SUSTAINABLE PROPERTY TRANSACTIONS:
Business Strategies for Distressed Assets and Dynamic Energy Opportunities
7:30 - 8:15 Registration and Continental Breakfast
8:15 - 8:30 Conference Overview and Objectives, Dean Jeffery Telego, Conference Chairman and President of Risk Management Technologies, Inc. & RTM Communications, Inc.
8:30 – 9:15 Getting Deals Done and Managing Risk in Real Estate Investing, Development and Alternative Financing
- Overcoming the five risk categories in real estate brownfield redevelopment
- Employing successful land development strategies using creative financing techniques
- Executing the components of structured seller financing and joint ventures
- Packaging capital stack; combining creative equity and debt financing
- Case study; putting the financing package together
- George Vallone, President, Hoboken Brownstone Company
9:15 – 9:45 Global Developer’s Perspective on Innovative Building and Land Management Involving Contaminated/ Industrial Development Projects—The New Normal
9:45 – 10:15 Challenges and Strategies Facing Public/Private Financing for Brownfields and Renewable Energy Projects – A National Perspective
- Structuring the transaction, removing contingent liabilities, budgeting for uncertainties
- Due diligence investigations, approvals, entitlements, land development interests
- Structuring a comprehensive risk management/financial assurance program
- Integrating sustainable development in major energy efficiency retrofit development projects
- Confronting vapor intrusion in acquisition and development projects
- Guillermo (Willy) Accame, Director - Risk Management, Panattoni Development Company, Inc.
- Public-Private redevelopment climate and business opportunities
- Availability of tax incentives, rehab tax credits and New Market Tax Credits,
- Availability of public sector energy efficiency and renewable energy technology programs
- Interagency partnerships and linkages
- Charles Bartsch, Senior Program Advisor for Economic Development, OSWER, US EPA
10:15 – 10:30 BREAK Refreshments Courtesy of Bloomberg BNA and TRC Companies, Inc, and Land Science Technologies
10:30 - 11:15 Creative Funding and Due Diligence for a Brownfield Redevelopment
- New Normal for financial/collateral underwriting standards, more private equity and government financing
- Recalculating redevelopment costs and finance stages
- Capital Stock and Pricing Model
- Lender’s view on construction and permanent mortgage
- SBA 504 and 7a financing, due diligence requirements & brownfield redevelopment
- George Vallone, President, Hoboken Brownstone Co.
- Derek Ezovski, President, ORMS
- Marc A. Guerin, Esq., Senior Vice president of Real Estate Risk Services, RBS-Citizens Bank
- Brad Maurer, Esq., Director of Project Development, RE Invest Solutions (Moderator)
11:15 - 11:45 Case Law Transforming Business and Real Estate Transactions
- Cases involving commercial properties impacted by PCBs and methane gas from former landfills
- Case involving failure of a brownfield developer to exercise due care (Saline River Properties v. Johnson Controls)
- Lessons learned from Ashley II and its progeny
- What should foreclosing lenders do to stabilize sites to ensure BFPP status?
- New ASTM Standard E2790-11, protecting eligibility for Superfund liability relief
- Running the risk of violating continuing obligations, losing the BFPP status and the impact on business and real estate transactions, Liability associated with moving dirt during construction
- Landlord/tenant AAI and baseline assessments
- Lawrence Schnapf, Principal, Schnapf Law Office
11:45 – 12:15 State of Commercial Real Estate Industry, Capital Markets and Due Diligence Trends
- Current business environment and economic market metrics
- Commercial real estate market fundamentals and trends for 2012
- Latest trends in commercial real estate lending and loan losses/distressed asset deals
- Emerging transactions and real estate trends in brownfield redevelopment market
- Environmental business risk and due diligence trends
- Dianne Crocker, Principal Analyst, EDR Insight
LUNCHEON Hosted by Bloomberg BNA Environmental Due Diligence Guide, XL Group Environmental Unit, ELT, Inc. , and Holland & Knight LLP
12:15 - 1:45 State of the Environmental Insurance Marketplace
- Bob Hallenbeck, Senior Vice President, XL Group Environmental Unit
1:45 -2:30 Sustainable Property Transactions and Redevelopments in the Current Economy
- Emerging transactional and real estate trends in the brownfield redevelopment market
- Engaging in alternative deal structures and public/private partnerships
- Restructuring the deal, acquisition criteria and due diligence trends
- Property valuation, pre-development options, site planning, entitlement scheduling
- Mary Hashem, Executive Vice President, EFG Brownfield Partners, LLC and/or
- Stuart Miner, President, EFG Brownfield Partners, LLC
2:30 – 3:30 Mergers & Acquisitions Roundtable
- Distressed Asset Deals and Environmental Risk Management Strategies
- Seller and buyer perspective on up-front deal analysis, trends and changes in terms
- New Diligence tools and site considerations for one off v. portfolio acquisitions
- Transaction structure and liability management from seller perspective
- Liability management, structure alternatives, getting the best value
- Underlying considerations and financial assurance
- Laurence S. Kirsch, Partner, Goodwin Procter, LLP
- Julie Kilgore, Principal, Wasatch Environmental, Inc. or
- Fred K. Taylor, PE, LEP, LSP, LRS
- Principal, Conestoga-Rovers & Associates
- David Mueller, Senior Managing Attorney, CNH American LLC
- Randall Jostes, CEO and President, Environmental Liability Transfer, Inc.
- James T. Schaeffer, Property Regeneration (US), BP
- Mary Schulz, Vice President Environmental Risk, GE Capital Solutions
- Anthony Wagar, Senior Vice President, Willis Environmental Practice (Moderator)
3:30 – 3:45 BREAK
- Refreshments Courtesy of ELT, Inc. , TRC Companies, Inc., and EDR, Inc.
- A chance to network and review exhibits
3:45 – 4:45 Private Equity Roundtable
- Alternative due diligence and risk management standards for a private equity play
- Investor Continuing Obligations, non-binding restrictions
- How do you assure concepts of Continuing obligations and AAI are attainable?
- Using Financial assurance mechanisms
- Putting patient capital
- Employing creative financing mechanisms to reach the capital stack
- Abbi Cohen, Partner, Dechert, LLP
- Michael Balmer, Executive Vice President, Willis North America
- Aaron Bowers, Partner, Certus Advisory Partners
- George Vallone, President, The Hoboken Brownstone Company.
- Bob Hallenbeck, Senior Vice President, XL Group Environmental Unit
- Cynthia Retallick, Senior Vice President, TRC Companies, Inc. (Moderator)
4:45 – 6:15 State Brownfield Laws and Licensed Site Professional Programs
- Connecticut brownfield liability relief law Section 17 Program
- Massachusetts site cleanup reforms
- State Certified clean sites for sustainable development projects
- Comparing and contrasting licenses Site professional programs for Massachusetts LSP, Connecticut LEP and New Jersey LSRP programs
- How well are privatizing regulatory programs working?
- LSP, LEP, LSRP approaches to vapor intrusion, deed restrictions, reporting releases, regulator auditing, site entry triggers into the programs, liability transfers, etc.
- Ned Abelson, Partner, Goulston & Storrs
- Barry Trilling, Partner, Wiggin & Dana LLP
- Fred K. Taylor, PE, LEP,LSP, LRS, Principal, Conestoga Rovers & Associates
- Jorge H. Berkowitz, LSRP, Senior Associate, Langan Engineering & Environmental Services, Inc.
- Brian A. Blum, LSRP, Associate, Langan Engineering & Environmental Services, Inc.
- Gregory W. Gardner, LEP, President, Gardner Environmental Partners
- Ileen Goldstone, LSP, Vice President, GEI Consultants
- Dean Jeffery Telego, President RTM Comunications, Inc. (Moderator)
6:15 – 7:30 RECEPTION hosted by Environmental Data Resources, Inc (EDR) and Willis Environmental Practice
Dynamic Energy Opportunities
8:30 – 10:00 The Business, Regulatory Landscape and Environmental Challenges Facing Hydraulic Fracturing and Shale Gas Production
10:00 – 10:15 BREAK Refreshments Courtesy of OTEK Ltd. and Goodwin Procter, LLP
- Federal and State legislation regulatory enforcement, and litigation developments
- Business opportunities and environmental challenges facing shale gas production and management and brownfield development
- Hydraulic fracturing, shale gas production and associated waste management and air quality issues
- Brian J. Clark, Partner, Buchanan Ingersoll & Rooney, PC
- Karl Bourdeau, Principal, Beveridge & Diamond, P.C.
- David J. Spigelmyer, Vice President – Government Relations, Chesapeake Energy Corporation
10:15 – 10:45 Emerging Issues in Natural Resource Damages (NRD) Litigation and Restoration
10:45 – 11:15 Case Study – Closing Deals in the “New Normal” Markets
- CERCLA and OPA statutory authority
- Notification and coordination of roles and requirements
- NRD assessments and restorations
- Challenges in measuring valuations and restoring natural resources to baseline conditions
- Recent results from NRD litigation in New Jersey – trials and tribulations
- Laurence S Kirsch, Principal, Goodwin Procter, LLP
- New approaches and new paradigms for today’s deals
- Using innovative/sustainable technical approaches, regulatory strategies, financial options and business terms to address environmental challenges
- Providing protection and resolution for a private equity fund for a failed liability transfer transaction
- Cynthia Retallick, Senior Vice President, TRC Companies, Inc.
11:15 – 11:45 Mass Greenhouse Gas Reporting/Verification Programs
- Mandatory Greenhouse Gas Emissions Reporting regulations and TCR General Reporting Protocol
- Massachusetts facilities required to report Greenhouse Gas Emissions (GHG)
- Verification process and accreditation
- Fred Taylor, LSP, LEP, Principal, Conestoga-Rovers & Associates
LUNCHEON - Hosted by Renova Partners, LLC and Brightfields Development, LLC; Goodwin Procter, LLP, and Langan Engineering & Environmental Services, Inc.
11:45 - 1:15 - Action Plan for Regulatory Reforms and Initiatives at MASS DEP
- —Waste Site Cleanup Program
- Benjamin Ericson, Assistant Commissioner of the Bureau of Waste Site Cleanup, MASS DEP
1:30 – 2:00 New Water-Related Challenges with Redeveloping in Urban Areas
- Smart Growth versus stormwater regulations
- Addressing conflicts between smart growth and stringent new stormwater controls
- Low-Impact Development versus brownfields redevelopment conflicts
- TMDLs, green infrastructure, stormwater controls and permitting issues
- Expanding environmental due diligence requirements with sustainability/water policy issues
- Amy Edwards, Partner, Holland & Knight LLP
2:00 – 2:30 Siting, Financing and Insuring Successful Renewable Energy (RE)
- EPA’s Renewable Energy projects at brownfields
- Factors likely to make a RE project a good fit on a particular site
- What is the appropriate scale for a RE facility?
- Re-Powering America’s Land Initiative, Phase I-III
- Charles Howland, Senior Assistant Regional Counsel, Region III, US Environmental Protection Agency
2:30 – 3:15 Building Brightfields from Distressed Assets
- Renewable energy on brownfields—(municipal landfills & industrial sites)
- Solar installation and life cycle analysis—permitting, designs, financing, commercialization and construction
- Structuring the financing for long term revenue
- Tax incentives and solar renewable energy credits
- Pete Pedersen, Managing Principal, Renova Partners, LLC and Brightfields Development, LLC
- John Hanselman, Managing Principal, Renova Partners, LLC and Brightfields Development, LLC
3:15 – 3:30 BREAK Refreshments Courtesy of Holland & Knight LLP, OTEK , Ltd and Land Science Technologies
3:30 – 4:30 Emerging Best Practices for Underwriting Energy Efficiency Loans
4:30 – 5:15 Sustainable Remediation for Corporate Brownfield Properties
- Emerging trends and projects in energy efficiency financing
- Energy Efficiency Platform to accurately assess, benchmark and optimize energy, finance and sustainability
- Using ASTM Building Energy Performance Standard for capturing energy use and cost data for facilitating energy benchmarking
- Quantifying improved CRE value and NOI
- Brian J. McCarter, Chairman & CEO, Sustainable Real Estate Solutions, Inc.
- Kenneth Patterson, Senior Energy Advocate, Advanced Energy Innovations, Inc.
- Kevin Kominski, Senior Vice President, Energi
- Tools and techniques for Integrating Sustainable Principles, Practices and Metrics into Site Cleanup Projects
- Incorporating sustainable design into decision-making and remediation projects
- Using sustainability assessment tools to measure environmental footprint, resource consumption and occupational risk
- Case studies demonstrating sustainable designs incorporating energy efficiency, maintainability and value through life cycle cost analysis, etc.
- Sustainable Remediation Forum (SURF)—future influence on remediation practices
- Stewart Abrams, Associate, Langan Engineering & Environmental Services, Inc.
- Curtis C. Stanley, Senior Principal Consultant and Global Discipline Leader, Shell Global Solutions, Inc.
5:15 – 6:00 Integrating Sustainable Remediation at Port Terminals
- Background about port industry and driving factors/characteristics
- Sustainable remediation opportunities with dredge materials, wetland mitigation
- Case Study involving a major environmental remediation, public/private financing and tax incentives
- Matthew Trammell, Project Manager, environmental Consulting & Technology
- William Harris, Environmental Manager, Keystone Properties, LLC
VAPOR INTRUSION AFFECTING THE MANAGEMENT, SITE REMEDIATION AND REDEVELOPEMENT PROJECTS
All types of sites can be affected by vapor intrusion (VI), especially those that have petroleum or solvent related contamination. Vapor intrusion has become a potential loss exposure and business environmental risk for those who own, purchase, remediate or redevelop contaminated or previously tainted property. Brownfield sites, and other commercial and industrial properties are logical candidates for VI based on their history of former use affecting soils and ground water. Increased litigation and regulatory action against site owners, developers and environmental professionals among others has increased the concern about public health risk and devaluation of property values. There are the practical approaches to dealing with vapor intrusion and new developments and overlapping issues. Whether you are an environmental professional, prospective buyer/developer, seller, site owner, lender or insurer, virtually all stakeholders in a real property transaction can be adversely affected by vapor intrusion.
With most state voluntary cleanup programs using risk-based cleanup standards and institutional controls, it is important that responsible parties and their consultants involved in site investigation, cleanup and redevelopment consider vapor intrusion pathways. Thirty-three states currently have VI regulatory guidance. One of the challenges to the use of risk-based cleanups and institutional controls is vapor intrusion reopening once - closed sites. So what are the scientific and engineering challenges with understanding and managing the vapor intrusion exposure? What are the most effective tools, test methods and mitigation systems being used to manage or eliminate this risk? What is the current litigation and case law driving property owners, developers or environmental professionals to manage or transfer this risk?
This vapor intrusion focus session shall address these topics among others: 1) challenges, evolving science, practical approaches and legal implications confronting owners and developers and other stakeholders about the VI concerns involving new development and retrofitting buildings, the challenges with embracing the ASTM guidance and affect on CERCLA due diligence and continuing obligations; 2) USEPA (2012) and state guidance and other industry standards and practices on real estate transactions; 3) the effective use of environmental due diligence, screening evaluations and modeling of the exposures and the use of remedial alternatives and mitigation systems/barriers currently in use to either cleanup or manage sites contaminated by chlorinated VOCs and petroleum; and 5) case law and recent litigation affecting buyers, sellers and environmental consultants performing the investigations and site cleanups.
8:30 – 9:30 Vapor Intrusion (VI)—a Regulatory Update of Current Activities and Trends
- Recent update to USEPA Vapor Intrusion 2012 Guidance for VOCs and petroleum contamination
- Public health issues and updated toxicity values and use of multiple
- lines of evidence for determining VI risk
- Possible revisions to the Hazardous Ranking System for sites with VI as a potential pathway
- Conceptual model scenarios for the vapor intrusion pathway
- Henry Schuver, DrPh. and Geologist., RCRA Corrective Action Office, U.S. EPA
- Edward L. Strohbehn, Jr., Partner, Bingham McCutchen LLP
9:30 – 10:30 Vapor Intrusion Assessment and Mitigation Methods
- How is vapor intrusion assessed? What are the environmental factors affecting transport?
- Site specific modeling to screen out certain site conditions
- Risk-based screening methods for indoor chemical vapors
- Designing site investigations and remedial alternatives
- Applications of advanced techniques using risk-based targets
- Mitigating VI engineering controls in new and existing structures
- Case studies focusing on screening, remedial alternatives and closure strategies for sites contaminated by chlorinated VOCs
- Measuring the effectiveness barriers (i.e., Geo-Seal Vapor Intrusion Barrier)
- Brian A. Blum, Associate, Langan Engineering & Environmental Services, Inc.
- Peter Grant, Division Manager, Land Science Technologies/Regenesis
10:30 -10:45 BREAK Refreshments Courtesy of RTM, Inc., and Langan Engineering & Environmental Services, Inc.
10:45 – 12:00 Panel on Challenges Facing Owners, Developers, Communities and Environmental Professionals from Vapor Encroachment/Intrusion in Real Estate Transactions
- EPA and State(s) Guidance for VOCs
- Practical approaches to dealing with vapor intrusion, new development faced with site continuing obligations
- Validity of screening methods and the environmental site assessment process
- Developing a sound and defensible technical approach
- Multi-tier protocol for screening potential for VI exposure and selecting the most appropriate mitigation system
- Managing site development projects under state(s) program guidance
- Current vapor intrusion litigation and case law affecting owners, developers and environmental professionals
- Edward L. Strohbehn, Jr., Partner, Bingham McCutchen, LLP
- Lawrence Schnapf, Principal, Schnapf Law Office (Co-Moderator)
- Ileen Gladstone, LSP, Vice President, GEI Consultants, Inc.
- Ned Abelson, Partner, Goulston Storrs
- Willy Accame, Director - Risk Management, Panattoni Development Company, Inc.
- Dean Jeffery Telego, Executive Co-Director, Environmental Bankers Association (Co-Moderator)
12:00 Conference Summation, Dean Jeffery Telego, President, RTM Communications, Inc.