Environmental Aspects of Business Transactions

Our Environmental team has represented clients in a variety of transactions during the past thirty years. We help our clients identify, evaluate, allocate and manage environmental risks and liabilities through due diligence and structuring and negotiation of agreements. These projects have ranged from simple acquisitions and sales or leases of single properties to joint venture arrangements and large volume corporate mergers and combinations involving assets located throughout the United States and globally. We also assist clients on plans for integration of the environmental aspects of newly acquired assets or businesses and represent clients in asserting and defending against post-closing environmental claims under indemnification and escrow agreements. In addition to advising clients on the acquisition or divestiture of assets and stock, we have represented financial institutions and borrowers in private and public financings and underwriters and issuers in public offerings of bonds and stocks.

Major Industries Represented:
Baker Botts environmental lawyers have handled transactions in every major industrial and commercial sector, ranging from consumer products and textiles to steel and automotive manufacturing. We have extensive experience advising clients on the full spectrum of upstream, midstream and downstream energy industry transactions, including refineries, pipelines, natural gas processing facilities, liquefied natural gas terminals, oil and gas fields, oilfield service operations and power plants. Our team has participated in a multitude of transactions involving petroleum refining and chemical manufacturing, processing, storage and distribution facilities. Consistent with our firm’s profile in the high technology and intellectual property arena, we have represented clients in a numerous transactions involving the high technology, defense, electronics and communications industries.

Bidding Acquisitions and Divestitures:
We have represented a number of sellers of assets in bidding transactions where we have helped our clients develop necessary and appropriate due diligence information to provide to potential buyers, usually with the assistance of outside technical consultants. We have also advised buyers in a variety of bidding transactions, including bankruptcy auctions. As a result of these and other projects, we have developed working relationships with a number of consultants who provide environmental assessment services throughout the country and around the globe.

Environmental Securities Disclosures:
For our publicly traded clients, we have always stayed on top of the latest disclosure requirements of the Securities and Exchange Commission and we have evaluated the impacts of the Sarbanes-Oxley Act on both corporate disclosure and compliance obligations and conflict minerals disclosure obligations under the Dodd-Frank Act. In this regard, we focus on helping clients establish environmental management systems that comport with the “compliance plan” requirements of Sarbanes-Oxley.

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