We have assisted BlueTarp Financial Inc., a leading provider of credit and transaction information services to the building materials industry, with numerous rounds of capital raising, including a $15 million Series D Convertible Preferred Stock issuance led by Long Ridge Equity Partners and including existing investors Trinity Ventures, Highland Capital Partners and Flybridge Capital Partners. This was paired with an expansion of its senior secured working capital line of credit. We have also assisted BlueTarp with their related technology and retail financial regulatory needs.

We assisted Sprague Operating Resources with the $22 million acquisition of the natural gas marketing and electricity brokerage business assets of Metromedia Gas & Power, Inc. and its subsidiaries.

On behalf of our client, the Markley Group, we successfully negotiated a $240 million syndicated bank financing package with TD Bank. Markley Group is New England's largest and longest operating multi-tenant, mission-critical telecommunications and data center facility.

Pierce Atwood served as lead counsel to Casella Waste Systems in its $47 million acquisition of waste disposal assets in western Massachusetts and Albany, New York from publicly traded Republic Waste and its affiliates.

Represented Brascan Corporation/Great Lakes Hydro America (publicly traded real estate and power generation company headquartered in Toronto) in the acquisition out of bankruptcy of paper mills in Maine from Great Northern Paper Company. $140 Million Acquisition of Paper Mills (Bankruptcy District of Maine)

We represented the Town of East Millinocket, Maine in its acquisition of the East Millinocket mill, the former Great Northern Paper Co. LLC mill site. The acquisition was the culmination of over a year and half of work by town leaders and a variety of agencies to buy the property.

Assistance and counsel on acquisition and development of new groundwater sources.

We assisted Advantage Capital Partners in organizing and establishing a NMTC-based pooled loan fund under the federal and State of Maine new markets tax credit programs. Through the pooled loan, Advantage increased its investment power and positioned itself to help more business grow. We assisted with the subsequent $10 million debt, convertible debt, and equity investment in a veterinary pharmaceutical company. We also assisted with a $27 million investment in a manufacturer producing merchandise displays systems.

We helped Massachusetts and California based Advanced Cell Technology grow from an angel-backed start-up through several venture rounds and ultimately to a publicly traded platform. Advanced Cell Technology is one of the world’s leading companies commercializing stem cell cloning technologies. We helped Advanced Cell with multiple rounds of private and ultimately public capital raising, numerous joint ventures, technology transfer arrangements, licensing transactions, and management of their intellectual property assets.

Represented Anthem Insurance Companies, Inc. in its $102.5 million acquisition of Blue Cross and Blue Shield of Maine.

Representation of a NASDAQ-listed issuer in a $10 million at-the-market public offering.

Representation of Athens Energy and its sister company, Maine Woods Pellet Company, in connection with all aspects of the financing of a $38 million biomass electricity generation facility, including $31 million of new markets tax credit financing ($31 million of State of Maine allocation and $7.5 million of federal allocation) and the syndication of renewable energy investment tax credits (ITC).

Pierce Atwood participated in Backyard Farms’ transition to the Mastronardi Family. As a wholly-owned affiliate of Mastronardi Produce, Ltd., Backyard Farms will continue to grow its operations and maintain its successful recipe for producing high-quality greenhouse-grown tomatoes while providing excellent employment opportunities for Mainers.

We helped our client Bristol Seafood, a Portland based seafood processor and distributor, to raise equity capital from two new investors. The investment involved common and preferred instruments and resulted in a substantial minority stake being sold. Bristol Seafood’s incumbent management team remains in place and they will now be able to significantly expand operations. One of Bristol Seafood’s new investors is David Roux, formerly of Lewiston, Maine, who is a partner in the noted private equity firm Silver Lake Partners.

Pierce Atwood advised BTU International, a publicly traded global supplier of thermal processing equipment, in a stock for stock, tax-free merger with Amtech (NASDAQ: ASYS), a global supplier of production and automation systems.

For a Fortune 1000 company, we successfully negotiated a build to suit lease amendment for a 246,000 square foot corporate headquarters including federal and state registration and development of 140 lot residential subdivision.

Pierce Atwood has supported client Alloy Market Inc. on a range of legal issues as it has grown from an idea to multimillion-dollar business with a national footprint. An online platform where individuals can sell their gold and jewelry, Alloy’s vision is to revolutionize the gold exchange industry with a tech-first solution.

We advised Burgess Biopower on all aspects of financing the redevelopment of a shuttered paper mill into a state-of-the-art 75 MW biomass power plant located in Berlin, New Hampshire, which will burn waste biomass and sell power to the grid. The financing involved several sources of funds, including $63.5 million of new markets tax credit financing with allocation from six CDEs. The project also involved a $90 million section 1603 cash grant in lieu of an investment tax credit or production tax credits. The balance of the project was financed by $200 million of rated bonds provided by a consortium of financial institutions. We also advised with respect to EPC agreement, off-take power purchase agreement with PSNH and all project related agreements.

Pierce Atwood acted as real estate and environmental permitting counsel for Calpine Corporation in its $530 million acquisition of the 809 MW Fore River Generating Station in North Weymouth, Massachusetts from Exelon Corporation in 2014. Pierce Atwood attorneys from the Real Estate, Energy, Environmental and State and Local Tax practice groups worked seamlessly to analyze and resolve the many complex land use, tax, and environmental issues. The initial bid preparation through purchase agreement negotiation was accomplished in 15 weeks. Our work included analysis and management of complex tidelands, former coal ash disposal, dual fuel delivery requirement, and management of active MassHighway bridge relocation through the center of project site.

Represented Casella Waste Systems in connection with the acquisition of waste hauling and handling company, Oceanside Rubbish, Inc., based in Sanford, Maine.

Pierce Atwood represented Casella Waste Systems in the acquisition of Complete Disposal Company, Inc. and its subsidiary, United Material Management of Holyoke, Inc., owner and operator of a solid waste transfer station in Holyoke, Massachusetts.

Represented Casella Waste Systems, Inc. in connection with the acquisition of waste hauling company Central Maine Disposal Corporation based in Fairfield, Maine.

Represented Cate Street Capital, Inc. in connection with acquisition, disposition, and financing of their portfolio of companies, including private placements, structured finance, tax advantaged finance, and traditional M&A activity. The Cate Street portfolio includes Red Desert (water reclamation facility); Sunlight Partners (solar technology development); Thermogen Industries (biocoal manufacturing); Purified Plastics (recycling and manufacturing facility); Burgess Biopower (75 MW renewable power generation facility) and Organic Nutrition Industries (renewable proteins).

Pierce Atwood represented City National Bank as a participating lender in connection with a $762 million syndicated revolving loan facility to an auto dealer, including an additional $25 million senior secured note financing and a $25 million subordinated note financing. 

Pierce Atwood represented CEI-Boulos Capital Management in connection with the formation and closing of the NBT CEI-Boulos Impact Fund, a $10 million real estate equity investment fund with NBT Bank. CEI-Boulos Capital Management will manage the fund, and Pierce Atwood will continue to advise the fund with respect to its investment activities.

We provided comprehensive representation of a renewable energy facilities developer in a series of tax exempt bond financings, a preferred stock and warrants PIPE, a private placement of common stock and five underwritten public offerings of common stock and convertible debt.

We represented an energy provider in a commercial agreement to sell compressed natural gas (CNG) to commercial customers and a related $6 million convertible preferred equity investment in the CNG supplier.

Pierce Atwood represented Consolidated Communications Holdings, Inc. in obtaining approval from the Maine Public Utilities Commission of Consolidated’s acquisition of FairPoint Communications, Inc.  The all-stock transaction was valued at approximately $1.3 billion including debt and based on present equity value. 

Represented investor in all aspects of converting a defunct paper mill into a biomass facility, including development, financing, power sale, fuel purchase, and renewable energy credits.

We have been engaged to represent Ocean Renewable Power Company, LLC in connection with its conversion into a corporation and a subsequent Series A financing.

We provided counsel to a venture capital fund in its investments in various entities including a developer of demand chain management software, a developer of clinical billing and practice management software and a developer of wind energy facilities.

Pierce Atwood represents CEI-Boulos Capital Management, LLC, in all aspects of its opportunity fund management business. This includes the creation of a $20 million private real estate investment fund in partnership with Woodforest National Bank. CEI-Boulos Capital Management manages the fund, which is investing in real estate projects in areas designated as Qualified Opportunity Zones across Woodforest's 17-state footprint. The Opportunity Zone program is a new community investment tool established by Congress to encourage long-term investments in low-income urban and rural communities nationwide. The fund was recognized by Forbes as part of the Forbes OZ 20: Top Opportunity Zone Catalysts.

Assisting Troy Scarbrough, founder of CropLocal, Inc., in setting up his S corporation. CropLocal is a virtual farmers marketplace connecting local farmers to local consumers.

Assisted Dead River Company in connection with the acquisition of the heating oil, propane and service business of Fortier & Son, Inc., located in Somersworth, New Hampshire.

Advised a Kentucky developer of solar PV projects in connection with new market tax credit opportunities, off take agreements, financing and tax credits.

Representing company in acquisition of brownfields real estate (site of former paper mill), water rights, fish egg import license, and all necessary land use and environmental permits and submerged land leases for construction and development of large land-based North Atlantic salmon farm on Penobscot Bay.

Pierce Atwood represented Ducktrap River of Maine, a leading producer of smoked salmon and seafood, in its purchase of a 50,000 square-foot property adjacent to its current Belfast location. Ducktrap’s existing 75,000 square-foot production facility is at full capacity. With the initial buildout of its new property, Ducktrap will be able to double its production capacity. Production at its new facility is expected to start in spring 2018.

Representation of Extreme Reach, Inc., the leading provider of video advertising management, delivery and measurement solutions across TV and digital media, in all-stock acquisition of Talent Partners, a Carlyle portfolio company.

Represented Fairchild Semiconductor in its acquisition of TranSiC, a Swedish semiconductor developer and manufacturer.

Represent the Maine Forest Products Council, the state's only trade association representing Maine timberland owners, forest products companies, and related suppliers, on environmental, land use, forestry, commercial, tax, and antitrust issues.

We represented a newly formed company in the semiconductor robotics industry in its initial formation, establishing the documentary and procedural basis for clean intellectual property ownership and employee equity incentives. We then assisted this client in structuring and negotiating its initial financing from an international strategic investor.

Assisting Bright Community Capital, a subsidiary of Coastal Enterprises, Inc., with all aspects of fund formation and capital raise efforts for a tax equity fund and a sponsor equity fund, which will be used to acquire mid-size solar PV projects with a focus on those in low-income areas or benefitting low-income people.

Pierce Atwood assisted GO Lab, Inc., d/b/a TimberHP on all aspects of the development of its wood fiber insulation manufacturing facility at the former UPM paper mill in Madison, Maine, beginning with the acquisition of the mill in 2019, through the closing of the sale of $85 million tax-exempt green bonds issued by the Finance Authority of Maine, a $24 million New Markets Tax Credit transaction, and a $25 million Series A equity raise. These funds provide the up-front capital needed to turn the former paper mill into the first wood fiber insulation manufacturing plant in North America.

Gum Spirits Productions, based in Portland, Maine, has been producing independent films since 2003. Pierce Atwood saw Gum Spirits through a private offering to raise funding for the film Three Priests. We also set up the corporate structure, including with respect to investor interests, of Three Priests LLC, acted as production counsel for Three Priests, and worked with Gum Spirits to secure and negotiate distribution for the film.

We represent Icelandic shipping company Eimskip in its US trade and related matters.

Lead counsel to ImmuCell Corporation in $9 million public offering of common stock. ImmuCell is a growing animal health company that develops, manufactures and markets scientifically-proven and practical products that improve the health and productivity of dairy and beef cattle.

Representation of GO Lab, Inc., d/b/a TimberHP, a startup company helping to revitalize Maine’s forest products industry by repurposing a former paper mill to develop and manufacture environmentally responsible wood fiber insulation, in all aspects of the development of its business.

Helped devise and negotiate innovative project development loan and equity option agreements between a private equity fund and a renewable project developer to secure, fund and ultimately develop renewable projects.

Maine Beer Co. has grown from a small “nano” brewery producing 100 barrels of beer a year to a thriving microbrewery producing over 4000 barrels a year. To support the surge in production they expanded their staff from two to 12 full-time people and moved into a brand new 11,000 square foot production facility. As the company has grown so have its legal needs and Pierce Atwood has been there to help.

Pierce Atwood represented Mercy Health System of Maine in its consolidation with Eastern Maine Healthcare Systems (EMHS). In addition to the issues involved in any large M&A transaction, including transaction structuring, drafting and negotiation of definitive documents, comprehensive due diligence, and coordination of corporate governance and organizational integration, our team has also dealt with all of the issues inherent in hospital and health system mergers, acquisitions, affiliations, and similar transactions, such as antitrust concerns, HIPAA compliance, medical and executive staff retention and consolidation, benefit plan transition, and the navigation of other relevant federal and state regulatory and licensure issues applicable to the healthcare industry.

We assisted Moki Doorstep with corporate and intellectual property strategy and implementation related to a portable step that affixes to a vehicle door frame, offering a simple solution to reach a car roof. Moki’s Kickstarter campaign raised $110,736 from 2,220 backers in just 30 days, and was followed by an appearance on ABC’s “Shark Tank.”

Provide corporate and regulatory counsel to a large, Boston-based banking institution in connection with the monetization of federal and state income tax credits associated with a wide variety of energy projects.

Represented the monetization of wood fueled electric power generating facilities in Maine and New York developed by Boralex Industries, Inc.

Assist seafood processing companies with non-disclosure and non-compete agreements, and other general contractual and transactional matters.

Representation of Capone Iron Corporation in a $10 million new markets tax credit financing for the construction of a manufacturing facility.

Assisting Cate Street’s subsidiary Newco Energy in development and $275 million new market tax credit and Section 1603 financing of its biomass plant in Berlin, New Hampshire.

Representation of a tax credit investor in connection with a new markets tax credit financing of a $10 million real estate development in Brunswick, Maine.

We represented the Downeast Institute for Applied Marine Research & Education, a nonprofit in Beals, Maine, with the financing of its $6.7 million expansion, including a $5 million new markets tax credit financing. The expansion will add laboratory, office, housing, storage and conference space, as well as making improvements to the existing hatchery (used to grow soft shell clams and other commercially important bivalves to restock depleted resources).

Representation of a major northeastern dairy products company in spinoff of Midwestern affiliate.

Represent NTE Energy in connection to its hybrid renewable biomass power generation projects. We have assisted with all aspects of development, financing and off-take agreement negotiations for projects in Florida, Tennessee, Alabama, Louisiana, Mississippi, Virginia, New Jersey, North Carolina, South Carolina, Ohio, Indiana and Washington.

We serve as general counsel to Ocean Renewable Power Company, LLC, a developer of tidal energy technology and projects. Our work includes successful applications for FERC and state environmental authorizations for product trials in Western Passage off the Maine coast, a program that is now implemented in Alaska and Canada.

The Maine Legislature in 2011 passed a landmark bill (PL 90) aimed at reforming the failing individual health insurance market in Maine. The bill authorized establishment of a new non-governmental insurance company (the Maine Guaranteed Access Reinsurance Association, or “MGARA”) that would provide reinsurance to cover the sickest individuals historically responsible for the bulk of the health services used and corresponding costs, with the ultimate goal of reducing premiums in that market. The Board of Directors of MGARA retained Pierce Atwood to analyze the new groundbreaking law, form the new reinsurance company, guide its financing and other operations, and work with the Legislature and Bureau of Insurance through this complex process. MGARA began its operations in July 2012 as planned and is currently providing reinsurance for over 3,000 of Maine's sickest individuals. Pierce Atwood is proud to have served MGARA and the State in this important work.

We serve as The Hinckley Company’s outside general counsel, advising them on virtually all of their legal needs.  Our close working relationship with Hinckley’s management team allows us understand Hinckley’s long term and strategic objectives, which in turn allows us to provide specifically tailored strategic advice with a full appreciation of the nuances of Hinckley’s business and growth strategy. 

We assisted the Farnsworth Art Museum, located in Rockland, Maine, with a combined state and federal new markets tax credit financing, helping the museum to secure capital needed for critical repairs and improvements to the building. The NMTC investment has allowed the museum, which opened in 1948 and boasts a remarkable collection of over 15,000 objects, to stay open and continue welcoming more than 100,000 visitors annually.

We are working with Dixville Capital LLC to bring back to life and dramatically expand the historic Balsams Grand Resort Hotel in New Hampshire. The project will involve real estate assembly, negotiation of critical path agreements with various constituents, capital markets access, permitting, and resort and real estate development. In addition to working with startups, through our Catalyst Program we also work with investors that are involved with launching and re-launching businesses throughout the country.

Pierce Atwood represented Great Bay Renewables in connection with its $45 million royalty financing of U.S. renewable energy developer Hexagon Energy, LLC. With this transaction, Great Bay gains future royalties related to Hexagon’s portfolio of solar, solar plus energy storage and standalone energy storage development projects. Hexagon’s portfolio currently consists of 43 development projects totaling 5.3 GWac located across 12 states and four regional transmission organizations.

Pierce Atwood represented Great Bay Renewables in connection with its $30 million royalty investment in Apex Clean Energy’s 195 MWac Angelo Solar project in Tom Green County, Texas.

Pierce Atwood represented Great Bay Renewables in its $35 million royalty investment in a 250MW solar project developed by Longroad Energy, known as Prospero 2. The Prospero 2 solar project, located in Andrews County, Texas, achieved commercial operation on August 2, 2021, and is operated by Longroad. The solar facility is located on land leased from the University of Texas under a long-term lease agreement.

Representation of Great Bay Renewables, Inc. in connection with its acquisition by Altius Renewable Royalties Corp., a subsidiary of Canadian company Altius Minerals Corporation.

We represented Madison Paper Industries, a major pulp and paper company, in all corporate, environmental, and real estate aspects of the sale of all of its remaining Maine assets in three separate transactions to three different, unrelated parties. Facilities sold included pulp and paper production facilities, hydropower facilities, and a closed solid waste landfill.

In a multi-office effort, a team of Mergers & Acquisitions attorneys from our Business Group represented a major Northeastern food products company in the complex spinoff of a significant subsidiary in a transaction valued at over $128 million. This transaction involved exhaustive due diligence, complex transition arrangements and intricate indemnification arrangements.

Working together, our Business and Trusts & Estates lawyers helped our client Tom’s of Maine negotiate the sale of a controlling interest in the company to Colgate-Palmolive, in which the family retained a 16% interest.

We assisted the owners of OrthoLite in a successful recapitalization involving the sale of equity interests to a private equity firm and the rollover by management of a significant continuing equity position. Headquartered in Amherst, MA, with offices in Portland, OR and Hong Kong, and manufacturing facilities in China and Vietnam, OrthoLite is the world's leading supplier of comfort insoles. OrthoLite sells more than 140 million pairs of insoles annually, for use in footwear brands by Adidas, ASICS, New Balance, Merrell, Nike, Puma, Vans and Timberland.

Representation of Sunlight Capital Partners in connection with acquisition, disposition and financing of their portfolio of 200 MW of small scale solar projects located in southern California.

We represented a Maine-based manufacturing company in a supply agreement with a key parts supplier and a related $2.5 million subordinated secured loan with equity conversion features to the supplier.

Pierce Atwood serves as counsel for the New England Ocean Cluster House - a place for entrepreneurs to come together, collaborate, and grow their businesses, which are all focused on the commercialization of new ocean-related products. Located in Portland, Maine, the New England Cluster House is the result of a combined effort between The Icelandic Ocean Cluster, North Atlantic Assets & Soli DG, Inc. of Maine and MENADO, an initiative of the Maine International Trade Center.

We successfully closed a $12.5 million SEC-registered common stock offering for our client, The First Bancorp, Inc., a $1.4 billion asset bank holding company headquartered in Damariscotta, Maine. This transaction enabled the client to redeem the remaining outstanding preferred stock it had issued to the U.S. Treasury Department under the TARP program in 2009 and achieve a significantly lower cost of capital.

The Business Group's Securities team has advised The Timberland Company for several years with respect to all of its Exchange Act reporting pursuant to a fixed-fee arrangement, helping this client manage its costs while improving service levels in this area.

Pierce Atwood represented GO Lab, Inc., d/b/a TimberHP, a manufacturing company that produces wood fiber insulation products for the residential and commercial construction market, in its collaborative partnership with Saint-Gobain through that company’s building products subsidiary CertainTeed Inc. Saint-Gobain is one of the world's largest and oldest building products companies.

Representation of a video advertising management company in connection with $9 million credit facility.