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金融交易与监管

Financial Transactions, image of digital financial information

金融交易与监管

现代金融交易牵涉多重相互交织的法律、商业与关系问题。

博钦致力于协助客户达成有利交易,同时注重维护商誉,保障交易后各方能保持良好合作。

我们博钦的律师熟谙复杂交易,能够针对客户在金融交易中可以争取的条款与架构提供富有洞见的高价值建议。依托深厚的市场积淀,我们能够确保客户达成最优金融交易方案,并实现业务灵活性。

我们博钦的商业融资与房地产金融律师既可代表贷款方,也可代表借款方,在处理时间紧迫的大型交易及中等规模交易方面拥有深厚经验。我们的企业信托专家经验丰富,能够在各类债务资本市场交易中,代表银行及信托公司提供服务。我们的破产与重组团队可代理企业债务人、有担保及无担保债权人、法院指定受托人、契约受托人及债权人委员会处理相关法律事务。我们也为联邦监管金融机构、养老基金管理机构、资产支持贷款人、贸易债权人及公债持有人提供服务。

Perkins Coie 专注于在商业融资、公司融资及公共融资领域提供全方位的法律服务,能够为不同行业、各类交易中的借贷双方提供代理服务。

How we help clients

  • 有担保/无担保贷款
  • 资产支持贷款
  • 夹层贷款
  • 从属贷款
  • 房地产贷款
  • 通道贷款
  • 证券化交易
  • 商业抵押贷款支持证券
  • 商业票据交易
  • 中期票据交易
  • 公共融资
  • 市政债券
  • 公债融资
  • 税收抵免交易
  • 船舶融资
  • 设备及航空器融资
  • 结构化融资交易

重点领域

商业融资

我们博钦在各类商业贷款交易中为借贷双方提供法律代理服务。我们的客户覆盖农业、能源、医疗、科技等诸多行业。

公司融资

我们博钦的公司融资律师专注为企业在融资交易中提供战略咨询。我们博钦助力客户筹措资金、重组债务、管控财务风险,确保客户实现有利的财务成果并取得商业成功。我们在风险投资交易、IPO 及后续公开发行领域是公认的领先律所,在几乎所有主要的公募与私募融资领域——包括 144A 规则下的交易、债务及优先证券/可转换证券的其他公私募发行——均拥有丰富经验。

企业信托

我们博钦的银行客户在履行契约受托人及相关代理职能的过程中,常面临独特的融资与不良资产处置挑战。我们可为银行机构与信托公司在国内外资本市场交易中提供全方位的法律代理服务,助力应对这些挑战。

债务融资

我们博钦的融资律师可为私募股权基金及其投资组合公司,以及上市与非上市公司担任借款方法律顾问。同时,我们也为各类金融机构——从市值超 2500 亿美元的银行,到区域及地方性银行、金融公司、投资基金、专业贷款机构及贷款参与方——担任贷款方法律顾问。客户可放心委托我们处理各类相关事务,包括:

  • 并购融资交易
  • 杠杆收购
  • 涉及复杂债权人间协议的优先/次级信贷安排
  • 附贷款人协议的统合融资安排
  • 夹层及从属债务交易
  • 不良债务及投资组合收购
  • 结构化贷款参与
  • 私募债务配售
  • 信用增级交易
  • 资本重组交易
  • 银团信贷安排
  • 资产支持及现金流信贷安排
  • 新市场税收抵免交易
  • 公共融资与市政债券
  • 可负担住房
  • 社区再投资法案融资及票据发行
  • 商业抵押贷款支持证券
  • 担保贷款凭证
  • 信用证融资安排
  • 营运资本贷款安排
  • DIP 融资及债务重组
  • 房地产贷款
  • 建设贷款
  • 设备融资
  • 债券及票据发行
  • 高收益票据发行
  • 风险投资与初创企业贷款
  • 结构化融资
  • 通道贷款
  • 进出口融资
  • 涉及保险产品、证券组合、艺术品及其他奢侈品的财富管理与遗产规划私募融资
  • 其他有担保/无担保贷款

项目融资

我们博钦的项目融资业务团队在项目开发与融资的全阶段与客户紧密协作。我们可代表项目发起方、开发商、项目公司、融资方、承包商及运营商,参与项目融资交易。

公共融资

我们博钦的公共融资律师曾在全国范围内的大型复杂公共融资交易中担任债券法律顾问、承销商法律顾问、税务法律顾问、发行人法律顾问及通道借款人法律顾问,业务主要集中于伊利诺伊州、南达科他州、威斯康星州及华盛顿州。

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Partner
MMorrissey@perkinscoie.com

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Before proceeding, please note: If you are not a current client of Perkins Coie, please do not include any information in this e-mail that you or someone else considers to be of a confidential or secret nature. Perkins Coie has no duty to keep confidential any of the information you provide. Neither the transmission nor receipt of your information is considered a request for legal advice, securing or retaining a lawyer. An attorney-client relationship with Perkins Coie or any lawyer at Perkins Coie is not established until and unless Perkins Coie agrees to such a relationship as memorialized in a separate writing.

312.324.8406
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合伙人
MMoynihan@perkinscoie.com

Notice

Before proceeding, please note: If you are not a current client of Perkins Coie, please do not include any information in this e-mail that you or someone else considers to be of a confidential or secret nature. Perkins Coie has no duty to keep confidential any of the information you provide. Neither the transmission nor receipt of your information is considered a request for legal advice, securing or retaining a lawyer. An attorney-client relationship with Perkins Coie or any lawyer at Perkins Coie is not established until and unless Perkins Coie agrees to such a relationship as memorialized in a separate writing.

202.654.6254

代理经验

Financial Transaction Experience

$125M Tax Exempt Working Capital Financing

$125M Tax Exempt Working Capital Financing (Borrower's counsel)

$200M Taxable Hospital Bonds

Borrower's counsel in connection with $200M Taxable Bond issue in New Jersey.

$400M Letter of Credit Reimbursement Agreements

$400M Letter of Credit Reimbursement Agreements (Borrower’s counsel)

$500M Standby Bond Purchase Agreements

$500M Standby Bond Purchase Agreements (Bank counsel)

Achieved Payment and Reduced Risks for Owner of Decommissioned Power Plant*

Represented the owner of decommissioned electrical power plants that contracted for their demolition and the recovery of scrap metal in a case where the scrap company breached its contracts, created substantial environmental exposure and then filed for Chapter 11. The bankruptcy court approved the lock out of the contractor and dismissed the debtor’s counterclaim litigation. This ultimately provided a resolution for a substantial payment to the owner.

Acquisition

Represented acquirer in $1.4 billion CMBS and mezzanine financings in acquisition of public company.

Acted as Counsel to Lender in Hospital BK*

Represented the lender to the regional hospital in Bridgeport, Texas in its Chapter 11 case.

Acted as Lender's Counsel to Forest Products Company in Contentious Chapter 11*

Represented the lender to a large forest products company in Chapter 11 where the debt was collected as a result of the sale of the company’s primary assets after a contested confirmation hearing involving multiple plans of reorganization.

Advised in One of the Largest Not-for-Profit Chapter 11 Cases*

Served as Creditors' Committee counsel in National Benevolent Association, a not-for-profit corporation that owns and operates senior living facilities and facilities for developmentally disabled adults and juveniles. NBA is one of the largest not-for-profit corporations to seek Chapter 11 relief.

Aircraft Financing

Represented national banks and Canadian banks in connection with their aircraft financings.

Allocation of Purchase Price

Allocated purchase price of hospitals to create minimum compliance responsibility and maximum flexibility as to future use (Borrower’s counsel).

Asset-Based

Represented numerous commercial finance and bank asset-based lending divisions in asset-based lending transactions.

Asset-Based, Multinational Leveraged Acquisition

Represented private equity fund and its acquisition entity in senior asset-based and mezzanine financings of acquisition of a multi-national business.

Bridge

Represented private equity fund in negotiating financing line to bridge capital calls from limited partners to facilitate acquisitions.

Confirmed Hostile Chapter 11 Plan for Oil Wildcatter*

Represented the lender to an oil "wildcatter" in Chapter 11 where a plan resolving a "lender liability" lawsuit was confirmed over the debtor's vigorous objections, which was then affirmed on appeal.

Counseled Creditors Committee in Gas Producer Insolvency*

Represented the creditors committee in the Chapter 11 case of a gas producer in the Texas Panhandle.

Counseled Lender in Bid Opposition in Innkeepers USA Chapter 11*

Represented Midland Loan Services Inc., the servicer for $825 million in mortgage debt, in its opposition to a bid by Innkeepers USA Trust to enter into a plan support agreement regarding a debt-for-equity swap with Lehman Brothers Holdings Inc.'s subsidiary, Lehman ALI, Inc. and Apollo Investment Corporation.

Credit Enhanced Tax Exempt Bond Financing

Represented national bank in connection with a $25 million letter of credit to secure bonds for the construction of an affordable housing complex located in Miramar, Florida.

Debtor-in-Possession

Represented national banks, commercial finance companies and debtors in numerous DIP financing transactions.

Defeasance

Represented borrowers with respect to their mortgage loan defeasance.

Ex-Im Bank Financing

Represented banks in amendment of syndicated credit facility to provide Ex-Im Bank guaranteed credit line financing certain of the borrower's receivables from foreign customers.

Gift Card Subsidiary/Unclaimed Property

Advised major national retailer on structuring gift card subsidiary to minimize unclaimed property compliance burden.

In re Oak Rock Financial, LLC

Represents Official Committee of Unsecured Creditors in Chapter 11 and adversary proceedings of small business lender.

Investment Structure

Advised high net worth individual on virtual currency investment structure minimizing exposure for undisclosed security interests and liens.

Luxury and Business Class Hotel Debt

Representing owners of luxury and business class hotels and resorts since 2006 in connection with more than $7 billion of structured debt. Hotels and resorts include Barton Creek Spa & Resort, Grove Park Inn, Hotel del Coronado, Fairmont (Chicago, IL; Scottsdale, AZ), Four Seasons (Mexico City, Punta Mita and Washington, D.C.), Homestead Resort, Hyatt La Jolla, InterContinental (Chicago, IL; Miami, FL), JW Marriott Essex House, Loews Santa Monica, Marriott Lincolnshire, Ritz Carlton (Half Moon Bay and Laguna Niguel) and Westin St. Francis.

Multicurrency Acquisition Financing

Represented U.S. borrower and its affiliates in negotiation and documentation of U.S. and Asian credit facilities in connection with its acquisition of manufacturing facilities in Asia.

Negotiation of $130M Restricted Donation

Negotiated $130M restricted donation to redeem high coupon tax exempt bonds (Borrower’s counsel).

New Markets Tax Credit

Represented the CDE in documenting QLICI loans in New Markets Tax Credit financings.

Protected Creditor of Barnett Shale Energy Company in Complex Chapter 11*

Represented the purchaser of a note from an energy company producing oil and gas from the Barnett Shale. Negotiated the resolution of litigation against the purchaser to secure a Chapter 11 plan that provided for the debt to be paid. When the debtor could not perform under the confirmed plan, a renegotiation secured a substantial pay down and the ultimate foreclosure on the producing properties.

Protected Lender's Interests in Gold Mining Equipment Bankruptcy*

Represented the lender in the Chapter 11 case of an individual who owned gold mining equipment located in Alaska.

 

 

Representative Transactional Work

Represented approximately 20 affiliated sellers in connection with bulk sale of $7 million in non-performing residential mortgage loans

Represented borrower/seller in $200 million uncommitted repurchase financing facility for residential mortgage loans

Represented borrower/seller in connection with $1 billion uncommitted repurchase financing facility for residential mortgage loans

Represented borrower/seller in connection with $200 million repurchase financing facility for residential mortgage loans ($100 million committed, $100 million uncommitted)

Represented loan servicer in connection with engagement of new call system vendor to replace existing system across national network (initial install, licensing, and support amounting to approximately $1.5 million)

Represented purchaser in acquisition of FHLMC and FNMA servicing rights relating to loans with an unpaid principal balance of $12.8 billion

Represented purchaser in acquisition of FHLMC and FNMA servicing rights relating to loans with an unpaid principal balance of $6.81 billion

Represented purchaser in acquisition of servicing rights relating to delinquent FHLMC loans with an unpaid principal balance of $1.8 billion

Represented seller in connection with bulk sale of $57.3 million in jumbo non-agency residential mortgage loans

Represented seller in connection with flow mortgage loan purchase agreement with initial closing of $25.8 million in jumbo non-agency residential mortgage loans

Sale of Financed Assets

Sale of financed assets (hospitals) exclusively for cash to recycle bond proceeds (Borrower’s counsel)

Securitization of Hospital Receivables

Represented company providing receivable financing to hospitals in securitization of its pool of financed hospital receivables.

Served as BK Counsel to Lenders to Oilfield Service and Energy Companies*

Represented lenders in the Chapter 11 cases of a variety of oilfield service companies as well as cases filed by the owners of substantial oil and gas holdings.

Served as Lenders' Counsel in Variety of Real Property Chapter 11 Cases:*

Represented lenders in numerous Chapter 11 cases involving real property assets, including apartment complexes, golf courses, nursing homes, assisted living centers, office buildings, distribution centers, specially constructed buildings, retail centers, strip malls and shopping malls.

Syndicated

Represented national banks as agent lender in numerous syndicated loan transactions.

 

*Prior Firm Experience

Remediation of Financed Assets

Remediation of financed assets (hospitals, land, equipment) in multiple locations to permit future private use of the assets and/or to reduce the required remediation amount (Borrower’s counsel)

Represented Canadian lender in connection with a $10.9 million real estate acquisition loan for commercial real property located in Florida.

Represented developer/owner in multiple financings and refinancings of syndicated credit facilities, for the construction or rehabilitation of mixed-use retail, office, hotel, and residential projects in Bellevue, Washington.

Represented Lender to Construction Equipment Company in BK*

Represented American Bank of Texas in Lewis Equipment Company, Inc. case; Lewis owns, rents and operates a variety of cranes used in a wide variety of construction projects around the USA.

Represented national bank in connection with a construction loan for a rehab facility in Bothell, Washington.

Represented national bank in connection with a loan for the construction of multi-family complexes in Quincy and Ephrata, Washington.

Represented national bank in connection with a revolving loan for the construction of a townhome development in Newcastle, Washington.

Represented national bank in its $100 million letter of credit facility to a public company in the telecom industry.

Represented national bank in its $800 million syndicated facility to a public company in the manufacturing industry.

Represented national banks in their financings to multiple regional home builders for land loans, acquisition and development loans, and vertical construction loans.

Represented national food production company in its syndicated $90 million credit facility.

Represented national marketing company in its $45 million revolving facility.

Represented national marketing company in its $75 million revolving and term facilities and acquisition financing.

Represented national private distribution company in its $35 million mezzanine facility.

Represented national private distribution company in its private equity acquisition financing.

Represented national private distribution company in its syndicated $25 million revolving and $80 million term loan facilities.

Represented private equity firm in the acquisition of a healthcare transportation and logistics company.

Represented private equity firm in the acquisition of a hydraulics manufacturing company.

Represented real estate developer in connection with a $17.5 million acquisition and construction loan for commercial property located in Wilsonville, Oregon.

Represented regional timber company in its $100 million shelf facility.

Represented regional timber company in its $200 million syndicated revolving facility.

Represented regional timber company in its $50 million note facility.

Provided Debtor and Lender BK Representation*

Represented Affiliated Food Stores, Inc., a Fort Worth grocery distribution coop, in its Chapter 11 case.

Counseled the lender to Pangburn Candies, Inc. in its Chapter 11 case.

Represented the Official Committee of Unsecured Creditors of Mrs. Baird’s Bakeries, Inc., in its Chapter 11 case.

*Prior Firm Experience

Provided Counsel in These Chapter 11 and Reorganization Matters*

Represented The Bombay Company, Inc. in its Chapter 11 case.

Served as counsel to the Official Creditors Committees in the Chapter 11 cases of Larry’s Shoes, Inc. and Boot Town, Inc.

Advised and counseled the primary supplier and franchisor in the Lone Star Lubrication, Inc. Chapter 11 case.

Represented the primary supplier and franchisor in the Heartland Automotive Holdings Chapter 11 case.

*Prior Firm Experience

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