Public Finance Solutions
Serving the legal and financing needs of the public sector
Participants in the municipal market, whether state or
local government agencies, conduit borrowers,
under-writers or credit support providers, need attorneys who
are knowledgeable about the nuances and complexities
unique to public finance and who are creative and
experienced in raising capital in all market conditions.
Nationally recognized practice
Nixon Peabody is a nationally recognized bond counsel firm with
more than 30 years of experience in all areas of public finance. The
firm’s public finance practice is one of the largest in the nation
with approximately 35 bond and tax attorneys. Our diverse
back-grounds and commitment to teamwork and client service have
earned us recognition as one of the foremost public finance law
firms in the country.
We have a proven track record of providing effective transaction
management and creative financial structuring assistance to our
cli-ents. We understand the unique challenges in this marketplace, and
work closely with our clients to find innovative yet practical
solu-tions tailored to meet their specific needs.
From mass transit and
hospitals to baseball
stadiums and housing,
Nixon Peabody’s public
finance practice has
earned a national
reputation for innovative
work in the financing
of a wide range of
municipal and
infra-structure projects.
Ranked among the top ten
In 2010, Thomson Reuters ranked Nixon Peabody’s public finance practice as the #6 most active bond counsel in the nation with 54 transactions totaling $13 billion and the #1 most active underwriter’s counsel in the nation with 86 transactions totaling $19.6 billion. In 2009, Thomson Reuters ranked Nixon Peabody’s public finance practice as the #6 most active bond counsel in the nation with 62 transac-tions totaling $8.57 billion and the #2 most active underwriter’s counsel in the nation with 90 transactions totaling $21.3 billion.
Comprehensive bond experience
Our work with clients includes transactions involving virtually every area for which state and local governmental entities issue debt securities. We are experienced in all aspects of structuring, documenting, negotiating, and closing financial transactions for the following:
Nixon Peabody’s public finance attorneys develop and implement
programs that effectively address governmental needs and meet
the changing demands of the financial markets.
Since 1996,
the firm has been
consistently ranked
among the top ten
bond counsel
and underwriter’s
counsel firms in
the country.
• Continuing care, assisted,
and “assistive” living facilities
• Educational facilities • Health care facilities • Hotels and convention
centers
• Industrial, civic, and eco -nomic development projects
• Military housing • Multi-family and single
family housing
• Municipal improvement
projects
• Museums and cultural
institutions
• Public power and electric
cooperatives
• Renewable energy • Solid waste facilities • Sports stadiums and arenas • Student loans
• Tobacco securitizations • Transportation projects,
including airports, bridges, tunnels, toll roads, mass transit, and ports
• Water and wastewater
• Albany, NY • Boston, MA • Buffalo, NY • Chicago, IL • London, UK • Long Island, NY • Los Angeles, CA • Manchester, NH • New York, NY • Paris, France • Providence, RI • Rochester, NY • San Francisco, CA • Shanghai, China • Silicon Valley, CA • Washington, DC
Diverse roles and
broad geographic coverage
Our public finance practice serves as bond counsel, dis-closure counsel, issuer’s counsel, counsel to underwriters and private placement agents, derivatives counsel, spe-cial tax counsel, counsel to bond insurers, banks and other financial institutions providing credit and liquidity support for public finance transactions, rating agency counsel and counsel to corporate and not-for-profit obli-gors in conduit financings.
We work with clients in nearly every state in the nation,
as well as the District of Columbia and Puerto Rico. With public finance attorneys in Boston, New York, Providence, Rochester, Washington, DC, Los Angeles, and San Francisco, Nixon Peabody provides a nation -wide network with a local focus.
The strength of an
international law firm
Nixon Peabody has offices located in 17 cities throughout
the United States and internationally including:
Award-winning practice
Our work on public finance transactions has received national recognition as evidenced by the following:
• Special tax counsel on Smith’s Research & Gradings’s
2010 All Star Deal of the Year, the $2.62 billion
Municipal Power Authority of Georgia Vogtle Power
Plant issue
• Underwriters’ counsel on The Bond Buyer’s 2009 Deal of the Year, the $963.3 million Metropolitan
Washington Airports Authority Dulles Toll Road
Revenue Bonds, Series 2009 (Dulles Metrorail and
Capital Improvements Projects)
• Underwriters’ counsel on The Bond Buyer’s 2008 Deal of the Year, the $384.5 million Puerto Rico
Housing Finance Authority Capital Fund
Modernization Program Subordinate Bonds (Puerto Rico Public Housing Projects), Series 2008
• TIFIA counsel on The Bond Buyer’s 2008
Non-Traditional Innovative Financing Deal of the Year,
Capital Beltway
• Purchasers’ counsel on Project Finance Magazine’s
2007 North American Leisure Deal of the Year, the
New Meadowlands Stadium financing for the Giants
and Jets NFL teams
• Developer’s counsel on Project Finance Magazine’s
2007 North American Infrastructure Deal of the
Year, Trans Bay Cable
• Bond counsel on The Bond Buyer’s 2006 Deal of the
Year, the New York City Industrial Development
Agency’s $1.59 billion in bonds to finance the New
Representative investment banking clients
Representative issuer clients
• Barclays Capital Inc.
• Bank of America/Merrill Lynch • B.C. Ziegler and Company • Citigroup Global Markets • E.J. De La Rosa & Co., Inc. • George K. Baum & Company • Goldman, Sachs & Co.
• Herbert J. Sims & Company, Inc. • Jefferies and Company, Inc.
• JP Morgan Securities LLC • Morgan Keegan & Company • Morgan Stanley
• RBC Capital Markets
• Raymond James & Associates, Inc. • Roosevelt & Cross Inc.
• Samuel A. Ramirez Incorporated • Stone & Youngberg
• Wells Fargo Bank, N.A.
• American Municipal Power • Bay Area Toll Authority • CapX 2020 Utilities
• City of Long Beach, California
• City of Los Angeles, California • City of San Diego, California • Commonwealth of
Massachusetts
• County of Alameda, California • County of Loudoun, Virginia • Dormitory Authority of the
State of New York
• Educational Funding of the South, Inc. • Federal Highway Administration, U.S. Department of Transportation • Federal Railroad Administration, U.S. Department of Transportation • Florida Municipal Power Agency
• Government Development Bank
for Puerto Rico
• Los Angeles County Metropolitan Transportation Authority
• Mass Development
• Metropolitan Transportation Authority • Metropolitan Washington Airports
Authority
• Metropolitan Waster District of Southern California
• Municipal Electric Authority of Georgia
• New York City Industrial Development Agency • New York State Housing
Finance Agency
• Port of Oakland, California
• Prairie State Generating Company, LLC • Rhode Island Clean Water
Finance Agency
• Southern California Public Power Authority
• Suffolk County Industrial Development Agency
• Town of Hempstead Industrial Development Agency
Broad-based financing experience
We help our clients successfully complete transactions with all of the varied securities and structures prevalent in the public finance marketplace, including:
Innovative financing techniques
Our goal is to provide clients with creative, innovative solutions that work. We have been instrumental in the development of various investment products used in bond transactions, such as debt service reserve fund agreements, forward supply escrow reinvestment agreements, repurchase agreements, and guaranteed investment con-tracts. We regularly participate in the creation and implementation of innovative
products and programs. Examples include sales tax certificates, privatizations of government-owned facilities, payment in lieu of taxes (PILOT) structures, the secu -ritization of tobacco settlements, and the empowerment zones program.
We have been involved in federal stimulus finance programs through numerous
issuances of Build America Bonds, as well as through our representation of the U.S. Department of Energy on its Loan Guarantee Program, which provides funding for
clean energy projects that use innovative technologies.
• Traditional general obligation bonds,
special tax bonds, revenue bonds, special obligation bonds, industrial development bonds, tax increment bonds, and recovery zone bonds
• Bond, grant, revenue, and tax antici -pation notes and warrants
• Special assessment, Mello-Roos, and
redevelopment agency bonds
• Subordinate lien financings
• Variable rate debt, multimode float -ers, inverse float-ers, auction rate bonds, and tender option bonds
• Zero coupon and capital
appreciation bonds • Asset-based securities • Synthetic refunding bonds, warrants, and other forward products
• Commercial paper and pooled
loan programs
• Certificates of participation and
financing leases
• Interest rate swaps and other
derivative products
• Build America bonds
• Qualified zone academy bonds
We help clients
find the best
possible solutions
to their financing
needs in changing,
often turbulent
markets.
The firm’s attorneys are also among the nation’s foremost legal authorities in trans-actions involving the low income housing tax credit, the new markets tax credit, the historic rehabilitation tax credit, and renewable energy tax credits. The credits play an important role in the financing and development of affordable housing, historic preservation, and green development projects, as well as commercial and mixed-use real estate in low income communities. In addition, we have been heavily involved in the development of the clean renewable energy bond program and are very knowledgeable in the area of tax credit bonds.
Finally, we have experience drafting and assisting with the legislative presentation of constitutional amendments and enabling legislation, as well as ordinances, reso-lutions, and local laws. Our tax attorneys have been called upon frequently to analyze the tax aspects of new financing techniques and often provide refinements that not only bring the techniques into compliance with federal tax law but make them more attractive to the market.
Tax proficiency
A distinguishing feature of Nixon Peabody’s public finance practice is the depth of
our tax law experience and capabilities. We have several experienced tax attorneys who function exclusively as “§103” lawyers, have broad experience with all of the varied structures used in the public finance industry, and have worked on virtually every type of financing in the tax-exempt market. In addition, our §103 lawyers are supported by a group of tax lawyers with expertise in other areas, including nonprofit organizations, partner-ship and corporate tax, expertise that often is necessary to fully analyze public finance transactions.
Our tax lawyers do not just maintain contact with
Internal Revenue Service and U.S. Treasury Department
officials; we literally wrote many of the rules and
regula-tions while working for both the IRS and Treasury and
have relationships with federal tax officials at all levels of government. Our tax lawyers have developed an admin-istrative, regulatory and legislative practice that is unmatched by any other firm. Our §103 attorneys have obtained numerous favorable private letter rulings from
the IRS and have successfully represented associations like the Large Public Power Council, the American Public Gas Association, and the Government Finance Officers Association, as well as individual issuer clients.
Our attorneys are
widely recognized
for their knowledge
and creativity in
dealing with public
finance and federal
tax law.
Omnicap Group LLC
The firm has teamed with the Omnicap Group LLC to provide comprehensive tax compliance,
arbitrage rebate, and investment advisory services to municipal issuers and conduit borrowers. Issuers and conduit borrowers receive timely and accurate reports on their arbitrage rebate liabili-ties and an opinion from the firm that their reports have been prepared in accordance with
the Internal Revenue Code and its regulations.
Issuers and conduit borrowers receive the
com-pleted IRS forms to accompany their payment,
if required.
Derivative products
Nixon Peabody has long been in the forefront in the use of derivative products in the public finance market. We have experience with a broad range of hedges such as interest rate swaps, caps, options, forwards, swap guarantees, termination agree-ments, swaptions, and credit default swaps, along with commodity, total return, and currency swaps. We are fully versed in the tax aspects of integration and super-integration and have developed guidelines for lenders to assist their review of the use of derivative products. We also have experience assisting our clients in working through the challenges created by the bankruptcy filings of their swap counter par-ties or related credit support providers.
Liquidity and credit facilities
Nixon Peabody is one of the leading firms in the representation of commercial banks, both foreign and domestic, that provide credit and liquidity facilities in sup-port of bonds, notes and other debt issued into the municipal market. The com-mercial banks represented by Nixon Peabody include the most prominent lenders
in the field, such as Bank of America, JPMorgan Chase Bank, N.A., Royal Bank of Canada, and U.S. Bank National Association. The projects for which the firm
serves as bank counsel range the entire spectrum of the municipal market.
Few firms can
match the depth,
transactional
expe-rience, and
problem-solving
ability that our tax
lawyers bring to
our bond counsel
and underwriters’
counsel
representations.
Full-service capabilities
Our public finance practice is complemented and supported by the talents and depth of a large, full-service law firm with approximately 700 attorneys working across our extensive range of practice areas. To ensure our clients the best possible representation, the group regularly partners with firm attorneys whose practice is dedicated to other areas such as affordable housing, corpo-rate law, securities, financial services, bankruptcy and financial restructuring, antitrust, litigation and dispute resolution, real estate and community devel-opment, federal and state tax, regulatory, energy, environmental, labor and employment, health care, higher education, arts and cultural institutions, and non-profit organizations.
About Nixon Peabody
Nixon Peabody is a full-service, international law firm and is recognized as a
Global 100 law firm—one of the largest in the world. The firm’s size, diver -sity, and advanced technological resources enable us to offer comprehensive legal services to individuals and organizations of all sizes in local, state, national, and international matters.
Contacts:
Michael Vaccari
212-940-3108
[email protected]
Mitch Rapaport
202-585-8305