National Public Finance Group Chapman and Cutler LLP Public Finance Chapman and Cutler LLP has been one of the country’s preeminent law firms in public finance since its founding in 1913. The Firm’s attorneys have an extraordinary history of providing innovative and practical legal solutions for complex financial transactions in a wide variety of practice areas. National Public Finance Group Chapman and Cutler’s National Public Finance Group understands the challenges its clients across the country face in the public finance markets. The National Public Finance Group consists of attorneys with experience in such areas as healthcare, housing, education, culture, environmental, investor-owned, public and rural utilities, airports and renewable energy. Using a team approach that draws upon the experience of the Firm’s attorneys in such diverse areas as public finance, tax, banking and securities, we take pride in being able to work under aggressive timetables as well as delivering opinions clients can trust. Finance is our focus and providing valued service is our mission. Utilities Financed Facilities Attorneys in the utility practice serve as bond counsel, underwriter’s counsel and company • pollution control facilities counsel to many investor-owned, public and rural utilities. In doing so, our attorneys assist in the • solid waste disposal facilities tax-exempt financing of “exempt facilities” throughout the United States on hundreds of millions of • sewage facilities dollars of tax-exempt financings each year. Using collective experience, our attorneys have helped • facilities for the local furnishing utility clients finance various facilities through the issuance of fixed and variable rate securities. of electricity, gas and water Housing Housing Experience Chapman’s National Public Finance Group handles a wide variety of single-family and multifamily • tax-exempt transactions housing financings for our clients. • taxable transactions • combined tax-exempt/ We have extensive experience in providing housing-related legal services. Our attorneys have taxable structures represented various nonprofit and for-profit entities, state agencies and housing finance • fixed, variable and convertible corporations in several states, assisting them in navigating the often complex state and local interest rate structures regulatory and compliance laws in connection with financing multifamily housing projects. Our • mortgage credit housing practice has grown to meet the increasing needs of clients for cutting-edge ideas and certificate programs structures to solve various legal issues in a market that changes continuously. • tax credit loans Airport Finance Airport Experience Our attorneys have an extraordinary range of experience as bond counsel and underwriter’s • general airport revenue counsel in both general airport revenue bond and special facility bond financings at major U.S. bond and special facility bond financings at regional and airports, as well as municipal and regional airports. major U.S. airports Attorneys in the Firm’s Special Litigation, Bankruptcy and Workout Group have represented investors, secured lenders and indenture trustees in several of the largest airline bankruptcy matters, including United Airlines, Continental Airlines, America West Airlines, Eastern Airlines, Midway Airlines and Trans World Airlines. This experience enhances the ability of Firm attorneys to assist in structuring transactions to provide the optimum security for bondholders. 1 Health Clients Health, Education and Culture • hospitals The Firm has represented clients in tax-exempt financings for private nonprofit hospitals since • nursing homes the mid-1960s. Attorneys in the National Public Finance Group regularly serve as bond counsel, • retirement facilities underwriter’s counsel or special corporate counsel in connection with the issuance of tax-exempt • healthcare systems bonds for the benefit of healthcare institutions throughout the United States. • other healthcare institutions Chapman and Cutler’s higher education practice is an integral part of the Firm’s National Public Education Clients Finance Group. We regularly serve as bond counsel or underwriter’s counsel in connection with • public universities the issuance of tax-exempt bonds for the benefit of colleges and universities located throughout • private universities the country. Our clients include both private institutions of higher education and public universities. Furthermore, our clients include a wide variety of institutions ranging from large universities to Cultural Clients small liberal arts colleges. • museums & zoos • symphonies Chapman and Cutler has been at the forefront of tax-exempt bond financings for cultural and • social service organizations other 501(c)(3) institutions since legislation was enacted permitting the issuance of revenue bonds • libraries for the benefit of such institutions. We regularly serve as bond counsel or underwriter’s counsel for tax-exempt bond financings for a wide range of cultural and other 501(c)(3) organizations. Solid Waste, Sewage and Other Environmental Disposal Chapman and Cutler has been one of the most active and experienced law firms in the nation handling the tax-exempt financing of sewage and solid waste disposal facilities of corporate and utility borrowers. The Firm’s Tax Group and National Public Finance Group attorneys confer with company engineers to identify the specific environmental facilities that qualify for such low-cost financing within the technical regulations of the Internal Revenue Code. Our attorneys have successfully identified environmental facilities qualifying for such financing in a variety of industries. Our experience includes transactions involving: • investor-owned utilities and rural electric cooperatives financ- • industrial and manufacturing clients, including oil refineries, ing solid waste disposal facilities at coal-fired power plants that financed the environmental portions of their plant expansions using tax-exempt bonds • ethanol production companies financing solid waste disposal facilities • cleanup and remediation of former industrial and manu- facturing sites as well as former gas stations and other • financing of municipal waste disposal and recycling facilities commercial facilities requiring significant expenditures for for a number of large privately owned companies that cleanup activities to keep prior spillages from spreading provide for the collection, transfer, processing, disposing to the surrounding air, soil and groundwater and recycling of the municipal waste of residential and business customers 2 Governmental Purpose Bonds Attorneys in the National Public Finance Group represent a variety of governmental units, including states, state authorities, joint action agencies, cities, counties, school districts, special purpose districts and municipal nonprofit corporations and authorities throughout the United States. “ National Public Finance has We have widespread experience in virtually every type of public finance transaction and structure. played a key role in the history Our public finance attorneys serve as bond counsel, underwriter’s or disclosure counsel and special counsel to state and local government entities of all types, including state agencies, of Chapman and Cutler and counties, cities, school districts and joint action agencies; electric, water, sewer, transit and other public utility districts; and agencies that issue revenue bonds, general obligation bonds remains a cornerstone of the and other obligations. These districts and agencies are generally governmental or quasi- governmental entities and include water conservancy districts, metropolitan water districts, Firm’s finance practice.” irrigation districts, improvement districts and similar entities. Attorneys in the Firm’s Salt Lake City office are at the forefront of the development of new financing solutions for the capital — Rick Cosgrove, needs of water providers in Utah. Chief Executive Partner Private Activity Bonds Chapman and Cutler has been instrumental since the 1970s in developing, and assisting qualifying borrowers in utilizing, the industrial development revenue bond (now private activity bond) financing tool. Our attorneys have served as bond counsel, underwriter’s counsel, special tax counsel or credit enhancer counsel on private activity bond issues across the nation. We are familiar with the intricacies of the numerous requirements of the Internal Revenue Code necessary for the successful issuance of private activity bonds. These include requirements pertaining to capital expenditures, the qualification of assets as core manufacturing facilities, volume cap, the acquisition of existing facilities and the associated rehabilitation requirements, costs of issuance limitations, maturity limitations and all other associated requirements. We work with the major national and regional underwriters, banks, financial advisors and rating agencies utilizing all of the structures commonly employed in these transactions, such as variable rate demand, letter of credit–backed issues, direct bank purchases, bonds backed by standby liquidity agreements and/or insurance policies and related structures. Tax Credit Bonds Attorneys in the National Public Finance Group in conjunction with our Tax Group are well positioned to counsel clients in connection with the issuance of the following tax credit bonds: • original and new clean renewable • qualified school construction bonds energy bonds • Build America Bonds • qualified energy conservation bonds • recovery zone economic development bonds • qualified zone academy bonds We regularly monitor legislation to provide counsel to issuers, borrowers, underwriters and lenders involved in financing qualifying projects with tax credit bonds. We believe that tax credit bonds are cutting-edge financing tools, and we are dedicated to assisting issuers, borrowers, underwriters and lenders in developing creative structures using tax credit bonds. 3 Solar, Wind and Other Renewable Energy Projects The renewable energy industry has grown considerably in the last few years and is expected to grow in the future. Local governmental entities and rural electric cooperatives are often the issuers of bonds for the purpose of financing solar, wind and other renewable energy projects. Attorneys in the National Public Finance Group use their extensive public finance experience to provide creative and sound guidance to clients financing such renewable energy projects with tax-exempt and taxable bonds as well as tax credit bonds. Our National Public Finance Group has been among the most active participants in the country in structuring clean renewable energy bonds (CREBs) on behalf of state and local governments and rural electric cooperatives. CREBs provide a low-cost financing tool for local governments to build power-generation facilities. The Group has structured CREBs to finance alternative energy projects that produce electricity using solar, wind, landfill gas and hydropower. Tax-Exempt Leasing Clients State and Local Government Finance Leases and True Leases • state and local government for Equipment and Capital Facilities • bank, non-bank and The National Public Finance Group routinely represents clients in the tax-exempt leasing industry. mutual fund investors in The Group’s clients include state and local governments as lessees; leasing companies; bank, tax-exempt leases non-bank and mutual fund investors in tax-exempt leases; national and regional underwriters for • national and regional underwriters for major lease major lease revenue bond and certificate of participation financings; and credit enhancers for tax- revenue bond and certificate exempt leases. Our tax-exempt leasing practice involves traditional types of leased equipment of participation financings for state and local governments, such as vehicles, communication systems and office equipment, • credit enhancers for as well as unique types of leased equipment including computer software, energy management tax-exempt leases systems, aircraft (including joint ownership arrangements) and fiber optics. Chapman and Cutler has acted as bond counsel, special tax counsel, underwriter’s counsel or investor’s counsel in tax-exempt lease financings in virtually every state in which this financing technique is authorized by law. Secondary Market Securitization of Individual and Pooled Tax-Exempt Obligations The National Public Finance Group has experience in the securitization of individual and pooled tax-exempt assets, including bonds, notes, leases and other state and local government obliga- tions, and in the issuance of synthetic tax-exempt variable rate instruments. The Group also represents banks, bank leasing companies, non-bank finance companies, equipment vendors, computer software companies, investment banks and institutional investors in the structuring and placement of secondary market securitization transactions. These products are particularly valuable to investors and money market funds seeking short-term tax-exempt investments. 4 Chicago New York Salt Lake City San Francisco 111 West Monroe Street 330 Madison Avenue, 34th Fl. 201 South Main Street 595 Market Street Chicago, IL 60603 New York, NY 10017 Salt Lake City, UT 84111 San Francisco, CA 94105 312.845.3000 212.655.6000 801.533.0066 415.541.0500 Chapman.com Attorney advertising.
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