Acquisitions Solutions

OTA offers support for your Acquisitions, Divestitures, Mergers, or Trades.

The primary goal in contemporary commercial transactions is to avoid unwittingly assuming the status of a liable party under the environmental laws. There may be massive environmental risks that confront you.

What Liability/Risk are you willing to accept?

ASTM/Limited ASTM Phase I

Environmental Site Assessments

Process to determine whether, and the extent to which, oil and gas leases, rights-of-way, or easements contain environmental defects.

Post-signing/pre-closing.

Review of agency filings, company records, and physical inspection of properties.

Inventory of current environmental documentation.

Visual Inspections of Assets

Physical inspection process to confirm quality, status, usability, etc. of tangible assets being acquired.

Post-signing/pre-closing (but may also be pre-signing).

Very important due to typical waiver/disclaimer in PSA agreement.

Environmental Due Dilligence

Identifying the level of environmental risk ($25,000-$50,000; $100,000-$250,000) will help screen transactions by eliminating those that fail to meet the risk tolerance standard.

Interviews with Landowners, Operators, Field Supervisors, and EHS Personnel

Helps to identify what operations have occurred on the property, past spills and environmental problems, past uses of the property and adjacent property.

Soil and Groundwater Remediation Analysis, Implementation, and Oversight

Environmental Categorical Exclusions

Is the seller willing to permit a detailed inspection of the property (Phase II on identified material defect) associated with the transaction to ascertain its environmental status?

Is the seller willing to give client the right to terminate the transaction in the event client determines the environmental status of the property is unacceptable?

Risk Management

Representations are used to establish the assumed factual basis the parties are relying on in entering a transaction.

Indemnities attempt to allocate the total risk, and related transaction costs, associated with an actual factual development.

Warranties are used to provide for compensation in the event the facts are not as represented.

Indemnities attempt to allocate the total risk, and related transaction costs, associated with an actual factual development.

Phase II Environmental Site Assessments

Performed as follow-up to a defect identified in Phase I.

Includes invasive sampling of surface soil, subsurface soil, sediment, surface water, or groundwater.

Air Permit Review

Environmental Defect Cost Analysis

Prior to closing, an inaccurate representation triggers a condition to closing: the situation must be remedied to comply with the representation or the buyer will not be obligated to go through with the deal.

LOCAL regulatory and compliance support FOR the oil and gas sector. WE HAVE field offices established in THE major basins