Practice Areas & Industries: Schnader Harrison Segal & Lewis LLP

 





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Practice/Industry Group Overview

Schnader's Energy Practice Group is a diverse, cross-departmental team of attorneys designed to serve the needs of clients in the ever-expanding, continually developing global energy industry. Combining a wide range of experience from Schnader's Business Services and Litigation departments, Schnader's attorneys can offer guidance, insight and counsel in corporate, finance, transactional and regulatory matters, as well as dispute resolution and litigation, for domestic and international energy clients.

Schnader has a long history of representing clients with energy interests. As early as 1938, one of the Firm's founders, William A. Schnader, was representing clients in litigation regarding the regulation of oil by the Commonwealth of Pennsylvania. Throughout the Firm's early years, our attorneys were involved in substantial litigation regarding a variety of matters, including the regulation of rates set by utilities, mining disputes, the sale of energy from suppliers to distributors or between generating entities, and environmental remediation resulting from energy production. Schnader has long assisted energy companies with transactional matters as well, including issues related to labor and employment, taxation, intellectual property, corporate law, contractual matters, and securities law.

As the business of energy has changed and evolved, Schnader's Energy Practice has evolved as well. Our attorneys are capable of addressing the needs of clients engaged in all phases of the energy business. We have handled matters for independent power producers and generators, processors, transporters, and distributors of various forms of energy, including oil, gas, coal and electricity. Our clients have also included the array of different service companies that support these companies, from manufacturers of equipment to financial institutions.

Our attorneys have worked on matters related to the operations-side of the business – including the representation of lessees and lessors with regard to negotiation and litigation of leases for Marcellus Shale, advising a client on the development of a new coal-fired plant in West Virginia, successfully guiding an alternative energy company through a critical financing deal, assisting clients with the negotiation and litigation of oil and gas lease matters, and counseling clients on drilling opportunities.

Schnader represents businesses with regard to the development, siting and financing of a wide variety of projects, including waste-to-energy facilities, landfills, transfer stations, material recycling facilities, methane gas-to-energy projects, biofuel, composting and other projects in highly regulated fields. Our attorneys also have experience with regulatory and permitting issues, and currently represent operators of oil refineries and battery manufacturers. Schnader is skilled in compliance review and reporting for regulated businesses, including environmental services, mining and industrial gas production and distribution, and battery manufacturing among others.

We have also worked on transactional matters for energy clients, including selling and acquiring working interests in oil and gas wells and selling royalty streams. We regularly represent businesses in a wide variety of transactions and other legal matters including private placements and other securities matters, stock and asset transfers, corporate matters including the creation of entities and partnerships, taxation questions, intellectual property matters including patent infringement claims and claims of misappropriation of trade secrets, labor and employment concerns including executive compensation matters, and product liability claims. Matters have included the representation of a party in connection with a $270 million acquisition of a global petroleum company involving approximately 800 sites, representation of a Spanish public company in structuring tax aspects of its corporate entrance into the U.S. wind energy market as a turbine manufacturer and developer, advising a publicly-held partnership regarding the tax consequences of the cancellation of approximately $9 million in indebtedness income, and representation of a client in antitrust litigation alleging price discrimination against a distributor of gasoline. Schnader has also advised a privately-held water treatment company regarding nonpayment of service fees for its treatment of frac water used in drilling Marcellus Shale gas wells.

In addition to our experience with traditional operational and transactional matters, our attorneys have handled numerous matters related to environmental concerns and the energy industry, including representing energy producers in obtaining permits through the regulatory process and appeals via the administrative process or court actions, challenging the denial or revocation of permits and licenses, and advising clients on a wide variety of issues relating to environmental concerns, such as underground storage tanks and mine subsidence claims. Schnader also has substantial experience in CERCLA and RCRA actions, HSCA actions, and claims for natural resource damages, as well as toxic tort claims.

Schnader's Energy Practice Group is here to serve the diverse and critical interests of the modern energy client seeking to be competitive in a global marketplace. With support from across the Firm and from all seven offices, Schnader's attorneys can address your litigation, transactional, regulatory and environmental needs.

Renewable Energy Representative Matters

  • Represented an environmental asset management firm in a $10.5 million senior secured loan facility for a biomass power generation facility located in Blue Lake, California.
  • Represented an environmental asset management firm in a $12.5 million senior secured loan facility for two biomass power generation facilities located in Chowchilla and Merced, California.
  • Represented an energy investment fund in their $17.5 million private equity investment, the subsequent restructuring of such investment and their multiple follow-on investments in the third largest solar energy developer in the United States and the subsequent sale of interest to a Fortune 500 company that owns and operates one of the country's largest and most diverse power generation portfolios.
  • Represented a company in the waste to energy business in an intellectual property antitrust suit over the reuse of ash.
  • Represented a client in the waste to energy business in various litigation matters related to the siting and operations of waste to energy plants.
  • Represented the largest solid waste company in North America in various landfill methane gas to pipeline gas and electricity projects at various facilities throughout northeastern United States.
  • Negotiated and drafted waste marketing, supply and transportation arrangements for waste to energy plants.
  • Represented a transportation organization in developing a natural gas fueling station at a truck depot.
  • Represented a Spanish public company in structuring tax aspects of its corporate entrance in the U.S. wind energy market as a turbine manufacturer and developer.
  • Negotiated and drafted supply and material agreements for compost facilities and end use agreements.
  • Acted as lender's local counsel in connection with the financing of wind farms in Pennsylvania.
  • Represented a developer and operator of conventional power generation and renewable projects.
  • Represented a manufacturer of photovoltaic (solar) modules, and global developer of utility grade solar arrays as Outside General Counsel for various matters.

General Energy Representative Matters

  • Represented steel manufacturing operations in the midwest on energy supply agreements.
  • Represented a provider of various gas products in fleet acquisition, maintenance and service matters.
  • Represented oil and gas developers in preparing private placement memoranda for investment units in oil and gas partnerships and provided tax advice related to such units.
  • Represented a mining company in the negotiation of coal, waste coal, and ash supply agreements and easements in connection with the development of an electric power generation plant.
  • Represented the owner of Texas petroleum terminals and a pipeline system in a freeze-out merger of its minority limited partners.
  • Represented a Pennsylvania gas company regarding RCRA legal requirements applicable to gas cylinder remediation.
  • Represented oil companies related to environmental regulation, compliance, and remediation for underground storage tanks.
  • Defended a large crude oil and natural gas company against numerous plaintiffs alleging asbestos related injuries.
  • Obtained a summary judgment in favor of the U.S. subsidiary of a multinational energy company in a lawsuit in which the plaintiff was seeking to be indemnified for $41 million in environmental remediation costs.
  • Represented developers, lenders, and municipalities in connection with the planning, financing and construction of cogeneration and small power production facilities in Pennsylvania including counsel on local and state regulatory issues, real estate and title concerns, land use and zoning requirements, and contractual relationships with municipalities and other governmental units.
  • Represented a gas company in litigation related to purchase agreements pricing and escalation clause.
  • Represented a regional transmission organization in a number of civil cases, including matters related to a blackout, a lawsuit against a group of hedge funds alleging manipulation of markets for future transmission rights, as well as other matters.
  • Represented oil and gas organizations in raising capital, financing and tax matters, federal and state.
  • Represented oil and gas organizations in selling/buying and combining interests.
  • Represented an energy client in connection with the sale of over 1.5 million acres of oil and gas leasehold interests including title curative work.
  • Represented private entities in connection with acquisition of a number of power plants
  • Represented an electricity generation company in the factoring of a TVA receivable.
  • Represented lead lender and agent in connection with the financing of a power plant in the Dominican Republic.
  • Represented a U.S. company owning a controlling interest in a Chinese coal transportation and trading company in the sale of a majority of its equity interests to a local Chinese operator.
  • Represented a privately-owned mining, metals and minerals consulting business in the sale of its business and assets to an international mining and minerals consulting firm.
  • Represented a group of solar developers, which install large commercial solar arrays on rooftops and groundmounts, in negotiating leases, lease backs and power purchase agreements for projects in NY, NJ and PA.
  • Represented a solar production equipment provider in a settlement with a manufacturer of crystalline silicon solar cells in connection with a bankruptcy sale of the assets of the manufacturer.
  • Represented the sponsor in structuring wind energy investments.
  • Represented a large, national rail provider in connection with the installation by a developer of a photovoltaic array on a former Superfund site.

Unconventional Oil and Gas Shale Representative Matters

  • Represented a client in purchasing a hazardous/non-hazardous waste and industrial services organization servicing the oil and gas industry.
  • Represented a client in negotiating a joint marketing arrangement for treatment facilities for water and soils related to the oil and gas industry.
  • Represented a developer in the siting, construction and development of a water treatment facility.
  • Represented an organization exploring investments in deep well injection facilities for oil and gas industry.
  • Represented a producer and seller of frac fluid design, stimulation chemicals and facilities' remediation and treatment services for frac water reuse in litigation involving gas well production.
  • Represented a provider of remediation and treatment services for frac water in litigation involving treatment of flow back water.
  • Represented a company engaged in creating a marketplace for landowners who aggregate their land to obtain more favorable lease terms from E&P companies.
  • Represented a provider of well-site pad services, including disposal of flow back water, in litigation involving an alleged breach of a non-competition agreement by a company that provides well-site pad services.
  • Represented a national wellhead equipment supplier in multiple actions against well operators for unpaid goods and services, including the filing of mechanics' liens upon the oil and gas leasehold interests, as well as upon the fee estate/ownership interests in the real estate itself.
  • Represented an airport authority in drafting a request for proposals for leasing for oil and gas; prepared lease forms for the airport and assisted in the analysis of the appraisals of mineral estates.
  • Represented landowners with large holdings in leasing properties to oil and gas developers including farms, homesteads, quarries and investment properties.
  • Represented a client in purchasing a water treatment process to treat frac flow back water.
  • Represented landowners in reviewing exploration permits, access agreements, and related matters.

Professional Organizations

  • The Firm is an associate member of the Pennsylvania Independent Oil and Gas Association ("PIOGA") and is active in its committees including its Environmental Committee.
  • Members of the Firm are involved in the Environmental Industries Association and the National Solid Waste Management Association.
  • Members of the Firm are also members of the Michael Late Benedum Chapter of the American Association of Professional Landmen.

 
Group Presentations
Enforcement Actions by Environmental Agencies Webinar , December 12, 2013
How Greenhouse Gas (GHG) Issues Can Change Our Auditing Practices , October 1, 2013
Megan Harmon Presented at 2013 Federation of New York Solid Waste & Recycling Conference , May 6, 2013
Schnader's Ron Cusano Presented "Air Quality Update" at PBI's Environmental Law Forum 2013 , April 10, 2013
Schnader Attorneys Served as Judges for the National Transactional LawMeet at Earle Mack School of Law at Drexel University, February 15, 2013
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Articles Authored by Lawyers at this office:

Third Circuit Remands Marcellus Shale Case Based on the Class Action Fairness Act's Local Controversy Exception
John K. Gisleson,Monica C. Platt, December 13, 2013
The Third Circuit recently clarified the home state and local controversy exceptions to the Class Action Fairness Act (CAFA), remanding proceedings in a case involving Marcellus Shale oil and gas leases to a Pennsylvania trial court.

An Energy Future for Pittsburgh and Israel
Elliot Dater, August 09, 2013
Pittsburgh and Israel are on the verge of, if not already in the middle of, becoming energy titans. For years, Israel was known for innovation in solar technologies, water technologies and other alternative energy and conservation initiatives due to a lack of natural resources. Pittsburgh was one...

Eligibility for Reimbursement from the Underground Storage Tank Indemnification Fund Cannot Be Determined on a Per Tank Basis
Ronald S. Cusano,Levi Jones, July 05, 2013
On June 17, 2013, the Pennsylvania Supreme Court in Young’s Sales and Service v. Underground Storage Tank Indemnification Board, reversed a decision of the Commonwealth Court and held that eligibility for indemnification for clean-up costs from the Underground Storage Tank Indemnification...

Pennsylvania Supreme Court Reaffirms Dunham Rule, Confirms that Marcellus Shale Natural Gas is not a "Mineral"
, April 30, 2013
On April 24, 2013, the Pennsylvania Supreme Court in Butler v. Powers held that Marcellus shale “natural gas is presumptively not a mineral for purposes of private deeds.” The Court reaffirmed the “Dunham Rule,” which applies the common, layperson understanding of what is...