Our transactional practice involves some of the most interesting and cutting-edge transactions in the country.
Bringing the World Renewable Energy Resources
The Firm, led by partners Tal Finney, Glenn Weinman, and Associate Shaune Arnold, continues to represent Iceland America Energy LLC (IAE) as IAE continues to develop geothermal renewable energy projects aimed at bringing clean energy to market. IAE brings world class technical expertise and over 100 years of experience in geothermal energy to the North American market. Iceland, the most renewable country in the world, heats over 90% of its homes and businesses with clean, geothermal power, and is the worldwide leader in sustainable geothermal power development and in designing, constructing, and operating the plants. In recent months, the Firm has represented IAE in connection with the following projects:
Kawerau Geothermal Project—New Zealand
The Firm represented IAE in securing a joint venture agreement with the Hawaiian-based Innovations Development Group to develop the Kawerau Geothermal Project on Maori lands in New Zealand.
The project is slated to generate 50 megawatts of clean power for the New Zealand grid, thus helping to reduce greenhouse gas emissions, while also empowering the indigenous people of New Zealand, the Maori, through responsible, eco-friendly economic development.
IAE’s partnership with the Innovations Development Group will lead to additional geothermal power plant developments in New Zealand, Hawaii, and throughout Polynesia.
Mammoth Lakes District Heating System—Mammoth, California
The Firm represented IAE in securing memoranda of understanding with Mammoth Mountain Ski Area, Chadmar Development, the Town of Mammoth Lakes, and the Mammoth Community Water District to develop the first Icelandic-designed geothermal space heating district in the Western Hemisphere. Mammoth Mountain is one of America’s best known ski resorts whose homes and businesses are currently heated by fossil-based propane.
The Icelandic system will provide heat for homes and businesses, snow-melting for key intersections and sidewalks, and hot water that can be used for spas, greenhouses, and fish farms, among many other uses.
Imperial Geothermal Projects—Imperial County, California
The Firm represented IAE in securing agreements to develop five additional geothermal power plant projects near the Salton Sea in Imperial County, California. These plants, potentially totaling over 500 megawatts, will supply California utilities with much needed clean power to assist them in meeting their Renewable Portfolio Standard and Greenhouse Gas Emissions Reductions requirements under California law.
Imperial County has been widely recognized as a geothermal energy center in the United States.
Bringing Europe’s Top Landfill Conversion Developer to the U.S. Markets—Santa Barbara County Municipal Solid Waste Conversion Facility, Santa Barbara County, California
The Firm, led by Tal Finney, Tim Swickard, and Associate Emily Atherton, represented Herhof California, LLC, Herhof GmbH, and Helector, S.A., in being short-listed by Santa Barbara County to develop a 300,000 ton per year municipal solid waste conversion facility.
The Herhof “Stabilat” facility would literally replace the Santa Barbara County landfill for the purposes of municipal solid waste disposal. While Santa Barbara County boasts one of America’s highest landfill diversion rates of 69% (California law requires a 50% diversion rate from all jurisdictions),
Herhof Stabilat facilities have diversion rates of over 95%. If Herhof wins the ultimate bid, it will be the first such facility of its kind in the Western Hemisphere. The Firm is also representing Herhof in several other such bids throughout the U.S., the Pacific Islands, and the Caribbean.
Obtaining Justice for a Minority Shareholder
John Lawrence and Glenn Weinman successfully advised a minority shareholder in obtaining a buyout of the shareholder’s interest in an entertain-ment software corporation. The facts at issue involved significant corporate and shareholder rights disputes.
Advising Entrepreneurs in Bringing Innovative Products to Market
Glenn Weinman and Associate Shaune Arnold represented Inspired Products Group, LLC in successfully obtaining start up capital through a private placement. Inspired Products Group engages in the development, manufacturing and sale of child safety products, specifically child safety automobile seats. The Firm continues to advise Inspired Products Group on various legal issues, including human resources, licensing, and vendor relations.
Bringing Educational Services to the Entertainment Community
Glenn Weinman, on behalf of Real Useful Information, Inc., a provider of executive education and coaching services, negotiated a memorandum of understanding between the Corporation and the University of Southern California. Under the MOU Real Useful Information agreed to work with USC to jointly provide coaching and educational resources to the entertainment community.
Expanding a National Client’s Operational Facilities
Glenn Weinman and Associate Shaune Arnold represented American Mechanical Services, a national HVAC concern, in the multi-million dollar purchase of operating facilities for its Southern California operations. The Firm represented American Mechanical Services in both the real estate negotiations with the seller and financing negotiations with the secured lender.
Assisting in Our Client’s Expansion of Its Campus Facilities
The Firm represented Columbia College Hollywood (CCH) in its acquisition of a building adjacent to CCH's campus. The building will be used to expand CCH's campus and to allow increased enrollment. This acquisition involved the in-depth review of environmental surveys, and the negotiation of rights and responsibilities of the parties with respect to any contaminants that may be found on the acquired property in the future. Glenn Weinman and Associate Shaune Arnold provided the representation in this matter.
Representing Big House Entertainment in Completing Phase I in the Development of a Major Motion Picture and Television Studio
Tal Finney, John Lawrence, and Shaune Arnold continued to represent Big House Entertainment, assisting them in completing Phase I of their potential development of the first major motion picture and television studio from a Greenfield in over 70 years. The project is slated to be over $100 million in size and will have state-of-the art new media facilities. The Big House team is exploring the development of over four more such facilities, as well as the formation of a new television network. The Firm serves as outside legal counsel to Big House as it continues with its entertainment production development.
Representing TST, Inc. in the Development of California’s First Industrial Fuel Cell Project
Richard Dongell and Josh Levine served as transactional and regulatory counsel for TST, Inc., a major vertically integrated U.S. processor of secondary aluminum ingot and related products, in the development and construction of the first fuel-cell generation system for an industrial facility in California. The Firm assisted TST and the California Cast Metals Association in obtaining financing for the project through grants from the California Self-Generation Incentive Program, the South Coast Air Quality Management District, and the U.S. Department of Defense. This project, which was officially opened at a ribbon-cutting ceremony held in October 2006, has been recognized as a groundbreaking step forward in the use of nearly zero-emission energy sources for the production of electricity.
Representing Regnus Activist Equity Fund in $50 Million Reverse Merger Limited Partnership
The Firm was recently retained as the transactional law firm to create the Regnus Activist Equity Fund, a $50 million equity fund focused on reverse mergers. The Regnus Fund’s general partners have over 20 years experience in reverse mergers, having successfully executed over ten such major transactions with extremely high rates of return for its investors.
Representing Kennedy Wilson in Establishing a New Real Estate Fund
The Firm served as transactional legal counsel to Kennedy Wilson’s Bay Area Smart Growth Fund II. The Fund is a double-bottom line real estate fund that invests in high return real developments in low income communities. The Firm has also represented Kennedy Wilson in its Real Estate Development Fund I, assisting them in raising $200 million from public pension funds. Kennedy Wilson has two decades of experience in developing value-added projects across the country.
Assisting Software Client to Streamline New Sales
One of the Firm’s software development clients was spending a significant amount of time signing up new customers because each potential customer wanted to “re-write” the sales contract or, even worse, bring in their own lawyers to review and comment. Delay and expense was being added to the sales process which the client wanted to eliminate. Molly T. Shields worked with the client to reformat the sales contract, enhancing presentation of the most relevant terms and conditions to the transaction. The result has been that new customers are focusing on the business issues and signing the sales contract without attempting to re-negotiate the sale. This means faster and more efficient sales for the Firm’s client.
Representing Shareholder in Sale of Business
Molly T. Shields and Glenn Weinman represented the owner of a multi-location preschool provider in a sale of the business to a leading, national operator of private preschools, elementary and middle schools. The transaction, a stock sale with total consideration exceeding $11 million, transferred ownership of the preschools to a publicly traded corporation. Our client’s management team was maintained and the smooth transition has allowed our shareholder client to continue the operation of the business, obtain significant return on investment and pursue new ventures.
