EDUCATION

Bachelor of Science, Zoology/Pre-Med, Northwest Missouri University, 1972

  PROFESSIONAL AFFILIATIONS

Environmental Bankers Association (EBA)
National Association of Real Estate Investment Managers (NAREIM)
National Real Estate Committee (NRC)
Iowa Association of Business and Industry
Gravure Institute
National Editorial Advisory Board-Waste Minimization and Recycling Newsletter

  PROFESSIONAL EXPERIENCE

Mr. Joseph Kesling is a Vice President, National Partner for Due Diligence, and a Senior Project Advisor for SCS Engineers and has over 30 years of environmental experience, consulting to industrial, commercial and governmental clients worldwide. Mr. Kesling is an active member of SCS' International Business team and also sits on the Environmental Risk steering committee for the Environmental Bankers Association.

For eleven years prior to joining SCS, Mr. Kesling was the Senior Consultant Environmental Risk Management in the Investment/Commercial Real Estate Department for one of the larger life insurance companies in the country.

Environmental consulting services were provided on real estate debt, equity, credit, security and development transactions with more than $38 billion dollars of assets under management. These included 3,300 investments totaling $19.5 billion dollars, with individual dollar investments totaling in the hundreds of millions.

Additionally, Mr. Kesling developed and managed a tenant risk identification and management (TRIM) program for equity owned properties that included over 5,000 tenants at any given time. This program profiled and managed tenant environmental risks, developed lease language and sought cost recovery actions against contaminating tenants.

Mr. Kesling specializes in structuring environmental risk and liability issues associated with development, acquisition, and disposition of commercial and industrial properties, and the repackaging of environmentally distressed real estate (Brownfields projects) for redeployment in the marketplace.  Mr. Kesling has written many articles and given presentations on risk management in real estate transactions.

Formerly, Mr. Kesling was the environmental manager for a fortune 500 rotogravure printing company, consulting to all national and international operating affiliates and subsidiaries. Tasks included compliance auditing of all operations, profiling/auditing national hazardous waste treatment, storage and disposal facilities (TSDFs), permitting, and the development and implementation of waste minimization programs along with corporate sustainability issues.

As a past compliance monitoring officer for the former Iowa Department of Environmental Quality (IDEQ), Mr. Kesling developed an understanding of the approaches taken by government when enforcing regulations and uses this understanding to help clients solve their environmental problems.

While with the IDEQ, duties included the assessment of most major industries for compliance with regulations. Mr. Kesling was also Duty Officer for hazardous material responses and natural disasters and site coordinator for Superfund (CERCLA) orphan site investigations.

Mr. Kesling was instrumental in the development of the IDEQ's underground storage tank program, hazardous waste program and emergency response program.

Focusing in the real estate industry, Mr. Kesling has consulted on and helped get closed hundreds of tough real estate deals, encumbered with complex environmental issues. Examples of his project experience include:

Acquisitions

Buzz Oats. Conducted investigations identifying the subject site as part of a World War II munitions factory and a listed Superfund site. After completing subsurface investigations, successfully negotiated an agreement with EPA not to hold the buyer liable as a potential responsible party (PRP) after going on title. This was a precedent-setting action with this EPA region that salvaged a $7.5 million deal, opened a new market for the buyer in an industrial corridor, and generated repeat business from the seller in several markets.

Confidential client. (Securities Acquisition). Detailed investigations and research indicated that the acquisition was made through a stock purchase from a subsidiary, and that past activities caused large Superfund involvement that could exceed several hundred million dollars in liability. The deal appeared to be structured in such a way as to allow the owner to hide behind a corporate veil, potentially exposing the successive owners to post-sale Superfund liability. The seller represented that there were no material environmental risks in the deal. The investigation was enough to fail the deal and protect the potential purchaser from substantial financial liability.

Dispositions

Baldwin Plaza.  Investigations demonstrated that the release of solvents from this strip center dry cleaner did not contribute to the regional Superfund problem also contaminated with the same solvent. After select soils removal and groundwater work, a no further action letter was negotiated with the local regulator, insulating the buyer and seller of the property from becoming a potential responsible party under Superfund. This action facilitated the sale of the property, salvaged a $14.5 million deal, opened the property up for demolition and redevelopment as a Home Depot.

Redevelopment

Cooper Chain/Orseti Site. Assisted in the negotiations with the previous owner to share the $1.6 million clean up cost for on-site solvent contaminated soils and groundwater. Successfully investigated and remediated contaminated soils and groundwater at this old industrial site. After being denied closure by the local water district, negotiated with the State to overturn the local decision and grant site closure. This action allowed for the rezoning of the property for potential residential or industrial redevelopment of the property.

Downey Printing. As a part of the demolition and redevelopment of this property, due diligence indicated the historical presence of several gasoline stations. Subsequent subsurface investigations identified substantial gasoline contaminated soils. Bids were taken for on-site and off-site remediation. All estimates were around $1 million and would have substantially delayed the project. It was determined that the owner could implement a low tech bio-remediation on-site. All soils were remediated to below regulatory standards within several weeks for a cost of $65,000, keeping the project on track and saving hundreds of thousands of dollars.

Rancho Business Park. This site contained many abandoned buildings that were used as a hospital for indigent people since 1888. Investigations identified substantial amounts of asbestos containing materials and numerous underground storage tanks that needed to be dealt with prior to redevelopment. Costs for this work were structured into the redevelopment cost as an exit strategy and an end use cost, therefore avoiding much of the direct costs of a stand alone environmental project. The property then was redeveloped into a new business park.

Property Management

Bohana Pearce. Conducted pre-lease termination inspection and noted a partial re-painting of the outside bay door. Additional investigations indicated a past tenant practice of dumping used solvents out the bay door onto the ground. Subsequent soil and groundwater remediation brought the issue to closure with the state with some limited additional monitoring of the site. Assisted local counsel in structuring a cost recovery effort that will eventually recover over $250,000 from the tenant.

Chem-Metal. Pre-lease profile indicated potential operations of environmental concern. Very specific lease language and requirements were structured to protect the lessor. A year later, environmental concerns started to develop, impacting the property. Tight lease language allowed enough leverage over the tenant to force them to clean up and operate in a more environmentally sound matter. Progress was continually validated via on-going inspection by a third party consultant.

Asset Preservation/Foreclosure

Pipkorn Wire. Prior to foreclosure on this property, several hundred drums hazardous waste were identified in the building along with two underground storage tanks. Successful negotiations convinced the local control agency to consider the drums abandoned, and they were removed by the agency. This strategy and action protected the lender from being considered a hazardous waste generator and eliminated the lender's contingent environmental liability after it foreclosed and became owner of the property. Additionally, it was determined how to position the lender as owner of the underground storage tanks after foreclosure in order to exercise its rights to cost recovery under the state's petroleum reimbursement fund for tank removal and clean up. After the lender went on title, the tanks and contaminated soils were removed and properly disposed of. This client then recovered over $15,000 from the state petroleum fund.

Sun Labs. This loan went into full delinquency and the property was abandoned by the owner and borrower. Several hundred drums of solvent waste were located in disarray in and around the property, with many of the drums leaking onto soil and into the storm drains. The state informed the lender that foreclosure would cause the lender to be viewed as a potential responsible party for site clean up. Clean up was estimated at several million dollars. The property was placed into receivership by the courts. In order to stabilize the site and minimize on-going solvent releases, the strategy was to have the receiver approach the EPA to obtain an emergency order action. EPA came in and stabilized the site by over-packing the drums and removing them from the site. Receivers are insulated from liability by the courts; the strategy thus protected the lender from future liability.

Enquirer Building. Newspaper printing operations were conducted in this building for over 100 years. Surfaces on multiple stories in the building were contaminated with lead from historical type-making operations, the walls were coated with solvent-laden inks, and there was lead in the drinking water from the interior plumbing fixtures and friable and non-friable asbestos containing materials throughout the building. Liabilities identified were not only financial issues (the cost to fix the problems) but also third party tort issues because of the presence of and potential exposure of employees and tenants to lead and asbestos. Investigations and on-going remediation were successful in supporting a law suit and substantial sums were recovered, protecting tenants and workers from exposure, creating new value for this historical building, and repositioning it for a sale in an improved marketplace.

REO (Real Estate Owned)

Oxford Chemicals. Tenant operations contaminated site soils and groundwater with petroleum and solvent contaminates from soap manufacturing activities. A strategy was created that allowed the control agency to focus on the tenant rather than the owner. After locking the tenant in with the control agency, the tenant was denied site access until they signed a very tightly crafted access and indemnity agreement that inures to successors of the property. This agreement protected the current and future site owners. The tenant completed clean up of the site, and the access agreement is facilitating the sale of the property. The owner was never forced to be a part of the clean up and successfully insulated itself from environmental liability associated with the release and clean up.

Other Experience

• Developed and managed a environmental due diligence program for a $70 billion company.

• Created an outsource program that profiled, retained and managed hundreds of service providers and contractors that provided services to the Investment/Commercial Real Estate Department.

• Reviewed hundreds of assessment reports per year and used this information to provide risk structuring in real estate deals encumbered with complex environmental issues.

• Developed and managed a TRIM (Tenant Risk Identification and Management) program for equity owned properties. This program profiled potential tenant environmental risks, created specific lease language, provided on-going assessments of certain tenants, and conducted pre-lease termination inspections, post-tenant space environmental remediation, and structural decontamination and tenant cost recovery activities. This program had a base of over 5,000 tenants at any given time.

• Developed positive exit strategies for environmentally impaired real estate and redeployed the properties in the marketplace.

• Conducted cost recovery efforts from parties causing environmental impacts to assets. Shifted contingent environmental liabilities.

• Provide support to legal counsel for loan closings, acquisitions, dispositions, asset preservation and foreclosure activities. Provided litigation support for inside and outside local counsel.

• Developed an "on-line" Environmental Risk Profile Guidance Document program that provided environmental guidance to underwriters, joint venture partners and outside property managers. This PC driven program provided real time consulting to non-environmental professionals.

• Develop a manual chapter on environmental concerns that need to be addressed during construction and development of real estate assets.

• Regularly consulted and structured risk for large packages of assets with quick turnaround and closing requirements.

• Consulted on hundreds of acquisitions and dispositions with complex environmental issues. Assisted in  structuring the deals to preserve, create and recover financial value for the asset and get the deals closed.

• Specialized in creating risk allocating mechanisms that eliminate or reduce long term contingent liabilities.

Publications

Daniel E. Johnson, Joseph L. Kesling, and S. Wayne Rosenbaum, JD, Retirement Plan: FIN 47 provides guidelines for recognizing environmental liability costs, Commercial Investment Real Estate, July/August 2006.

Joseph L. Kesling and Daniel E. Johnson, Mothballed No More, Site Selection, May 2006.

Daniel Johnson and Joseph Kesling, Brownfields Offer Hope as Housing Options Dissipate, BIA Builder, 18 June 2005.

Daniel E. Johnson and Joseph L. Kesling, New EPA Rules May Affect Real Estate Transactions, Development Magazine, Summer 2005.

John A. Kilpatrick and Joseph L. Kesling, Brownfields Offer Optimism as Options Dissipate, Puget Sound Business Journal,  December 10 -16, 2004.

Joseph L. Kesling and Daniel E. Johnson, All Appropriate Inquiry: New Phase I Environmental Standards to be Promulgated By EPA, Sub-heading of Broad Application to Commercial Real Estate Transactions Will Change Environmental Due Diligence, Right of Way Magazine, July/August 2004.

Joseph L. Kesling and Daniel E. Johnson, Pending Federal Rule for Environmental Property Inspection Could Affect Every Real Estate Transaction in U.S., California Real Estate Journal, June 1, 2004.

Joseph L Kesling, Bob Westly, and James Beck, EMS and Sustainability: The Key in the Bankers Toolbox,  BankNotes-Environmental Bankers Association, November 22, 2002.

Joseph L. Kesling, Underwriting Environmental Risk in Commercial Real Estate Transactions, pending publication, 2000.

Joseph L. Kesling, Underground Storage Tank Compliance Deadline is Approaching, Iowa Environmental Reporter, March, 1998.

Joseph L. Kesling, Identifying and Managing Environmental Risk in Real Estate Transactions, American Appraisal Institute-"Environmental Watch", spring 1993.

Joseph L. Kesling, Phase I Environmental Audit, Executive Enterprises-Planning, Staffing, and Contracting for an Environmental Audit-Steve Hoffman, August, 1989.

Joseph L. Kesling, Hazardous Waste Transporter, Iowa Environmental Reporter, January, 1987.

Joseph L. Kesling, Underground Storage Tanks, Iowa Environmental Reporter, February, 1987.

Joseph L. Kesling, Used Oil-Is It a Hazardous Waste?, Iowa Environmental Reporter, March, 1987.

Joseph L. Kesling, Used Oil-What Can I Do With It? , Iowa Environmental Reporter, April, 1987.

Joseph L. Kesling, Installing Monitoring Wells, Iowa Environmental Reporter, May, 1987.

Joseph L. Kesling, SARA Title III Update, Iowa Environmental Reporter, June, 1987.

Joseph L. Kesling, Sniffer Wells, Iowa Environmental Reporter, June, 1987.

Joseph L. Kesling, Underground Storage Tank Removal and Closure Documentation, Iowa Environmental Reporter, July, 1987.

Joseph L. Kesling, Underground Storage Tank Management-Services and Hardware, Iowa Environmental Report, July, 1987.

Joseph L. Kesling, Locating A Hazardous Waste Treatment, Storage, Disposal Facility To Manage Your Waste, Iowa Environmental Reporter, August, 1987.

Joseph L. Kesling, Conducting An Environmental Profile and History on a Potential Hazardous Waste TSDF, Iowa Environmental Reporter, September, 1987.

Joseph L. Kesling, PCB Transformer Quarterly Inspection, Iowa Environmental reporter, October, 1987.

Joseph L. Kesling, Conducting an On-Site Survey of a Potential Hazardous Waste TSDF, Iowa Environmental Reporter, October, 1987.

Joseph L. Kesling, Ranking The Relative Risks for Underground Storage Tanks, Iowa Environmental Reporter, November, 1987.

Joseph L. Kesling, PCB Transformer Registration, Iowa Environmental Reporter, February, 1986.

Joseph L. Kesling, Underground Storage Tanks, Iowa Environmental reporter, February, 1986.

Joseph L. Kesling, Small Quantity Generator, Iowa Environmental Reporter, February, 1986.

Joseph L. Kesling, Underground Storage Tanks, Are Your Tanks Exempt, Iowa Environmental reporter, March, 1986.

Joseph L. Kesling, How Do I Know if I Have a PCB Transformer, Iowa Environmental Reporter, March, 1986.

Joseph L. Kesling, Small Quantity Hazardous Waste Generator-Hazardous Waste Identification, Iowa Environmental Reporter, March, 1986.

Joseph L. Kesling, RCRA Closure Cost Estimates, Iowa Environmental Reporter, May, 1986.

Joseph L. Kesling, When And How To Report A Chemical Spill, Iowa Environmental Reporter, June, 1986.

Joseph L. Kesling, Hazardous Waste Accumulation-Your 90 Days Are Up Now What?, Iowa Environmental Reporter, August, 1986.

Joseph L. Kesling, Managing a Hazardous Drum Storage Area to Avoid Liability, Iowa Environmental Reporter, November, 1986.

Joseph L. Kesling, Partial Update of TSCA Inventory Data Base, Iowa Environmental Reporter, November, 1986.

Joseph L. Kesling, Hazardous Waste Manifests, Iowa Environmental Reporter, December, 1986.

Joseph L. Kesling, Where Do I Locate My Hazardous Waste Container Storage Area, Iowa Environmental Reporter, December, 1986.