Representative Experience
Represents clients in a variety of corporate and securities matters, including public offerings and private placements of debt, equity and hybrid securities, mergers and acquisitions involving publicly traded and privately held entities and corporate governance and securities compliance matters.   Significant focus on corporate and project-related financing transactions for investor-owned utilities.

Representative transactions include:

Representation of investor-owned utility in connection with the first conditional commitment ($3.4 billion) issued by the Department of Energy under the nuclear loan guarantee program.

Representation of issuers in numerous public offerings of debt and hybrid securities, including fixed, floating rate and extendible senior debt securities, subordinated debt securities with hybrid features and non-cumulative preferred and preference stock (approximately $8 billion in principal over last three years).

Representation of issuer in $570 million at-the-market equity offering.

Representation of investor-owned utilities in numerous tax-exempt bond issuances relating to pollution control and solid waste disposal projects, including long-term fixed rate bonds, variable rate demand bonds, and 13-month and other “put” bonds. 

Representation of non-regulated subsidiary of utility holding company in private placements of mortgage-style senior notes secured by leases relating to newly constructed natural gas-fired generating units.

Representation of borrowers in syndicated and bilateral credit facilities, including unsecured 364-day and long-term revolving and term loan credit facilities.

Representation of issuers in securities repurchase transactions, including a "Dutch Auction" tender offer for equity securities as part of a leveraged recapitalization, an accelerated share repurchase transaction involving equity securities and tender offers for debt securities.

Representation of television broadcasting company in the acquisition of 15 network-affiliated television stations for $515 million.

Representation of specialty retailer in a $250 million tender offer acquisition of a publicly-held jewelry retailer.

Representation of a privately-held real estate investment firm in a roll-up transaction involving more than 50 super market-anchored shopping centers and a concurrent $100 million convertible senior notes credit facility.