W. Richard Bidstrup is counsel based in the Washington, D.C. office.
Mr. Bidstrup specializes in environmental, health and safety, energy and international trade matters, with an emphasis on addressing these issues in the context of mergers and acquisitions and securities transactions.
Mr. Bidstrup has 25 years of experience in representing buyers, sellers, investors, issuers and underwriters respecting environmental and health and safety issues in a varied array of transactions. He has been recognized by The Legal 500 U.S.
for his energy transaction and regulatory expertise. Mr. Bidstrup’s recent matters include representation of:
- Lafarge in its є8. billion acquisition of Orascom Cement, reported as North Africa’s largest-ever M&A transaction;
- SABMiller in its proposed joint venture with Molson Coors Brewing Company to combine their U.S. operations;
- GlaxoSmithKline in its pending $1.65 billion acquisition of Reliant Pharmaceuticals;
- Uralkali, the world’s largest publicly-traded dedicated potash producer, in its $948 million initial public offering;
- Istithmar in its joint venture with MGM Mirage and Kerzner for development of a Las Vegas resort property and it its acquisition of the landmark Hotel Washington;
- Underwriters in the є2 billion initial public offering of Nyrstar, a newly-formed entity created from the carve out and merger of the zinc groups of Umicore and Ziniflex;
- Ahlstrom Corporation in its є200 million initial public offering;
- Underwriters in the $1.3 billion loan participation notes offering by JSC Transneft, the Russian state-owned oil transportation company;
- ON Semiconductor in a series of equity and debt offerings;
- The Home Depot on a number of M&A matters, including its two of its largest acquisitions -- Hughes Supply for $3.5 billion, and White Cap Construction Supply;
- Citigroup Venture Capital International in various transactional matters, including its sponsorship of Northeast Biofuels, LP, a special purpose vehicle formed to develop, construct, finance, own and operate an ethanol production facility in Fulton, New York;
- Sempra Energy in its acquisition and sale of coal- and natural gas-fired power plants;
- 3M in its $2.1 billion sale of its global branded pharmaceuticals business;
- Underwriters in a series of equity and debt offerings by Southern California Edison; and
- Southwestern Energy in its $575 million equity offering.
In the regulatory arena, Mr. Bidstrup recently has represented the Synthetic Organic Chemical Manufacturers Associations in rulemakings and judicial challenges relating to EPA major source and area source standards under the Clean Air Act and the Ecological and Toxicological Association of Dyestuff Manufacturers on a variety of chemical control matters, including issues arising under the Toxic Substances Control Act in the U.S. and the EU’s new REACH law.
Mr. Bidstrup’s energy-related clients include leading industrial consumers and independent generators of power such as ELCON, power marketers including major financial institutions, and, in counseling and due diligence contexts, private equity firms engaged in energy transactions. Mr. Bidstrup has represented several clients in filings under Section 205 of the Federal Power Act seeking FERC approval of market-based rate authority and in subsequent filings relating to administration of their power marketer status. These include JPMorgan Chase Bank, Bank of America, Barclays, and Credit Suisse. Mr. Bidstrup also has extensive experience representing clients engaged in acquisitions, mergers, or transfers of jurisdictional facilities requiring FERC approval under Section 203 of the Federal Power Act, most recently representing Stora Enso Oyj, the world's largest paper company, in the sale of Stora Enso North America to Cerberus Capital Management, L.P. for $2.5 billion and Veolia Environnement in its subsidiary Veolia Energy North America’s $788 million acquisition of all of Thermal North America, Inc., both of which involved electricity generation assets subject to FERC jurisdiction. Mr. Bidstrup also has represented clients subject to enforcement investigation by FERC.
Mr. Bidstrup’s international trade practice focuses primarily on three areas. First, in transactions, Mr. Bidstrup advises clients on the potentially applicability of the Exon Florio Amendment and the International Traffic in Arms Regulations, and where appropriate represents them in the initial notifications and subsequent proceedings. For example, Mr. Bidstrup recently represented Evraz Group in its $2.3 billion tender offer for Oregon Steel Mills and Finmeccanica in its £1.064 billion acquisition of GKN plc's 50% stake in helicopter manufacturer AgustaWestland, both of which involved notifications to CFIUS under the Exon Florio Amendment and to the State Department under ITAR. Second, Mr. Bidstrup advises financial institution clients on potential applicability of the Commerce Department’s anti-boycott regulations to credit and other transactions and has defended clients in Commerce enforcement actions. Third, Mr. Bidstrup has represented both domestic petitioners and U.S. respondents in antidumping proceedings before the Commerce Department and the U.S. International Trace Commission. In this area, Mr. Bidstrup participated in Mitsubishi Chemical Corporation’s successful defense of an antidumping proceeding involving blast furnace coke. Mr. Bidstrup also has advised foreign entities on structuring their business to minimize exposure to U.S. antidumping liabilities.
Mr. Bidstrup’s recent publications include: FERC Regulation of Banks Proposing to Qualify as Power Marketers, 89 BNA Banking Rep. 425 (2007) (with Sara D. Schotland and Robert L. Tortoriello); Why the Ninth Circuit Court’s Decision on Contracts Signed during the Western Markets Crisis Is a Call for FERC to Enhance Its Oversight of Market Competitiveness, 20 Electricity J., Mar. 2007, at 27 (with Sara D. Schotland and Jennifer A. Morrissey); The Energy Policy Act of 2005: new opportunities and challenges for investments in utilities, 2 Current Prac. (International Bar Association), April 2006, at 10 (with Sara D. Schotland and Jennifer A. Morrissey); and Federal Restrictions on Foreign Direct Investment in Energy Resources in Thomson West’s Manual of Foreign Investment in the United States (2004 and 2007 pocket part).
Mr. Bidstrup joined the firm in 1982 and became a counsel in 1991. He received a J.D. degree, cum laude
, from Harvard Law School in 1981, where he was an editor of the Harvard Environmental Law Review. In 1979, he received undergraduate degrees in physics and in political science from the Massachusetts Institute of Technology.
Mr. Bidstrup is a member of the Bar in the District of Columbia and is admitted to practice before various U.S Courts of Appeals and District Courts.