EHS Due Diligence

Environmental, health and safety (EHS) due diligence with ENHESA is the best way to avoid unforeseen environmental liabilities with new acquisitions.

When carrying out real estate acquisitions, divestitures or stock transactions getting clarity on the environmental, occupational, public health and safety regulations that could influence the investment can be an ordeal. That’s why most companies conduct a thorough EHS due diligence assessment before buying a facility or property.

ENHESA offers its in-depth legal and regulatory expertise to perform rapid EHS due diligence, otherwise known as Phase 1 Due Diligence Assessments (DDA). ENHESA’s environment, health and safety due diligence includes the necessary on-site and desk studies for identifying potential environmental liabilities associated with the acquisition, leasing and/or divestiture of real properties.

During Phase 1, ENHESA will typically not only determine whether there is any reason to suspect soil contamination, but also whether:

• the facility has or will be able to obtain the right permits to do what it is doing or planning to do
•  permits will remain valid
• there are any constraints on permit renewal
• the facility has implemented the proper systems to ensure compliance
• the equipment used on site is safe
• the facility has a proper safety track record, etc.

ENHESA conducts Phase 1 Site Assessments in accordance with recognized standards such as ASTM E 1527-00 and ASTM E 1528-00 - ENHESA does take into account that these standards have limitations outside of the USA. ENHESA complements the use of standards with its knowledge of local practices and legal requirements. We provide our clients with the highest level of understanding of each individual situation.

ENHESA understands that time is of the essence when performing EHS due diligence assessments. This is why our clients can rely on us to identify practical solutions to help ensure they are not exposing themselves to liability. For any identified problem, ENHESA analyses and outlines the legal ramifications. We then assist the client in developing strategies for approaching the regulatory authorities with viable, cost-effective solutions.

 

No site contamination? What about liabilities and hidden costs?

Investing in a new business overseas is always a challenge. Focusing on limiting the risk of acquiring contaminated site liabilities may sometimes overshadow the main purpose of the investment - running a viable and sustainable business that meets high environmental and occupational health and safety standards. Therefore, ENHESA's due diligence services combine the standard DDA with a broader EHS risk assessment and regulatory compliance verification.

Here are just a few examples of issues other than soil contamination that companies frequently overlook during a transaction:

• The absence of an air emission permit.
• The upcoming expiration of a fire safety certificate.
• The obsolescence or non-compliance of electrical installations or working equipment.
• The lack of emergency exits or restrictions on the import or use of an essential raw material.

In many countries, these issues can result in significant delays in the start-up of operations. They may also require extensive additional investments to limit the risk of prosecution and other employer liabilities.

Should concerns arise, ENHESA's core expertise can easily complement the use of external geotechnical and engineering expertise to offer Phase II inspections and analysis, including:

• Subsurface sampling and analysis to confirm the presence or absence of contamination or other problems from soil, surface water and groundwater.
• Building integrity.
• Machinery conformity.

 

Enhesa will help you get off to a good start.

Enhesa's in-depth knowledge of the law and practice in over 60 countries across six continents places it in a strong position to help clients get their new business ventures off to a good start. We can advise on the issuance of permits, communicating with local or national authorities, and other EHS regulatory compliance needs.

Thanks to our extensive network of local experts we can help our clients identify the right resources locally. Enhesa’s knowledge of its clients’ corporate culture and policies - which are often distant from local realities - helps facilitate communications and smoothen the integration of a new investment into the corporate group.

In order to provide our clients with an accurate picture of a particular situation and practical solutions to potential liabilities that might kill a deal, ENHESA typically includes local regulatory experts in its due diligence teams. These experts have extensive knowledge and experience working with local regulators in the fields of environmental site remediation and occupational safety and health. ENHESA assesses all issues of concern in light of local realities to find the best way to manage them and to identify the most cost-effective corrective measures

 

Experience

ENHESA and its network of experts have carried out hundreds of rapid turnaround due diligence assessments around the globe. We have saved our clients many thousands, if not millions of dollars through our efforts. A few examples of past projects include:

• Environmental due diligence of 71 sites throughout the UK, France, the Netherlands, Belgium and Germany in a 16 day period for a multinational capital management firm. Many of these sites required Phase 2 intrusive sampling and analysis to verify presence or absence of contamination.
• Acquisition due diligence assessments for a machine tool manufacturer at five sites in China, including environmental and safety compliance assessments.
• Extensive desk and field studies during site environmental due diligence assessments associated with a multi-billion dollar acquisition of bottling plants in three countries Belgium, France, Germany for a major soft drinks manufacturer. Desk studies included development of environmental regulatory compliance checklists for use in evaluating compliance with local regulations, as well as for assessing potential future cleanup requirements should soil and/or groundwater contamination be discovered on-site. Field work included researching and collecting all relevant information and materials to characterize site geology and hydrogeology, to ascertain whether all sites have the appropriate permits, and to determine prior site history, include past contaminative uses, if any.
• Acquisition due diligence assessments of several sites in Italy, the UK, France, Germany, Switzerland that were ultimately acquired by a paper and office products manufacturer and then revamped to incorporate new processes and equipment. We then assessed past contaminative uses of the sites, recommended further intrusive investigations and calculated cleanup costs in light of new, more stringent legislation. We also evaluated the need for additional structures and safety features in the physical plant (fire walls, emergency exists, refurbishment of electrical panels, etc.) as well as identified the required permits for the new owner to operate site. We assisted in interfacing with local authorities and in preparing permit applications.
• Investigated potential liabilities associated with the acquisition of manufacturing sites in Italy, France and Portugal by a US electronics and information technologies product manufacturer, including assessment of site contamination and safety liabilities associated with existing structures and management. We also assisted in securing the necessary permits to allow the new owner to operate the site.