Manatt, Phelps & Phillips, LLP

Energy and Natural Resources

Helping to Lead the Charge in Energy Issues and Policies

The energy sector is undergoing major transformations. Emerging technologies, rising demand, environmental changes and regulatory developments promise to reshape not only how we harness and use energy, but economies as well. In the midst of these exciting changes, energy industry players—from traditional producers to renewables and cleantech companies—are looking for ways to strengthen their enterprises and increase performance, opportunities and growth.

Manatt’s Energy and Natural Resources practice has broad and deep experience in dealing with the complex and diverse issues—as well as the substantial opportunities—facing energy and natural resources industries today. We represent clients that cover the full spectrum of energy and natural resources, from production to consumption and all the steps between, as well as industry proponents and opponents, applicants and interveners.

Our attorneys include former energy industry executives, as well as government and legislative officials with experience in energy policymaking and regulations, who bring knowledge and understanding of the business and political realities of the industry.

We have been at the forefront of virtually every legal issue and policy decision affecting the energy and natural resources industries in the last ten years. Our team has a proven track record in successfully handling a broad range of matters, including:

§         Litigation and arbitration before state and federal regulatory bodies and courts

§         Power generation and gas sales agreements

§         Transmission, transportation and distribution agreements

§         Community relations

§         Clean energy alternatives

§         Environmental compliance, licensing and due diligence

§         Interstate and international commerce

§         Tax and tariff issues

§         Policy and political planning and lobbying

§         Project finance and development

§         Mergers and acquisitions

§         Regulatory and land use compliance and advocacy

§         Business problem analysis and solutions

A Public Policy and Regulatory Powerhouse

Supporting our energy team’s efforts is Manatt’s recognized and highly respected Government and Regulatory Practice, providing government relations and policy development activities that are crucial to energy and natural resources clients. From our offices in Washington, D.C., and major state capitals, like Albany and Sacramento, we are advocates for clients in legislative and administrative hearings, rulemaking and regulatory proceedings, and legislative lobbying and analysis. We also facilitate strategic planning, government contracts, permits and entitlements.

In addition to helping clients navigate the regulatory maze, we work to anticipate, shape and leverage the dynamic body of law regulating the energy industry. Our team also currently plays an active role in matters concerning climate change, alternative fuels, energy-related stimulus dollars and energy taxation.

Plugged Into Every Aspect of the Energy Industry

Our clients are leaders in the energy arena, covering everything from electric power, natural gas, oil and coal to renewable energy, such as wind and solar power. We combine practical, real-world solutions with forward-thinking, proactive counsel to help our clients successfully understand and respond to developments in the energy industry and achieve their business objectives.

Electric Power

Over the years, Manatt has built a well-developed practice covering traditional generation, transmission and distribution of electricity, cutting-edge technologies and business matters. Our attorneys have represented investor-owned electric power utilities, municipal utilities that deal with electric power such as irrigation districts, cogenerators and cogeneration projects, independent power producers, and have handled matters regarding transmission and distribution issues and projects.

Our attorneys have represented all industry segments in negotiating power purchase agreements, transmission-related agreements—including those with the California Independent System Operator—and every form of contract and tariff used in the industry. We also represent utilities in a broad range of land-related issues, including eminent domain and condemnation matters for power companies such as PG&E.

On the other end of the energy spectrum, Manatt assists large consumers of energy to control and reduce their energy costs. Our work includes helping negotiate and draft purchase agreements, assess utility rates and charges, and examine facility purchasing and hedging strategies.

Natural Gas

Manatt attorneys represent all segments of the natural gas industry: production and processing, interstate, intrastate and international transportation and commerce, distribution and marketing, as well as planning for more efficient consumption. In addition to providing a broad range of legal services, we have been involved in numerous state, federal and international regulatory and lobbying efforts on behalf of our natural gas industry clients.

Our practice is not limited to local matters between regulated entities and consumers, but is engaged in cross-border matters as well. We have been involved in matters as diverse as major LNG import projects, such as that proposed by BHP Billiton for the West Coast, and Canadian matters as diverse as distribution infrastructure in Nova Scotia and major transportation projects such as the Alaska Natural Gas Transportation System.

Petroleum

Manatt has deep and particular experience in dealing with the sensitive environmental and regulatory concerns involved in petroleum production, refining and marketing. We are focused primarily on the refining industry, including water, truck and pipeline transport, regulatory matters affecting transportation and local issues of utility service to such refiners; but also work closely with our Environmental Practice Group since many of our clients’ matters often involve major permitting and environmental regulation issues, requiring a high degree of environmental regulatory, legislative and litigation experience.

Our clients include major petroleum refiners and marketers such as Tesoro Refining and Marketing Company and Kern River Refining Company, and we have also represented oil companies on royalty matters before the Minerals Management Service, as well as drafted numerous leasing and production-related agreements.

Alternative Energy and Renewable Resources

Green is growing. As the effort to reduce greenhouse gases has increased, Manatt has been at the forefront of efforts to develop clean and renewable energy resources. Our work in this area includes major projects for solar, wind, biomass, geothermal and other areas in the global effort to provide clean and efficient energy.

Project and product development, as well as energy efficiency programs, have dominated our efforts, particularly in the field of solar energy. We have represented a broad range of solar industry clients, large and small, ground- and rooftop-mounted, that work with energy providers, integrators and owners. Our representation includes power purchase agreements and solar lease contracts relating to project development, corporate mergers and acquisitions, licensing and implementation of sustainability plans, and contracts for the lease or sale of solar units to homeowners.

Our clients include companies such as Applied Materials, SunWize, GroSolar and SunEdison, as well as large domestic and Chinese solar panel manufacturers. We also advise the County of Los Angeles and Los Angeles Unified School District in energy consumption and energy efficiency programs. In the biomass arena, our lawyers have drafted long-term and complex agreements involving all facets of biomass projects. 

The practice is interdisciplinary in approach, often calling upon our firm’s depth in corporate formation and governance, complex transactions and financing. It also often requires in-depth knowledge with multiple and evolving regulatory and legislative efforts that engage our strengths in regulatory and governmental affairs.

Water

Water, particularly in the West, is a major issue—and Manatt has been a player in the deep end of the industry for decades. We represent major elements of the complex water industry, primarily in the state of California, but with far-reaching connections to other areas of the country.

Our clients include the Metropolitan Water District of Southern California, “Class A” investor-owned water utilities regulated by state agencies, such as California American Water Company, small investor and municipally owned water utilities and irrigation districts, as well as major project developers regarding water supply and other issues. Our attorneys are also involved in cutting-edge issues such as water projects for the desalinization of seawater and cleanup of areas such as Mono Lake.

Coal and Hard Rock Mining

Our professionals have a breadth of experience in representing coal producers and consumers. We have particular experience in coal policy-related issues, surface mining and reclamation, transportation and taxation. We also counsel large industrial energy consumers that use coal as their primary energy source on cost-reduction and environmental strategies. We represent companies mining copper, gold, aggregate and other materials in entitlements, air quality matters, water quality, resources, MSHA and litigation.

Energy Industry Transactional Strength

Energy industry companies are among the most capital-intensive businesses in the world, and Manatt attorneys have assisted them with every major type of transaction, ranging from financing, acquisitions and dispositions to special due diligence issues and restructuring of energy assets. Among the major deals we have handled are:

• The development, purchase and sale of natural gas, pipeline construction and electric power generation within the United States and between U.S. and Mexican interests, as well as U.S. and Canadian interests.
• Negotiating and preparing agreements to purchase natural gas, refined products and electricity, reserve transmission and pipeline capacity, and develop and install alternative energy sources.
• Project finance transactions on behalf of energy companies and financial institutions in combined cycle, cogeneration, geothermal, coal and hydro projects.
• Proposed mergers of petroleum refiners and marketers and natural gas and electric distribution companies in both the United States and Canada, including extensive litigation and environmental due diligence.
• Negotiating and preparing agreements for merger and acquisition of solar panel manufacturer with facilities in California, Arizona, Brazil and China.

Diversity at Manatt

Manatt considers diversity to be a fundamental component of our institutional identity. As a law firm, we have a professional responsibility, and as individuals, we have a personal responsibility to our respective communities. Incorporating diversity into our culture allows us to enhance the high-quality, creativity and excellence in legal services that our clients have come to expect.

Manatt has invested a significant amount of human and financial resources in our own diversity program. Our philosophy is simple: include women and minority lawyers at all levels of Firm leadership and promote diversity in the legal profession through our support and active involvement in various minority civic and bar organizations.

The mix of our minority and women attorneys has consistently exceeded the national average among the country's top law firms. Our talented mix includes minority and women lawyers serving as heads of offices, members of the firm's Board of Directors and management team, and chairs of some of the firm's most important practice groups.

Inclusive Culture
Our progressive culture allows us to maintain a growing mix of women and minority lawyers, and the results illustrate this commitment.  The American Lawyer ranked our Firm 29th (in the top 12%) on its Diversity Scorecard for the largest 250 law firms in the country for 2009.  Multi Cultural Law Magazine included our Firm on its 2008 lists of the Top 100 Law Firms for Diversity, Top 25 Law Firms for Asian Americans/Pacific Islanders, and Top 25 Law Firms for Openly Gay/Lesbian Americans.

Despite our progress and diversity success, we can do better.  Our challenge extends far beyond exceeding national averages.  Our plan cannot succeed if we focus only on recruiting minority and women attorneys.  The true challenge and measure for achieving success lies in creating and preserving an inclusive environment where our minority and women lawyers will stay, progress, prosper and succeed.  We have implemented a formal diversity program designed to enhance our recruiting and retention of diverse attorneys through an executive mentoring program intended to cultivate personally and professionally meaningful relationships between our diverse lawyers and our partners. 

Our commitment to diversity exists in a living document – a plan – that is concrete, easy to understand and publicly available.  The plan demonstrates to every law school student, lateral associate candidate, lateral partner candidate, recruiter, existing client, and potential client that we are serious about creating a workplace that mirrors the breadth of the communities where we and our clients live and work.

We focus on the following key areas to accomplish our mission.

Targeted Recruitment Effort
At Manatt, recruiting women and minority attorneys does not end on law school campuses. Our recruiting efforts focus on locating talented women and minority lawyers at all levels. At law schools, we seek out and interview students who share our core values in ways shaped and enhanced by their own experience. Manatt's 2005 Summer Program was the most diverse in the Firm's history. Our nine 2005 Summer Associates included two African-American students, three Hispanic students, one Asian-American student and three Caucasian students. Five of these nine students were women.

Mentoring as a Cornerstone
Minority attorneys who join Manatt as new or lateral hires immediately become the focus of a mentoring program. They are paired with senior attorneys who take an active role in encouraging their career development. Mentors actively work with their protégés, helping them form business plans and involving them in firm-wide marketing and development opportunities. Management holds mentors accountable for their roles and their protégés' progress at the Firm, including reviewing their efforts as part of the evaluation and compensation process.

Access to Opportunity
Success is a matter of talent and opportunity. At Manatt, we believe that the key to retaining talented minority attorneys -- and therefore the key to the success of our diversity efforts -- is providing a distinctive experience that offers clear access to professional accomplishment. We provide women and minority attorneys with important responsibilities and leadership opportunities in client development activities, complex litigation, large transactional matters and high-profile community and civic organizations. We also encourage and support minority and women attorneys who take leadership positions within the firm and outside in the community at large.

Long-Term Commitment
We challenge ourselves to make our young lawyers feel valued, involved and invested in the future of the firm. We know that they will eventually occupy the most important financial, management and executive positions at Manatt. Our professionals thrive in an atmosphere that encourages and supports responsibility, ambition, and entrepreneurship. We offer true opportunity equal to individual commitment to success and advancement. That's the history of opportunity at Manatt, where professionals with talent and drive are rewarded with a nurturing, dynamic and energizing climate.

Promoting Diversity
Promoting diversity in the legal profession requires both an investment of money and time. Our women and minority attorneys are prominently involved and hold leadership positions in some of the most important minority civic and bar organizations in the country including:

• Asian Americans of Equality
• Asian Pacific American Legal Center
• Black Entertainment and Sports Lawyers Association
• California Association of Black Lawyers
• California Black Chamber of Commerce
• California Women's Law Center
• Chilean Association of Attorneys
• D.C. Commission on Asian & Pacific Islander Affairs
• Hispanic National Bar Association
• Inner City Law Center
• International Human Rights Committee of the Association of the Bar of City of New York
• Korean American Bar Association
• Korean American Coalition
• L.A. Conservation Corps
• La Raza Galeria Posada
• Legal Aid Foundation of Los Angeles
• Los Angeles Urban League
• National Asian Pacific American Bar Association
• NOW Legal Defense & Education Fund Board
• Southern California Chinese Lawyers Association
• The Association of Women in International Trade
• Women Lawyers Association
• Women's Bar Association of District of Columbia
• Women's Forum of Washington D.C.