Experience

Representative Transactional Matters

• Represented mining company in acquisition of real estate, facilities, leases, and other assets (including production and waste storage facilities, railroad and power infrastructure, and thousands acres of land) and associated regulatory matters (including permit transfers and assumptions of reclamation and remediation obligations under consent decree and other regulatory requirements).
• Advised railroad company in negotiations with private PCB manufacturer and state agency with respect to access, remediation, and indemnification agreements involving cleanup of former PCB manufacturing site.
• Assisted mining companies in preparing disclosures required for equity offerings on New York and Toronto Stock Exchanges.
• Advised mining companies in planning for and negotiating sales, purchases and other asset transactions (including leases, licenses, and land exchanges) relating to mineral and surface interests, water rights, and regulatory matters as part of long-term development projects.
• Represented pipeline company in negotiating easements and licenses necessary for development of pipeline corridors and facility construction.
• Represented committee of unsecured creditors in connection with mining company bankruptcy proceedings.
• Advised agribusiness company in negotiation of power supply agreement with utility, and in related permitting matters with state agency, loan agreements with lender, and development contracts with consultants in connection with renewable energy project.
• Advised mining company with respect to sales and marketing agreements.
• Represented mining start-up company in negotiations for option and joint venture agreements with owners of mineral rights, surface properties, and pilot facilities.
• Assisted companies in assembling surface and mineral interests and water rights in connection with mining and agribusiness development projects, including negotiating purchase agreements, leases and licenses, option agreements, and other arrangements with private parties and governmental agencies.
• Assisted mining clients with legal issues and risk analyses associated with conceptual studies, prefeasibility studies, and other technical studies and reports.
• Advised mining company in corporate governance matters involving joint venture participants.
• Represented numerous clients (including mining, manufacturing, and agribusiness companies) in negotiating loan agreements and other credit facilities.
• Represented livestock producers in negotiating genetics agreements, royalty agreements, purchases and sales of production facilities and other assets, leases, credit arrangements, and supply agreements.
• Advised agribusinesses in connection with work-out transactions involving credit facilities, including voluntary refinancing and sales arrangements and receiver and bankruptcy proceedings.

Representative Regulatory Matters

• Represented mining company as part of multiple-firm team that secured federal and state mining and environmental permits for copper-nickel mine, including permits and other authorizations involving federal and state water, wetlands, mining, dam safety and air laws and regulations.
• Represented company in negotiating financial assurance arrangements (involving hundreds of millions of dollars in estimated costs) with governmental authorities and private counterparties for mine project, including bonds, letters of credit, trust and cash arrangements, insurance policies, indemnity and guarantee arrangements, and other agreements.
• Advised petroleum pipeline company in connection with state environmental review and wetland permitting procedures relating to pipeline replacement and expansion project.
• Represented agribusiness company in completing federal environmental review under NEPA, U.S. Bureau of Indian Affairs lease approval procedures, and U.S. Environmental Protection Agency and tribal permitting requirements relating to construction and operation of production facilities located in Indian Country.
• Advised mining companies in securing permits and other authorizations, including NEPA and state environmental review approvals, from federal and state agencies (including U.S. Forest Service, U.S. Bureau of Land Management, and U.S.Army Corps of Engineers) in connection with programs for mineral exploration, environmental monitoring, and other project-development related matters.
• Assisted lead mining company in securing NPDES permit under federal Clean Water Act and completing consultation under federal Endangered Species Act in connection with construction of new tailings impoundment.
• Represented numerous companies (including variety of mining, manufacturing, and agribusiness operations and banks and other financial institutions) in undertaking due diligence investigations and in obtaining “brownfield” protections from federal and state agencies in connection with purchase, sale and leasing of real properties and other assets and in loan and other financing and investment transactions.

Representative Litigation and Enforcement Matters

• Represented railroad company in defending actions by U.S. Environmental Protection Agency, U.S. Department of Justice, and private parties seeking contribution and response costs under CERCLA and state law involving cleanup of Superfund site, including remediation requirements for dredging in Lake Superior.
• Represented railroad company in subsequent indemnity/breach of contract action in federal district court involving above-referenced Superfund site, defeating plaintiff’s claims and prevailing on railroad company’s counterclaims.
• Represented trade groups for U.S. and Canadian shippers in the Great Lakes in state and federal actions involving challenges by environmental groups to permits and certifications issued pursuant to federal Clean Water Act and state law.
• Advised lead recycling company in defending against enforcement action alleging violation of federal and state air emissions control rules and permits and in negotiating settlement agreement with U.S. Environmental Protection Agency, including penalty reductions through use of EPA-approved supplemental environmental project.
• Assisted agricultural chemical producer and supplier in defending against enforcement action by state agency and in negotiating settlement agreement relating to chemical release claims.
• Advised agribusiness companies in defending and settling federal and state enforcement actions involving alleged violations of permits and rules for confined animal feeding operations, including matters involving pollutant releases and response actions, occupational safety matters, and regulatory violations.
• Represented livestock producers in multiple lawsuits in federal and tribal court involving U.S. Bureau of Indian Affairs and tribal entities relating to claims under federal law (including NEPA) and tribal law, all of which were resolved to allow project to be constructed and operated in Indian Country.
• Acted as lead outside environmental counsel for global food manufacturer in defending in over 20 federal and state Superfund and environmental cases principally involving chemical unit operated by company before CERCLA’s enactment.
• Represented lender sued under CERCLA after foreclosing on security interests, and defeated claims in one of the first cases successfully applying CERCLA’s security-interest safe harbor to avoid lender liability - Ashland Oil, Inc. v. Sonford Products Corp., 810 F.Supp 1057 (D. Minn. 1993).
• Represented major pesticide manufacturers and distributors, and defeated claims by state agency seeking to expand Superfund-type liabilities through cost recovery against manufacturers/distributors in connection with chemical releases caused by their customer - Tessman Seed and Chemical Co, et al. v. State of Minnesota, 467 NW2d 625 (Minn. App. 1991).

Honors & Activities

Professional Activities

• Member, Rocky Mountain Mineral Law Foundation
  • Member
  • Reporter, RMMLF Newsletter (Minnesota Water Law)
  • Reporter, RMMLF Newsletter (Minnesota Mineral Law)
• American Bar Association - Section of Environment, Energy and Resources
• Minnesota State Bar Association - Environmental, Natural Resources, and Energy Law Section (former Board member)

Insights & Presentations

• Co-Presenter, “New Mining in Old Districts – Is It as Easy as It Sounds? Lessons Learned from the Great Lakes Iron Ranges,” American Exploration & Mining Association’s 124th Annual Meeting, 2018
• Co-Presenter, “Great Lakes Copper-Nickel Mining: Projects, Opportunities and Obstacles,” American Exploration & Mining Association, 2015