Representative Experience
- Represented Culmen International, a leading provider of technical, logistics, and management services, on both an announced $15 million capital investment by private equity firm Hale Capital Partners and the simultaneous closing of a substantial credit facility with PNC Bank.
- Represented Sinclair Television Group, Inc., one of the largest and most diversified television broadcasting companies in the country, in obtaining a $750 million aggregate principal amount of new term loans maturing April 2029 and the extension of the maturity of $612.5 million of its revolving commitments to April 2027.
- Represented Nikola Corporation in its second $300 million common stock equity line purchase agreement with Tumim Stone Capital LLC. Under the latest agreement, Nikola now has the right to issue and sell to Tumim up to $600 million of Nikola’s common stock in aggregate.
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- Served as U.S. counsel to Vobile Group Limited, a global leader in SaaS for online video content protection and monetization, in securing more than $127 million in a debt facility for its proposed acquisition of China-based Particle Culture Technology Group.
- Represented CommonWealth in the closing of a $507 million commercial mortgage-backed securities (CMBS) loan from Deutsche Bank to finance a portion of the acquisition costs of $1 billion+ Hudson Commons at 441 Ninth Avenue in Manhattan.
- Represented UBS and the other lead arrangers in connection with obtaining $219.3 million of incremental term loans and $20 million of incremental revolving commitments for TRC Companies, Inc.
- Asset Finance
- Acted for Atlas Air’s captive leasing arm Titan Aviation in connection with a $400 million equity raise from Bain Capital into a sidecar that will invest in widebody and narrowbody cargo aircraft. As the first aviation sidecar/JV to focus on this sector, it earned Global Freighter Finance Deal of the Year from Airline Economics.
- Represented Mizuho Securities as initial purchaser in connection with the issuance of $709 million in tranched debt securities and the private placement of equity for a $1 billion global portfolio aircraft serviced by GE Capital Aviation Services.
- Represented variety of U.S., Canadian and European banks on locomotive, railcar and railcar lease portfolio acquisition financings and warehouse facilities.
- Represented BNP Paribas and a multinational finance company, as lead arrangers/joint bookrunners, in AIM Aviation Finance Limited’s novel $667 million debt issuance—awarded Airfinance Journal’s European Deal of the Year.
- Represented Nedbank on the U.S. Ex-Im Bank financing of Boeing aircraft for South African low-cost carrier Comair, which won African Deal of the Year by Airfinance Journal.
- Bank & Leveraged Finance
- Represented Culmen International, a leading provider of technical, logistics, and management services, on both an announced $15 million capital investment by private equity firm Hale Capital Partners and the simultaneous closing of a substantial credit facility with PNC Bank.
- Advised American multinational investment banking and financial services corporation as arranger, administrative agent and lender in $1 billion across several senior secured credit facilities to companies within the Digicel Group.
- Served as counsel to Norway’s largest financial services group as a syndicate lender for a secured financing to Hill-Rom Holdings.
- Counseled American financial services company as agent in a revolving credit facility to Independent Bank Group.
- Acted as U.S. counsel to a French multinational banking and financial services company as agent in connection with a secured financing.
- Derivatives
- Handled call spread and warrant transactions to enable a communications industry client to hedge its common stock dilution risk in connection with an issue of convertible debt securities.
- Helped major airlines utilize commodity derivatives to hedge the risk of higher future fuel costs.
- Represented major government institution in resolving risks presented by a multibillion-dollar portfolio of credit derivatives and structured securities entered into by a leading international financial institution.
- Advised government and corporate pension and retirement plans to enable them to limit risks associated with the investment strategies they were pursuing.
- Project Finance
- Represented Tenaska on the project financing of its 925 MW natural gas-fired combined-cycle electrical generating facility in Westmoreland County, PA.
- Represented America’s largest power generator on the $360 million term loan, energy tax credit and letter of credit facility project financing of a portfolio of 24 solar farms in North Carolina.
- Advised Midwest Fertilizer Corporation regarding its proposed development and financing of a $2+ billion fertilizer plant in Indiana, including the issuance of $1.259 billion in tax-exempt bonds.
- Represented JX Nippon Oil & Gas on the development and project financing of the $1 billion carbon capture and sequestration, pipeline and enhanced oil recovery project at the W.A. Parish power plant in Texas.
- Represented JP Morgan Securities and Barclays as underwriters on the issuance of tax-exempt private activity bonds for the Portsmouth Bypass Project, the first P3 road project in Ohio.
- Served as project counsel in the development, financing and operations of the Idaho Wind Partners 183-megawatt portfolio of wind generation projects in Idaho.
- Advised Tozzi Green and its affiliate Ergon Peru on the financing of an approximately $150 million project for off-grid solar power installations under three concessions with the Government of Peru.
- Regulatory Compliance
- Represented large foreign banking organizations regarding many regulatory aspects of the Federal Reserve’s enhanced prudential standards rule.
- Represented numerous Swiss banks in Department of Justice/IRS investigations into alleged facilitation of U.S. tax evasion.
- Represented foreign bank in connection with an investigation of foreign exchange benchmark rate manipulation.
- Represented major financial institution and its board of directors in investigations by bank regulatory agencies and Department of Justice regarding alleged participation in money laundering and related issues.
- Represented PHH Corp. in its $4.8 billion divestiture of its fleet management division to buyer Element Financial Corp., which improved PHH’s balance sheet for initiatives, including buying back stock and redeeming corporate bonds.
- Represented BancWest Corporation and BNP Paribas in a $2.4 billion purchase of United California Bank.
- Represented several major international financial institutions in money laundering investigations.
- Represented major international financial institution in a joint federal and state investigation into trade sanction violations.
- Trade & Export Credit Agency Finance
- Represented Globeleq Inc. in connection with its purchase, development and financing by U.S. Ex-Im Bank and CABEI of a 200 MW portfolio of wind generation assets in Central America.
- Advised BNDES in connection with financings for Azul, American Airlines, Hong Kong Aviation Capital, JetBlue and Republic Airways.
- Counseled Development Bank of Japan, as a guaranteed lender, in connection with over 20 U.S. Ex-Im Bank financings.
- Represented Export Development Canada on the financing of four Bombardier aircraft for an Italian carrier.
- Represented ABN-Amro in connection with the U.S. Ex-Im Bank financing of three Boeing 777 aircraft for Pakistan International Airlines.
- Represented FMO and ABSA Bank Limited on refinancing arrangements in relation to the management buy-out of Copperbelt Energy Corp. (Zambia).
- Represented JBIC, NEXI, K-Exim and the corporate lenders on the proposed financings for the Hassyan IPP in Dubai.
- Dispute Resolution
- Represented RMBS trustee, as insured, defendant and counterclaimant in a mortgage insurer’s action seeking to rescind multiple mortgage insurance policies covering 11 securitizations.
- Defeated gift cardholders’ class action claims against a national bank that it violated consumer protection and unfair competition laws, setting an important precedent permitting use of arbitration clauses in consumer financial contracts.
- Insolvency & Restructuring
- Represented agent for $325 million credit syndicate in recovering full repayment through a refinancing of a multinational consumer rental business that required resolution of intercreditor agreement issues with significant second-lien lender syndicate.
- Represented $700 million lender to owner of three power-generating facilities impacted by natural gas price decline. Facilitated resolution with guarantors and bankruptcy filing achieving full recovery of amounts owed.
- After a failed workout effort, achieved complete recovery for a lender through the bankruptcy of a multistate dairy and calf-raising operation of some $68 million in loans, including all fees, despite second priority position on some real estate.