Jennifer C. Cornejo

Prior to joining Golden Flag, Jennifer was involved in the following matters:

Environmental Counseling, Transactions, & Permitting:

• Counseled a major global investment banking firm regarding potential environmental risks associated with the ownership, storage, and transportation of natural resource commodities at the parent and subsidiary levels.
• Advised one of the largest investment banks in the world on management of environmental risks in connection with potential conversion of idled oil refinery to biodiesel production facility.
• Assisted one of the largest investment banks in the world in drafting comments to the Board of Governors of the Federal Reserve System on the Advance Notice of Proposed Rulemaking on Complementary Activities, Merchant Banking Activities, and Other Activities of Financial Holding Companies Related to Physical Commodities.
• Assisted in advising a shipping company on managing potential environmental risks associated with spills of oil, pet coke, and various other commodities to federal and state waters.
• Represented leading private markets asset management firm on environmental matters in connection with its acquisition of a refinery, terminal, and related railcar fleet in the Pacific Northwest.
• Advised leading private markets asset management firm on several complex environmental permitting matters associated with the $9.5 billion formation of one of the largest independent power producers in the U.S., through a spin-off and concurrent combination with a merchant power generation business and associated debt financings, including New Jersey Industrial Site Recovery Act requirements.
• Advised on complex environmental permitting issues and other environmental matters involved in a leading private markets asset management firm's $400 million acquisition of three coal-fired generating plants located in Maryland.
• Represented midstream natural gas company in its $614 million acquisition by an independent oil and gas company.
• Represented a large international energy company in the spin-off of its California oil and gas business into an independent and separately traded company.
• Advised various purchasers on air compliance, water procurement, and potential remedial liabilities in connection with acquisitions of power generating facilities in the U.S.
• Advised former paper mill operator on management of potential CERCLA and Texas Solid Waste Disposal Act liabilities related to third-party owned waste disposal site.
• Advised various upstream and midstream companies on compliance with requirements under RCRA, the RCRA exemption for exploration and production wastes, and state beneficial use requirements.
• Counseled upstream and midstream entities on environmental requirements for treatment and disposal of waste water from shale operations, and negotiated agreements regarding the treatment, transportation, and disposal of produced water.
• Negotiated access agreements on behalf of several clients for site investigation work and counseled on management of potential remedial liabilities identified during investigations.
• Negotiated agreements on behalf of a wetlands mitigation bank related to permittee-responsible mitigation and the purchase and sale of wetlands mitigation credits.
• Advised energy, industrial, and commercial clients on environmental matters related to acquisitions, divestitures, financing, equity and debt offerings, and development projects.
• Represented securities underwriting firms and issuers on environmental matters in connection with tens of billions of dollars of securities offerings.
• Advised produced water and flow back treatment facility on compliance with requirements under the RCRA, the RCRA exemption for exploration and production wastes, and state beneficial reuse regulations in the Marcellus region.
• Advised exploration and production company in connection with permitting strategy for disposal of drill cuttings and other oilfield wastes.
• Represented former owner of midstream company following sale in the defense of environmental indemnification claims related to air permitting and compliance matters, state remediation standards, and Process Safety Management requirements.
• Counseled power plant purchaser on New Jersey Industrial Site Recovery Act requirements, including scope of site investigation and site closure criteria.
• Advised a midstream company in its $180 million acquisition of gas-related midstream assets.
• Advised a private equity firm in its $3.5 billion takeover agreement for a major oil and natural gas pipeline company.
• Advised a large independent oil and natural gas exploration and development company in its $5 billion sale ($13 billion total enterprise value) to a major multinational oil and gas company.
• Advised a midstream company in the acquisition of a solar development project in Hill County, Texas.
• Advised midstream and utilities infrastructure company in its sale of two biomass plants to a power generation and infrastructure company.
• Advised midstream corporation in connection with agreements to sell its refined products and crude oil storage and terminaling facilities for approximately $160 million.
• Advised leading national distributor of aftermarket parts for the U.S. heavy-duty truck industry in its sale to private equity firm.
• Advised leading offshore energy company in connection with a series of definitive agreements to acquire a broad portfolio of U.S. Gulf of Mexico producing assets, exploration prospects and acreage for $640 million.
• Advised the conflicts committee of the board of directors of the general partner of a transportation and midstream company in connection with the company's agreement to acquire a 50% interest in a pipeline project for approximately $75 million.
• Represented private investment firm and its portfolio company in the acquisition of a global distributor of shower related products.
• Advised a publicly-traded special purpose acquisition company in connection with a definitive agreement for a business combination with a premier U.S. residential solar financing platform that will become a publicly listed company.
• Advised independent oil and gas producer in its $465 million acquisition of an independent oil and gas exploration and production company, a new $400 million term loan, and a concurrent $115 million equity financing.
• Advised independent oil and gas company in connection with the formation of a $500 to $550 million drilling partnership with an investment fund.

Land Use & Natural Resources Counseling:

• Represented a residential home developer in a citizen suit involving allegations of wetlands destruction without a permit from the U.S. Army Corps of Engineers under the Clean Water Act.
• Advised on environmental aspects of preparing, filing, and prosecuting certificate applications at the Federal Energy Regulatory Commission involving new and expansion projects for major interstate natural gas pipelines, including compliance with the National Environmental Policy Act, the Clean Water Act, and the Endangered Species Act.

Environmental Litigation & Toxic Tort:

• Represented an oil and gas producer in civil litigation involving allegations of soil and groundwater contamination, and claims of trespass, nuisance, and breach of contract resulting from oil and gas exploration activities.
• Assisted in representing a major international mining company in a class action and a companion personal injury case arising from historical operations of a metal smelting facility, involving allegations of soil and groundwater contamination and claims of nuisance, trespass, and strict liability, and remedies including damages to real property and injunctive relief in the form of additional environmental cleanup.
• Represented a residential home developer in a citizen suit involving allegations of wetlands destruction without a permit from the U.S. Army Corps of Engineers under the Clean Water Act.
• Represented an oil and gas producer in a civil lawsuit involving allegations of soil and groundwater contamination from oil and gas activities and seeking enforcement by the state environmental regulatory agency.

Enforcement Defense:

• Defended an oil and gas operator in the Gulf of Mexico against criminal prosecution related to oil spills and NPDES compliance reporting.
• Represented and oil and gas company in negotiating an Administrative Order by Consent with the Colorado Oil and Gas Conservation Commission to resolve alleged violations of final site reclamation rules at three former well sites in Colorado.
• Represented an energy company regarding a governmental inquiry relating to an explosion at an offshore facility.
• Routinely counseled upstream, midstream, and a variety of other industries on the performance of environmental, health and safety compliance audits under federal and state audit statutes, regulations, and policies, with particular experience in Colorado, Illinois, Oklahoma, and Texas.

Environmental Consultant, 2007–2010

• Provided site assessments, permitting, regulatory compliance, and natural resources expertise for energy-related capital development and compliance initiatives relating to Federal Energy Regulatory Commission-regulated pipelines, midstream oil and gas pipelines, LNG terminals, and electric transmission lines throughout North America.