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Alan K. Paperny – Target Logistics Management LLC
The need for quality, affordable housing is an ongoing issue in the United States and other corners of the world, especially in markets where the population ebbs and flows due to a transient workforce. Enter Target Logistics Management LLC, the largest provider of turnkey workforce housing in the United States, and a global provider of customized accommodations and services. Named by Inc. Magazine as one of America’s fastest growing companies, Target Logistics offers innovative housing solutions in some of the world’s most remote locations. With offices in Boston, Houston and Williston, North Dakota, the company provides its clients with a full suite of services, which allows them the time to focus on their project, not their housing solution. Services include site design, construction, management, security, housekeeping, catering, maintenance, transportation and more.
Target supports oil, gas, mining and construction operations, large capital projects and government agencies with customized solutions, no matter how remote the location is. Its clients include many of the largest companies in the energy industry.
Supporting this unique, niche business is a strong in-house legal team, directed by Alan K. Paperny, senior vice president and general counsel for Target. Paperny and the legal team help the company navigate numerous markets, manage risk and achieve smart growth.
“We understand that our customers have made a significant investment in their workforce and they count on us not just to protect that investment, but also to get a return on it,” explains Paperny, who has been with Target Logistics for almost three years. “We call it the ‘Economics of Comfort.’ The proven idea is that investing in the comfort and safety of workers pays big dividends down the road by reducing the cost of attrition, increasing the performance and productivity of your workers and decreasing the number of on-site incidents caused by fatigue or poor nutrition. We have the unique responsibility to care for that worker for the other 12 hours that they’re not on the job.”
In-house counsel supports growth
Target Logistics is finding a need for its services well beyond the oil and gas sector. In the last several years the company has seen a period of record growth due to increased demand for temporary housing. “With the recent downsizing of oil and gas, we’re looking at new markets and educating prospects on the value of temporary, modular construction,” says Paperny. “We’ve recently built the largest temporary housing facility of its kind in the U.S. on a government project contracted by the Department of Homeland Security, and we’re in discussions with various government bodies and private companies on the logistics of housing refugees in Europe and Canada. Many of these people are relocating to their new home country without the means to afford basic housing; our goal is to put the infrastructure in place so these people can transition into their new home country without those means. In addition, Target Logistics has provided temporary housing and logistical solutions in support of the Olympic Games and provided disaster relief housing and life support in the wake of Hurricane Katrina.”
Throughout this rapid growth cycle, the legal team has offered key insights into any number of business decisions regarding corporate governance, contract negotiation, growth strategy, employment matters, due diligence and commercial transactions. Paperny has helped sustain a small but strong internal legal department at Target; one that protects the company and manages risk while navigating the challenges of the company’s niche business model. “Developing a Target Logistics project can involve a full gamut of legal issues including construction, finance, taxes, insurance, real estate acquisition and leasing, contracts, employment, government contracting, permitting and licensing, along with municipal and regulatory concerns,” Paperny emphasizes. “And because Target Logistics is a relatively small company, our in-house role has developed to the point where legal touches every facet of operations.”
The road to in-house counsel
Paperny went to college at Colby College in Waterville, Maine, and then attended Boston University School of Law. “When I started out I didn’t have any intentions of working as in-house counsel,” he shares. “Like many of the students in my class I wanted to work at a large law firm.”
Paperny’s vision came to fruition when he took a position at a large Connecticut-based firm after graduation. Over several years Paperny gained invaluable experience working on some extremely interesting and complex commercial transactions.
Several years later, he was given his first opportunity to move to an in-house position. “I took a completely different position with a small startup software company,” he recounts. “They were looking for someone to take the legal seat as they were getting off the ground. The internet was just emerging as a technology force and the opportunity was too exciting to pass up.”
His role quickly went from formal suit and tie to working with software development companies like Borland and participating in customer sales meetings. “It was an exciting time,” recounts Paperny. “One of our clients was a Caribbean country for which we acted as a consultant in their negotiations with Cable and Wireless, the sole internet service provider in the Caribbean at the time. Eventually, our company developed an initial prototype for interactive gaming software which we ultimately sold.”
After this role, Paperny joined Retail Brand Alliance Inc. in 1998. Over the course of seven years with this company he became a trusted legal adviser to the president and chief operating officer, helping oversee the legal functions for six major retail brands including Brooks Brothers, Casual Corner and Adrienne Vittadini.
In 2005, Permasteelisa North America Corp., an international manufacturing, engineering and design firm with global headquarters in Italy and many notable U.S. projects such as Trump International Hotel and Tower and Walt Disney Concert Hall, approached Paperny to become its first North American general counsel and to build its legal department from scratch. “This was my first taste of building a traditional law department from the ground up and despite the many challenges, I realized I really enjoyed it,” says Paperny. “The president of the company was brilliant, we worked with renowned architects and designers, and Permasteelisa received accolades for its cutting-edge work. It was a great opportunity to start a legal department.”
In 2008, he was again recruited to build a legal department — this time by Aggregate Industries, one of the largest building materials suppliers in the country and the U.S. division of a Fortune Global 500 company headquartered in Switzerland. As vice president, general counsel and secretary of Aggregate, Paperny served as a key member of the corporate leadership team and executive committee, providing counsel and guidance to the company, board of directors and corporate and regional management on all legal matters.
Round-the-clock support for remote business
In his position with Aggregate Industries, Paperny was an integral part of the formulation and execution of the business objectives, strategies and policies of the company — something he says has always been attractive to him in an in-house role. “The path that’s led me to Target is a unique one, but if there’s one thing I’ve learned it’s that I love being in-house,” he says. “The role of in-house counsel gives you the opportunity to really know your customer — the company you serve. You get to know the business model and operations inside and out. You learn the industry and the competition in an intimate, detailed way that’s very difficult to do for an attorney in a private practice, even in a large, sophisticated law firm.”
Today, Paperny heads up Target’s legal department along with one other full time attorney and a contract manager. In addition, he reports to the company’s executive vice president, who also happens to be an attorney. “There are new issues that come up daily, but a lot of our day-to-day legal work involves what’s going on at our various facilities and housing projects,” he says. “Because of the nature of our business, the remote environments and the number of employees in the field, issues that don’t typically come up in a ‘nine to five’ type of work environment have the potential to arise at our facilities. Unlike most jobs, employees working at Target projects are often away from home for weeks at a time, and because they live as well as work at the facility, employees interact with each other around the clock. Legal supports our HR team and top-notch, dedicated managers in making sure that they understand how to handle and avoid many of the personnel issues that may otherwise evolve.”
Notwithstanding this challenging environment, the company is involved in very little litigation and has historically maintained low litigation costs.
Another area that Paperny must dedicate a lot of time and attention to is working with Target’s business development team. “Whenever we’re exploring new markets, bidding on a new project or trying to enter a new industry, legal is working with our business development team hand in hand,” he explains. “It’s a matter of understanding what the legal requirements are in each location and what challenges or limitations we might face as we enter new markets or work outside of the U.S.”
Paperny says one of the biggest challenges the legal team faces — and one that is not uncommon in most companies — is the conflict between business objectives and legal obstacles. “At some point there’s going to be a conflict between what the business team wants to do to generate new business and more revenue, on one hand, and legal or compliance concerns, on the other,” he says. “Sometimes, it’s legal’s job to pump the brakes when there is a compliance concern or legal issue facing us. There’s a fine balance — you never want legal to be a deal breaker, but part of our job is to mitigate risk in order to protect the company.”
This is even more evident as Target expands into foreign markets. In one proposed overseas opportunity regarding refugee housing, a company representative was contacted by a government official on behalf of a European nation to discuss project needs. “While no improper communications arose out of that interaction, it highlighted the need to ensure that our business development representatives looking at foreign opportunities understand the applicable laws and limitations governing their interactions with foreign officials including, for example, the anti-bribery provisions of the Foreign Corrupt Practices Act,” adds Paperny.
Calling on trusted industry connections
With only three people to manage Target’s legal operations, Paperny occasionally teams up with outside counsel. “We can typically handle most matters that involve our day-to-day operations, such as contract review, document preparation, standard employment matters and things like that, but larger matters, such as litigation, that need more time and resources, typically require the retention of outside counsel,” explains Paperny.
His relationship with Gordon, Arata, McCollam, Duplantis & Eagan, LLC began when Target became involved in a legal matter in Texas last year. Gordon Arata had successfully represented Target in a previous matter before Paperny joined the company, so he reached out to them again and was introduced to Charles Stinneford in Gordon Arata’s Houston office.
“There is always some uncertainty when companies build new relationships with outside counsel — there are so many variables which determine if the relationship is a good fit,” explains Paperny. “My experience working with Charles was smooth from the beginning. Charles was very professional and knowledgeable; he engaged Target in conversations about potential strategies to implement and, perhaps most importantly, he and his whole team took the time to listen and learn more about how Target operates.”
The communication between the team at Gordon Arata and Target has been consistent throughout the legal matter, resulting in the ability to develop a pragmatic, effective strategy that continues to fulfill Target’s expectations. “Charles and his team were not merely high-intellect attorneys; they were excellent communicators who checked in with our team every step of the way to ensure that the strategy and course of action we developed was being implemented in a way that made sense to us,” says Paperny.
Paperny has also brought existing long-term relationships with outside attorneys to Target, such as Ben Tymann of Tymann Law & Compliance in Boston. The two met after Paperny was appointed general counsel of Aggregate Industries and Tymann was a young partner with the international Boston law firm, Mintz, Levin, Cohn, Ferris, Glovsky & Popeo.
In one of their first major projects together, they partnered to expand and revamp the compliance regime at Aggregate Industries and over time, Tymann evolved into a routine consultant on a wide range of legal and compliance matters. Part of the reason Paperny values Tymann’s counsel is his willingness to become completely educated about his clients’ business. “Ben’s not a 10,000-foot attorney. Manufacturing and installing concrete comprised a significant segment of Aggregate Industries’ business. Ben dove in and came to learn as much or more about concrete — from how it’s made, its composition, performance criteria, etc. — as our operations guys,” says Paperny.
After Paperny moved on to his current position as senior vice president and general counsel at Target Logistics, Tymann, then a partner at Greenberg Traurig, left to set up his own firm, Tymann Law & Compliance. When Target’s substantial business in North Dakota ran into local municipal and political resistance which threatened its operations, Paperny’s first call was to Tymann.
“Not only were there a variety of legal issues at stake, constitutional and otherwise, but there were also political considerations that had to be taken into account. Ben’s got a lot of experience walking that line and has added great value in helping us define and weigh our options,” says Paperny.
More than anything, Paperny emphasizes that the key to a successful, long-term relationship with outside counsel is trust. “Ben and his team have been an invaluable resource helping us manage this litigation and develop our legal strategy. I trust his legal intellect and instincts, and after all these years, I know we’re not getting billed for unnecessary or superfluous work,” he says.
Paperny continues to leverage key industry contacts when needed, while partnering with Target’s executives to drive organizational growth. As in-house counsel Paperny has a direct role in his company’s prosperity as he helps ensure that Target Logistics’ risks are minimized as the company continues to grow into new markets.