Forest Products

The forest products industry has remained a critical element of the U.S. and global economy through good times and challenging times. Today, maybe more than ever, the industry is evolving to meet the demands of a global marketplace. From new technologies and production challenges, to new products and fiber markets, to changing market demands and shifting regulatory landscapes — we work with our clients to meet these challenges, maximize opportunities and realize their business goals in a dynamic world.

Key Contacts

Krista K. McIntyre Partner Boise, ID
Adam H. Dittman Partner Portland, OR
Greg D. Corbin Partner Portland, OR
Mark A. Norby Partner Portland, OR
See all contacts
Overview
  • Over $3.5 billion in timber and timberland deals closed
  • More than 25 wood products facilities purchased or sold in 10 states/provinces
  • Over $2.6 billion in financing transactions closed
 

Our commitment to the forest products industry dates back to our own beginnings in 1907. Over the years, Stoel Rives has grown with the industry and developed one of the nation’s most experienced legal practices focused on forest products clients.

Our industry team is cross-disciplinary, including veterans well-known for their decades of service to the industry, attorneys with technical and forestry degrees, and younger attorneys with already impressive track records. Like you, we take the long view and have built our practice to last for decades. Our depth and understanding of industry issues allow us to work more efficiently than our competitors, which means that you get quick and reliable results without us “learning on your dime.”

We understand your business operations and legal needs like few others can, leveraging generations of experience to serve clients in virtually every corner of the industry. In many cases we serve as outside “general counsel” to our clients, providing the full suite of ongoing legal services required for complex operations. In other cases, we bring our focused industry experience to specialized and often high-stakes projects.

Clients We Serve

  • Timberland owners and investors
  • Lumber, panel, and pulp and paper mills
  • Integrated operations
  • Industry trade associations
  • Timber Real Estate Investment Trusts (REITs)
  • Wood products manufacturers and distributors
  • Log, lumber and wood chip exporters
  • Lumber distributors

In good and challenging times, we remain focused on providing our clients with efficient, practical, solution-oriented representation relevant to all aspects of their business. We offer full-service solutions to help you achieve your goals, including:

Mergers and Acquisitions

We have extensive experience representing both sellers and purchasers of entire forest products businesses; separate operating divisions, mills and facilities; and discrete operating and timberlands assets. Our attorneys have represented clients in several of the largest timber and forest products transactions over the past several decades, including in the Pacific Northwest, Southeast and Upper Midwest.

Timberland Ownership

We advise clients regarding contracts and other legal matters relating to ownership and operation of their timberlands including: easements, road use and right-of-way agreements, boundary issues and agreements relating to logging and hauling of forest products.

Finance

As finance counsel to many of our clients, we have experience with financing types common to the industry, including traditional term loans and operating credit lines, as well as New Markets Tax Credit loans, private note placements and rated timberland securitizations.

Environmental and Natural Resource Matters

Our environmental and natural resources attorneys work with individual companies and forest products industry trade groups on state and federal regulatory matters, including compliance strategies, regulatory approvals and shaping the laws and regulations that most impact the industry.

Energy

Building on our firm’s substantial experience with both timberlands and renewable energy development, we have negotiated wind energy leases and facilitated biomass and biofuels project developments on behalf of our industry clients.

Litigation

Our industry knowledge and extensive experience in Endangered Species Act, Clean Water Act and other environmental and natural resources litigation make us a top choice when industry practices are challenged. Our litigation team also represents clients in a wide variety of trial court and appellate matters in commercial litigation.

Intellectual Property

We represent industry clients in patent and trademark matters, including protection for product designs and marketing materials and providing specialized counsel on the treatment of intellectual property assets in both routine and extraordinary transactions.

Labor, Employment & Benefits

We provide counseling and dispute resolution services across the spectrum of labor and employment law and advise employers on the design, implementation and administration of all types of employee benefit plans and executive compensation arrangements.

Real Estate Development & Land Use

We support our clients’ real estate development activities as transactional, real estate and land use counsel, including commercial leasing, boundary, subdivision and partition matters, and development projects seeking the “highest and best use” of client lands.

Matters

Timberland Deals

  • Stoel Rives has for decades represented forest products clients in the sale and acquisition of timberland assets. We have represented clients in some of the largest deals in the U.S. and dozens of others across the country. Our representation includes the full spectrum of legal services in such deals.
  • Represented Brookfield Asset Management in its acquisition of Longview Fibre Company, including the Longview paper mill and over 650,000 acres of timberlands in Oregon and Washington; the subsequent sale of certain Longview Fibre operating assets; the reorganization of Longview Fibre into two operating companies (Longview Fibre Paper & Packaging and Longview Timber); and the ultimate sale of each operating company to Kapstone Paper and Packaging Corporation and Weyerhaeuser, respectively, for a total sale price of $3.675 billion. During Brookfield’s ownership we also acted as outside general counsel to each operating company.
  • Represented Green Diamond Resource Company in two separate sales of approximately 130,000 acres of coastal timberland in Oregon and its subsequent acquisition of the operating assets of JWTR, LLC, including approximately 600,000 acres of timberland in south central Oregon. 

Financings

  • Represent forest products industry clients in all aspects of their financing transactions. For example, we represent Roseburg Forest Products Company and its affiliates in connection with their financing and lending relationships, including their secured note purchase agreement, secured operating line credit agreement, New Market Tax Credits secured loan facilities, and senior secured notes indenture. 

Corporate

  • Act as outside general corporate counsel to numerous forest products companies with operations in the West, Southeast and Midwest, and regularly assist them in board and shareholder matters, ongoing corporate governance and recordkeeping issues, entity formations, commercial contracting, executive compensation and other corporate affairs. 

Litigation

  • Decker v. Northwest Environmental Defense Center, 133 S. Ct. 1326 (2013). Represented the Oregon Forest Industries Council and multiple timber companies in a Clean Water Act suit alleging that NPDES permits should be required for stormwater discharges from forest roads. Our team served as lead counsel in District Court and Ninth Circuit proceedings and as co-counsel in the U.S. Supreme Court proceedings ruling that permits are not required.
  • Northwest Environmental Advocates v. U.S. Environmental Protection Agency, No. 3:12-cv-01751-AC (D. Or.). We represent the Northwest Pulp and Paper Association as part of an industry coalition that is defending a federal court challenge by an environmental advocacy organization to EPA’s approval of Oregon’s temperature and mercury “total maximum daily load” (TMDL) determinations under the Clean Water Act. We successfully intervened in the litigation over the objection of the environmental advocacy organization. The case is currently pending before the U.S. District Court for the District of Oregon.
  • Northwest Environmental Advocates v. U.S. Environmental Protection Agency, No. 2:14-cv-0196-RSM (W.D. Wash.). We represent the Northwest Pulp and Paper Association, the Washington Forest Protection Association and the American Forest Resource Council as part of an industry coalition that is defending a federal court challenge by an environmental advocacy organization to EPA’s approvals of Washington’s water quality standards under the Clean Water Act. We successfully intervened in the litigation, which is currently pending before the U.S. District Court for the Western District of Washington.
  • Represented the Northwest Pulp and Paper Association in an Oregon Court of Appeals (CA No. A148721) challenge to an Oregon Department of Environmental Quality settlement agreement and “internal management directive” concerning the use of compliance schedules in wastewater discharge permits. The case was resolved through a settlement agreement. 

Water Quality Regulation

  • Represent the Northwest Pulp and Paper Association and the Oregon Forest Industries Council as part of industry coalitions that negotiate with the Oregon Department of Environmental Quality on the implementation of Oregon’s industrial stormwater discharge permits.
  • Advise the Oregon Forest Industries Council on a variety of water quality issues, including water quality regulations under the Oregon Forest Practices Act, Oregon TMDLs and the Coastal Zone Management Act.
  • Represented several forest products clients on matters involving stormwater and wastewater discharge permits in Oregon and Washington, including regulatory advice, negotiations with the Oregon Department of Environmental Quality and the Washington Department of Ecology on the implementation and enforcement of the permits, and defending Clean Water Act citizen suits or threatened citizen suits alleging violations of the permits. 

Endangered Species Act

  • Represents a number of industry trade associations in matters involving the listing of species and designation of critical habitat under the federal Endangered Species Act (ESA). We help trade associations navigate the regulatory processes associated with the listing of species and designation of critical habitat, and we have also been successful challenging ESA decisions in court on behalf of clients.
  • Represented SDS Lumber on a Safe Harbor Agreement (SHA) for the northern spotted owl under the ESA for its timberland operations. Signed by the U.S. Fish and Wildlife Service in October 2012, the SHA covers approximately 80,000 acres of private timberlands in Washington and Oregon for a term of 60 years and includes enhancement of survival permits under the ESA. The November 2012 final critical habitat designation of the northern spotted owl excludes SDS Lumber’s lands covered by the SHA. 

Air Quality Regulation

  • Stoel Rives works with forest products companies subject to federal, state and local air quality regulations. Our experience includes permitting, regulatory compliance counseling and enforcement defense. Our attorneys are knowledgeable about the manufacturing processes and equipment operated throughout the industry. We work well with in-house counsel, environmental professionals and mill personnel to identify business objectives and navigate clients through the relevant environmental regulatory landscape. Our attorneys are creative problem solvers, who use their technical skills to translate complex regulations for forest industry clients. 

Environmental Cleanups

  • We have deep experience with cleanup matters for both legacy and operating wood products facilities, including sediment cleanup issues. Our contaminated sites attorneys assist clients at multiple cleanup sites associated with forest products facilities and understand the nature of contamination from those facilities, how those contaminants relate to releases from other parties and activities that may be involved at the site, and how to guide the regulatory process toward a cost-efficient outcome. 

Legislation

  • Stoel Rives regularly advises clients on the implications of legislative changes and assists clients in the drafting of new legislation. For example, we separately represented the Oregon Forest Industries Council and the Washington Forest Protection Association in connection with passage of legislation in Oregon and Washington that limits timberland owners’ liability risks associated with wildfire.  

Employee Benefits

  • Our employee benefits attorneys design and draft all types of benefit plans, review contracts with service providers, prepare employee communications, advise on daily plan operations, help correct any operational errors, respond to benefit claims, and advise plan fiduciaries on their benefits-related activities. The work of our employee benefits attorneys involves health (including Affordable Care Act and HIPAA compliance) and welfare benefit plans, qualified retirement plans, and executive compensation arrangements. They have significant merger and acquisition experience and focus on maximizing the value an employer derives from its compensation and benefit programs.
Team
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