuels, Chapter 1, 3rd Edition, Stoel Rives 2011
• "Renewable Energy: Trends in Finance and Business Structure," The Law of Cooperatives, Chapter 3, 1st Edition, Stoel Rives 2007

Education

• University of Iowa College of Law, J.D., 1998, with distinction
• Iowa State University, B.S., Agricultural Business, 1993, with distinction

Admissions

• Minnesota
• Iowa

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