Coal

Davis Graham & Stubbs LLP represents companies in all aspects of the coal industry. Our coal specialists include litigators, regulatory advisers, and transactional attorneys.

Coal Industry Transactions include:

Acquisitions and divestitures of operating coal properties and companies, including acquiring distressed assets and liquidating coal companies through bankruptcy proceedings
Due diligence, negotiating and drafting purchase and sale documents
Negotiating and documenting financing arrangements
Long-term coal-supply agreements, including cost-plus, indexed, and market-based pricing contracts

Coal Mining Related Litigation Includes:

Commercial disputes
Coal-supply agreement litigation
Royalty and severance tax issues
Antitrust counseling and representation

DGS coal specialists have represented coal companies in administrative proceedings before state and federal agencies, including defending companies in administrative enforcement actions and assisting companies in the permitting process. We represent coal companies in proceedings before the Interior Board of Land Appeals, Federal Mine Safety & Health Review Commission, Office of Surface Mining Reclamation and Enforcement, Bureau of Indian Affairs, Bureau of Land Management (BLM), and Minerals Management Service.

DGS also advises coal clients on the full range of environmental issues affecting the coal industry, including those arising under the Clean Air Act, Clean Water Act, Resource Conservation and Recovery Act, Surface Mining Control and Reclamation Act, and Toxic Substances Control Act. We have also played an important role in developing deal structures for cutting-edge technologies related to the coal industry, including synfuels, clean coal technology, and power generation projects related to coal development.

Western Coal Transactions: Special Requirements

While coal transactions are similar to other commercial dealings in relation to asset transfer, risk allocation, price determination, etc., there are other issues peculiar to coal transactions – particularly in the West. Coal property purchases or sales – which often involve federal leases – present other complexities, including issues with lease transfer and ownership limitations, developing the Mine Plan, bonding, and regulatory compliance under the full suite of environmental laws, plus SMCRA, MSHA, MMS, and BLM regulations.

Representative Experience

Represented a major western coal company in the sale of its Colorado mine through a creative, tax efficient, limited recourse financing and Rule 144A bond offering structure utilized by the buyer. The sale combined tax, coal, securities, mergers and acquisitions, and public lands expertise.
Represented a financial buyer in the leveraged acquisition of two major operating Powder River Basin coal mines. Negotiated all aspects of the purchase agreement, debt financing documents, and permitting documentation.
Represented the majority shareholder in the liquidation of a coal company through a bankruptcy proceeding followed by a structured dismissal of the company after the disposition of the assets.
Represented a clean coal technology company in a series of transactions involving implementation of advanced NOX and mercury reduction technology at numerous power plants across the U.S.
Represented a major international company acquiring a large western coal-producing property, with checker-board ownership of fee, state and federal lands.
Represented Peabody Western Coal Company in a challenge brought by the Navajo Nation, which sought to overturn a decision by the Office of Surface Mining (OSM) to terminate jurisdiction over a portion of Peabody’s Kayenta Mine.
Represented a NYSE-listed energy company in a commercial transaction with Arch Coal, to optimize the mine plan and accelerate the development schedule for a planned mine in Wyoming’s Powder River Basin. The entities exchanged blocks of Powder River Basin reserves to optimize each company’s mine plans, and the client purchased rail, loadout, and surface facilities, “box cut” mine development infrastructure, and other assets.
Represented a western coal producer in negotiating a series of agreements relating to the construction of a load-out facility, and related long-term coal supply and transportation agreements.
Represented a U.S. coal company in selling two mines in the Powder River Basin.
As part of a coal-company rulemaking proceeding before the Colorado Water Quality Control Commission, DGS successfully obtained revised water quality standards for a stream segment receiving treated effluent from one of our clients’ coal mine operations.
Represented a Fortune 500 power utility in its divestiture of its coal operations in three Western states.