Hughes Hubbard provides sophisticated legal counsel to lenders, debt investors, issuers, underwriters, borrowers and counterparties in numerous types of cutting-edge financing and financial-product transactions. Our clients include many of the world’s leading commercial banks, finance and leasing companies, private equity funds, hedge funds, financial sponsors, public and private operating companies and the United States Treasury.
Our banking and financial services attorneys work seamlessly with our tax, real estate, intellectual property, environmental, employee benefits, corporate reorganization and litigation groups to provide a full array of services to our financial institution and corporate clients.
Banking, Asset-Based Lending and Leveraged Finance
As part of our loan origination practice, we represent lead arrangers, administrative agents, collateral agents and participant lenders in syndicated loans, asset-based loans, cash flow loans, acquisition loans and private banking transactions. We negotiate and document chapter 11 debtor in possession and exit financings, structured senior, second-lien and subordinated debt transactions and Islam-compliant financings. We also represent borrowers – typically private equity funds, hedge funds and financial sponsors, as well as their portfolio companies – in similar transactions. The following transactions are representative of our extensive lending practice:
- The financing of a public trust for the purchase of a Manhattan office building and the acquisition of a national hotel chain
- A multiple-tranche term loan and revolving credit facility for a public utility holding company
- Revolving credit and letter of credit facilities to a power company and energy marketer
- A letter of credit facility supporting equity interests in a nuclear plant leveraged lease
- Revolving credit facilities to three feeder funds operating in the Cayman Islands, secured by equity interests in hedge funds
- A multiple term loan facility secured by a portfolio of farm subsidies
- Bilateral facilities to high-net-worth individuals and their affiliates secured by personal investments such as marketable securities, margin accounts, equity interests in hedge funds and fine art
- A bridge loan and trade-related facility to finance the acquisition by a Brazilian steel conglomerate of a U.S. steel company
- Bilateral and syndicated asset-based borrowing base, revolving credit and term loan facilities to companies in a wide variety of industries including: a manufacturer of boat engines; a manufacturer of truck components; a consumer products company; a reality TV film company; a finance company that lends to law firms; a food products company; a natural gas trader; and a lender to start-up businesses in the oil and gas industry
International Trade and Commodities Finance
We have extensive experience structuring, negotiating and documenting trade-related facilities including letters of credit, syndicated loans and repurchase agreements. Many of our transactions involve pre-export finance facilities and structured export finance facilities for borrowers throughout North, Central and South America. We have represented borrowers, administrative agents, collateral agents and lenders in the following transactions:
- A secured trade finance and working capital facility to a Brazilian aircraft manufacturer and two of its subsidiaries in the Cayman Islands and Spain
- A trade and working capital facility to a group of Brazilian industrial companies which was named a “Deal of the Year’ by Global Trade Review
- A pre-export financing of a Brazilian metals and ore producer. The transaction was named a “Deal of the Year” by Trade Finance, Global Trade Review and Trade & Forfaiting Review.
- A financing of the largest portfolio-based soybeans export prepayment program in Brazil. The transaction was named a “Deal of the Year” by Trade Finance.
- A pre-export and revolving credit facility for a Brazilian steel exporter
- A multi-tranche structured supply chain trade finance transaction for an international trade company for its Brazilian operations, secured by receivables, and soybean inventories
Transportation Finance
Our global transportation finance group represents commercial banks, sponsors, hedge funds, export credit agencies, equipment suppliers, and end-users in a wide variety of domestic and cross-border finance transactions of aircraft, “rolling stock,” shipping vessels, shipping containers, satellites and similar assets. These transactions include:
Equipment trust certificate financings
- Asset based security transactions
- Term B loan financings
- Exim-guaranteed financings
- Pre-delivery payment and warehouse facilities
- Aircraft acquisitions and dispositions
- Leveraged lease transactions
- Secured debt financings
- Joint venture transactions
Project Finance
We represent financial institutions in the United States, the Caribbean, South America, Asia and Europe in project finance transactions involving:
- Foreign and domestic power production facilities
- Traditional energy and renewable energy power plants
- Transportation facilities
- Fixed-line and wireless telecom installations
- Satellite projects
- Mining projects
- Capital-intensive infrastructure projects
Capital Markets
Our lawyers advise domestic and foreign issuers and underwriters on the issuance of SEC registered and Rule 144A/Regulation S debt. On the underwriter side, we have represented financial institutions in connection with public offerings of securities and sales of senior and subordinated notes by Viacom Inc., CBS Corp. and Anadarko Petroleum Corp. We have also advised Cenveo, Inc., Continental Airlines and MediaNews Group, Inc. on their issuance of high-yield debt, senior and subordinated notes, and enhanced aircraft debt securities. Our Latin America practice group actively represents companies making private placements of securities in the U.S. capital markets, as well as over-the-counter American Depositary Receipts.
Derivatives and Other Financial Products
We advise on the use of various financial products including interest rate swaps and collars, total return swaps, credit default swaps and other derivatives transactions, repurchase and reverse repurchase transactions, securities lending, options and other structured products. We negotiate and draft master agreements, schedules and confirmations, and related credit-support documents for individual transactions as well as entire dealer portfolios. Our experience in this area includes representing:
- An international bank in connection with the restructuring of the credit default portfolios of several major monoline insurers
- Three financial institutions in the restructuring of long-term interest-rate swap agreements secured by a power plant on a pari passu basis with a construction facility
- An international bank in creating model derivatives and repurchase documentation
- The Trustee of Lehman Brothers, Inc. in connection with the unwinding and settling of the broker-dealer’s portfolio of financial and derivatives products
Consumer Credit, Credit Cards and Electronic Commerce
We assist domestic and foreign banks, finance companies, leasing companies, credit card issuers and acquirers, industry loan companies, and money transmitters in the development and execution of retail banking credit card programs and Internet-based financial services for consumers. We advise on state and federal consumer credit laws and regulations, including privacy, electronic signatures and interest rate regulation. We also help to establish co-branded credit card programs and open-end and closed-end credit products.
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