Energy Synergy: Melding the Green Economy and the Law

10/22/2009

Alternative energy issues aren’t just for the mega-firms and Fortune 500 companies anymore. Green business is a trend that is integral in the economic recovery. This seminar is designed for businesses – from small to large – and their owners and managers, bankers, financers, attorneys, CPAs and other trusted advisors. The seminar is being presented by Minnesota CLE on Tuesday, December 8, 2009. Brad Lehrman of Lommen Abdo is course-chair of this green event.

A myriad of issues touching all business, including:

intellectual property, corporate governance, tax issues, policy decisions,

legislative outlooks, investments, putting together a deal,

will be presented by experts in varied areas. Seminar experts include attorneys, bankers, entrepreneurs, scientists, venture capitalists, policy analysts and other business people who are – or want to be – turning green.

Click on this link to register for the event.  For more information, contact Brad Lehrman at 612-336-9317 or blehrman@lommen.com.


Schedule

8:30 to 9:00 a.m.	Check-in & Continental Breakfast
9:00 to 9:15 a.m.	What’s the “Energy Synergy”? Seminar Chair Brad Lehrman of Lommen Abdo will offer a bird’s eye view of what’s happening on the national and state fronts with the green economy – and what that information means for energy related businesses and those who represent them. – Bradley H. Lehrman
9:15 to 10:25 a.m.	Wind Energy Part I: Wind Energy Development – the Ultimate “Chicken and Egg” Process This irreverent and fast-paced presentation will cover, in top line fashion, many of the especially challenging “chicken and egg” issues that wind developers face. Several of the key wind development steps are intertwined and dependent on other steps, necessitating changes and accommodations during the process. This presentation will offer helpful advice as to how to make the best of these challenging situations and how to prioritize resources and activity. – Jeff Wright
	Part II: The Anatomy of a Wind Deal – Panel Discussion With a panel of wind experts from development, construction, finance and legal, this panel will explore in depth many of the critical aspects of successfully completing a wind project. The panel will review such early stage steps as land control, environmental issues and local and state permitting. Later stage development steps to be discussed will include interconnections, Power Purchase Agreements, and turbine selections. Project finance will be covered with a special emphasis on lender and investor requirements. Finally, post-construction issues such as operations and maintenance will be discussed. – Sean Flannery, Thomas P. Harlan & Clayt Tabor – Mason V. Sorenson, moderator
10:25 to 10:40 a.m.	Re- Energizing Time! (15-minute break)
10:40 to 11:10 a.m.	Federal Cap and Trade: Macro Overview and Primer on the Elements A title-by-title summary of the federal cap and trade legislation, describing the components and their possible impacts. Ms. Hamilton will also provide a compilation of the best analyses of the legislation and outline the leading items being negotiated by the United States and 192 other nations at the international climate change conference of parties in Copenhagen, December 6 – 16. – J. Drake Hamilton
11:10 to 12:00 p.m.	Funding Sustainable Development: Avoid the Top 10 Mistakes Others Make From green jobs to smart grids and from solar incentives to energy efficiency, there may be a financial program out there for your clients. Federal, state, and local policy makers are focusing on initiatives to promote the creation of sustainable development practices and renewable energy adoption. We will present strategies on how to package a project, where to look for financial support and provide a “top ten” list of common mistakes that clients are making as they pursue government support. – Teresa Kittridge & Jeremy Kalin – Richard G. Overmoyer, Jr., moderator
12:00 to 1:00 p.m.	Re-Fueling Time! (Lunch – on your own)
1:00 to 1:55 p.m.	Clean and Green: A Sensible Approach to IP Protection for New Energy Innovation The need for clean and green energy has driven technical innovation – and the new technologies are bearing fruit. While these improvements surely benefit society with more efficient power generation, management and delivery, companies generating the tech (whether startup or major utility) need cost-effective and nimble strategies to protect the resulting intellectual property. We will walk through common sense patent strategies for energy tech initiatives and look at real world stats in the areas of wind, solar and smart grid IP protection. – Ernest W. Grumbles III & Robert A. Kalinsky
1:55 to 2:35 p.m.	Governing Green – The Use of “Green Policies” in Corporate Strategy (Or…Did Your Client Make the Newsweek 100 Green Rankings?!) Companies both large and small are engaging in efforts to look at their environmental footprint and are adapting board level “green policies” to demonstrate their commitment to energy efficient practices. This discussion will highlight the benefits and challenges of these eco-friendly policies and provide tips for implementing an organization wide sustainability strategy. – Robert P. Abdo & Kim Carlson
2:35 to 2:50 p.m.	Re-Energizing Time! (15-minute break)
2:50 to 3:35 p.m.	Cleantech Investments – The Role of Private Equity The purpose of this panel discussion will be to address investments in clean technology and renewable energy from three different perspectives: that of the entrepreneur and business person, that of the venture capitalist, and that of the investment banker. Panelists will each offer their thoughts, followed by questions from the moderator and then questions from the audience. – Hema Gunasekaran, Mike Jerstad & Jim Millis – Bradley H. Lehrman, moderator
3:35 to 4:30 p.m.	Taxing Alternative Energy Investments This presentation will provide an overview of the American Recovery and Reinvestment Act of 2009 with an emphasis on the tax aspects of alternative energy investments. What qualifies, what are the limits, what guidance is available and what are the open issues? A case study incorporating the application of these issues will also be presented. – Thomas F. Dougherty & Lawrence H. Mohr

Course Chair
Bradley H. Lehrman, Lommen Abdo (Minneapolis)
Brad Lehrman is an “entrepreneurial venture attorney,” focusing on business law, venture management, corporate finance services for private emerging growth companies, and investor relation services. After many years as a business advisor (Portage Capital), a venture capital fund manager (Portage Equity Investments), a board member and a business lawyer, he now leverages his unique business and legal perspectives to counsel and advocate for his clients. Lehrman counsels a broad array of companies with products and services, in software, medical devices, biotech and health sciences, telecommunications, publishing, semiconductor technology and information technology. As an insightful businessman who just happens to be an attorney, Lehrman knows how to assemble the right team to help an emerging business develop and grow. He is able to create a team of Lommen Abdo attorneys with intellectual property, employment, tax, securities and other legal expertise to serve each client’s particular needs. He offers not only legal services, but an overall business strategy that fosters his clients’ growth. Brad also has served for the past thee years as a judge for the Minnesota Cup, a state-wide business plan competition.

Faculty
Robert P. Abdo, Lommen Abdo (Minneapolis)
Bob Abdo is co-chair of Lommen Abdo’s Business Law group. He concentrates his practice on securities, real estate, estate planning and business and corporate law matters, including mergers and acquisitions, employment, contracts venture and other financing. His clients include individuals and small and medium public and privately held businesses. He is a long-time member of the Hennepin County Bar Association’s Securities, Corporate and Real Estate sections; the Minnesota State Bar Association’s Blue-sky, Corporate, Real Estate, Banking and Business Law and Entertainment Law sections and the Tax, Finance and Securities committee of the Art and Entertainment Law section; and the American Bar Association’s Business Law, Real Property, Probate and Trust sections. He is perennially included on the list of Minnesota Super Lawyers®.

Kim Carlson, EarthSmart Consumer Certified (Minneapolis)
For over 25 years, Kim Carlson has been building companies that make a difference. She is founder of five companies that are based on sustainability. As the owner of Cities Management, she was a pioneer in the green housing movement in the early 90’s and has consulted to corporations, universities, governments and consumer groups on socially responsible business and green consumerism. In 2009 F & W Media asked her to provide her formula for green business success in a book, “Green Your Work.”  Kim is also the trusted voice for consumers who are learning about being green. Reaching over 50 million consumers per year, Kim can be seen and heard as a frequent eco-expert on national talk radio and network television. She writes the Footprint blog about the pleasures and challenges of green living for the Minneapolis StarTribune. She hosted a weekly national radio show called Living the Green Life and is a guest writer for many national magazines and blogs about green living and working. Kim’s latest business is EarthSmart Consumer Certified, a green seal of approval that defines and authenticates green consumer products for retailers, brands and the consumer. Products with the EarthSmart seal of approval have been through a rigorous third-party environmental audit at the factory level to assure that they meet our standards of environmental and social compliance. Expect to start seeing the seal on products in stores in late 2010.

Thomas F. Dougherty, Lommen Abdo (Minneapolis)
Tom Dougherty provides advice on managing all of the legal needs of his clients including advice on enterprise formation and structure, all daily operational and governance aspects of the business organization, real estate leasing, real and personal property financing, real estate sales and acquisitions, employee compensation issues, purchase and sale of business organizations, structuring member or shareholder agreements, succession and estate planning with respect to business enterprises, individual and business income tax planning, tax-free reorganizations, tax-exempt organizations, tax controversy issues before the Internal Revenue Service and state agencies and other tax matters. Dougherty focuses his practice on the needs of closely held businesses and entrepreneurs. He previously served the private business sector where he served as general counsel for a closely held company with sales throughout North America. Dougherty brings this expertise to his clients serving as the “outside” general counsel for business clients providing them with prompt, responsive and cost effective advice.

Sean Flannery, Tetra Tech EM, Inc. (Bloomington)
Sean Flannery is a Project Manager and Environmental Consultant with Tetra Tech, Inc. Tetra Tech is a $2 billion environmental and engineering consulting firm that extensively supports renewable energy projects through the development, construction and operational phases of a project life cycle. He has over eight years of experience working on public and private sector projects, including wind energy development projects, NEPA reviews, sustainable planning initiatives, due diligence assessments, brownfield redevelopments and brownfield grant reviews for the U.S. EPA. He has managed wind energy and electrical transmission line projects through the siting, environmental due diligence, and permitting stages of development. Flannery earned a B.A. degree in Natural Science with a minor in Environmental Studies from Saint John’s University. He completed his M.S. degree in Urban and Regional Planning from the University of Minnesota’s Humphrey Institute with a concentration in sustainability planning and community economic development.

Ernest W. Grumbles III, Merchant Gould (Minneapolis)
Ernest Grumbles is a trial attorney and has handled numerous intellectual property disputes in federal courts around the United States, including patent litigation related to semiconductor wafer inspection tools, medical devices and electronic gaming equipment, and trademark enforcement for national consumer brand companies. Grumbles just second-chaired a four-week patent infringement trial in spring 2009 in the District of Minnesota for a wafer inspection client, handling several witnesses on direct and cross-examination, including damages experts. The matter, still pending, resulted in a jury verdict for the client in excess of $6 million and a rejection of defendant’s invalidity allegation. Grumbles was co-lead counsel in a copyright infringement lawsuit related to the Baltimore Ravens Super Bowl ring, a matter which settled favorably on the eve of trial. IP/innovation counseling and portfolio development are also important parts of Grumbles’ practice. He is a strategic IP counselor to several startup and early-stage enterprises, assisting them in recognizing IP assets and developing a pragmatic approach to protect and enforce those assets. Current technology focuses include interactive web applications, location- and mobile-based services, green-tech food/drug coatings and IC/wafer inspection. Grumbles is currently working on an initiative to promote innovation in Minnesota.

Hema Gunasekaran, Piper Jaffray (Minneapolis)
Hema Gunasekaran is a vice president and member of the Clean Technology and Renewables Team. She is focused on providing investment banking and mergers and acquisitions advisory services to companies in the alternative energy and clean technology industries. Her transaction experience includes equity and convertible debt offerings for public and private companies, in addition to providing advisory services in mergers and acquisitions. Prior to joining Piper Jaffray in 2002, Gunasekaran worked as regional auditor, Asia Pacific for United Technologies Corporation (UTC) based in Singapore. Prior to UTC, Gunasekaran worked as finance manager, South East Asia for Perot Systems Corporation based in Singapore and India. Gunasekaran graduated from Madras University, India and received a Master in Business Administration degree from Harvard Business School. She is also a Chartered Accountant.

J. Drake Hamilton, Science Policy Director, Fresh Energy (St. Paul)
J. Drake Hamilton directs the Global Warming Solutions program of Fresh Energy; her responsibilities include scientific analysis, policy development, and advocacy of clean energy solutions to global warming that will maximize economic opportunities for the Midwest. Each year, she gives more than 100 invited presentations on climate change science, impacts, and solutions at the scale of the problem. Her recent audiences around the country include the U.S. Environmental Protection Agency, Xcel Energy, Target Corporation, UBS Warburg, Boston Scientific, UnitedHealthCare, Toro and Great River Energy. Hamilton earned undergraduate and graduate degrees in physical geography from Dartmouth College and the University of Minnesota, with an emphasis on climatology and water resources. She was formerly assistant professor at the George Washington University. Hamilton was awarded an international leaders fellowship in 2005 from the European Union, and used that award to study global warming policy solutions. She serves on the boards of the U.S. Climate Action Network and U.S. Green Building Council, Mississippi Headwaters Chapter.

Thomas P. Harlan, Madigan, Dahl & Harlan, P.A. (Minneapolis)
Tom Harlan, a founding partner of Madigan, Dahl & Harlan, P.A., has an active practice in commercial law and litigation focusing on business, construction and real estate law. He serves as counselor to a variety of small to medium-size businesses advising them on all aspects of business law from choice, formation, and capitalization of entities, to consulting and negotiating various contracts and agreements, and finally representing these clients and their needs in courts across the country.

Mike Jerstad, PrairieGold Venture Partners (Sioux Falls)
Mike Jerstad is a Partner at PrairieGold Venture Partners where he oversees all aspects of the firm’s investment activities, from sourcing, structuring and negotiating investments to serving as a board member for portfolio companies. He currently serves on the boards of Grand Prairie Foods, Chronix Biomedical, PetMedicus Labs and Orasi Medical. Prior to joining PrairieGold, Mike worked in Piper Jaffray’s Healthcare Investment Banking Group in its Minneapolis and San Francisco offices, specializing in merger and acquisition advisory services and public and private equity financing. Before Piper, Mike was an attorney at Briggs and Morgan, P.A. in Minneapolis, specializing in business litigation, employment law and contracts.

Robert A. Kalinsky, Merchant Gould (Minneapolis)
Rob Kalinsky practices intellectual property law, including both patent prosecution and litigation. The patent prosecution aspect of his practice has a concentration in the electrical and mechanical arts, including an emphasis in software and biomedical device patents. Kalinsky helps clients of all sizes to strategically grow their patent portfolios. He has experience helping individuals and companies develop patent strategies. He has particular expertise in preparing and prosecuting software and business method patents. He has helped many clients patent internet-based and financial innovations. Kalinsky understands the unique issues surrounding these technologies and helps his clients think strategically when seeking to protect core business processes. Before practicing law, he was a software engineer for MCI Telecommunications, working on the design and integration of sophisticated calling card platforms.

Jeremy Kalin, Minnesota House of Representatives (North Branch)
Jeremy Kalin is a second-term state legislator from North Branch, Minnesota. Rep. Kalin’s signature legislative achievements include chief-authoring in his first term the nation’s strongest Energy Efficiency and Conservation standard – the cornerstone of the historic Next Generation Energy Act of 2007, and chief-authoring the most comprehensive Military and Overseas Voting Act in the country. For his work on the Minnesota House Energy Committee, Rep. Kalin has been named a Legislative All Star by Fresh Energy Minnesota and earned the Inspiring Efficiency Leadership Award from the Midwest Energy Efficiency Alliance. Rep. Kalin has anything but a typical political background, with a Bachelor of Fine Arts degree from the University of Minnesota, and graduate studies in architecture at the University of New Mexico school. Kalin currently attends William Mitchell Law School in St. Paul where he will complete his J.D in December 2009.

Teresa Kittridge, Executive Director, Minnesota Renewable Energy Marketplace (Waconia)
With a background in the private and public sector, Teresa Kittridge most recently was an Executive at Coughlan Companies as President of two publishing companies, was the Director of National Policy Programs in Washington D.C. for Rural Policy Research Institute and served as an Officer of the Minnesota House of Representatives for 20 years. Kittridge has a B.A. in Business Administration and an M.A. in Organizational Leadership. She lives in Waconia and is Chair of the School Board.

Jim Millis, Chemurgix, LLC (Plymouth)
Jim Millis is a consultant in industrial biotechnology and biobased chemicals. He previously served as CEO of Draths Corporation, a venture-backed biobased chemicals company until early 2009. Prior to joining Draths, Millis served several technical and business leadership roles at Cargill, Maxygen, Bio-Technical Resources and Novozymes. Millis has a B.S. in Chemical Engineering from Cornell and an M.S. in Chemical Engineering from the University of Pittsburgh.

Lawrence H. Mohr, Baker Tilly (Minneapolis)
Larry Mohr, Tax Partner in the Commercial Services Group, has been with Baker Tilly Virchow Krause, LLP since 2007. Mohr has public accounting experience since 1986. He is a trusted business advisor who works closely with owners, investors and executive management to develop and implement corporate strategies that enhance business growth. He identifies business and tax planning opportunities for clients and advises clients on federal and state flow-through and corporate tax issues with an emphasis on strategic planning and risk management. He also develops tax strategies with respect to mergers, acquisitions, conversions and dispositions.

Richard G. Overmoyer,Jr.; GSP Consulting (Pittsburgh)
A Principal of GSP Consulting and Director of GSP’s Economic Architecture practice, Rich Overmoyer is a thought-leader and a veteran of technology-based economic development. Having served as the Deputy Secretary for Technology Investment in the Commonwealth of Pennsylvania, his depth of experience across academia, venture capital, economic development, government and business is unparalleled.

Mason Sorenson, Midwest Wind Finance (Minneapolis)
Mason Sorenson joined the Midwest Wind Finance team in 2007 as its Director of Legal Affairs & Projects. Mason has had a passion for wind energy for years and worked for a wind power development company in 1993-94. He has a great experience working with growing, entrepreneurial companies, serving in a project management and operations management role. He is also a licensed attorney. Sorenson provides project management for Midwest Wind Energy’s active projects, much of which includes legal due diligence work.

Clayt Tabor, Director of Finance, Midwest Wind Finance (Minneapolis)
Clayt Tabor joined Midwest Wind Finance in 2008 and brings a wealth of structured finance background to the firm. Tabor has 23 years experience in corporate, structured finance, and fixed-income securities trading. He is a former head of mortgage securities trading for Piper, Jaffray, & Hopwood, Inc. in Minneapolis and was a founder and Director of Servicing at Tax Lien Resources Group, LLC, (“TLR”), the tax lien acquisition and servicing agent for GMAC/RFC. While at TLR, Tabor built a $32 million portfolio. His responsibilities at MWF include working with financial sources to obtain funding for developers and landowners, working closely with project development staff to meet project benchmarks. Tabor earned a B.A. in physics from San Diego State University, with an emphasis in meteorology and aerodynamics.

Jeff Wright, President, Midwest Wind Finance (Minneapolis)
Following a long-time interest in renewable energy, Jeff Wright joined Midwest Wind Finance in 2006. He has over 25 years of senior level experience in marketing, advertising and sales. He has been President of three successful advertising/marketing agencies in Minneapolis including Periscope, the area’s sixth largest agency. In addition to his marketing experience, Wright has a solid financial and accounting background. He had direct P&L responsibility at all the agencies he managed and he was also involved in several complex agency ownership transactions. Wright manages Midwest Wind Energy, works with several portfolio projects and leads MWF’s capital raising activities.