Our lawyers are experienced in a wide array of sophisticated municipal finance transactions. Our in-depth knowledge of the applicable provisions of federal and state statutes and regulations that impact the issuance of debt allows us to advise clients on the full range of legal problems involved in complex public projects and financing programs.
We act as bond counsel, underwriter’s counsel, counsel to letter of credit banks and liquidity providers, issuer’s counsel, trustee’s counsel, borrower’s counsel and tax controversy counsel in a variety of municipal financings in principal amounts up to $10 billion. These financings range from general obligation bonds, housing bonds, hospital bonds, surface transportation private activity bonds, university and other 501(c)(3) organization bonds to enterprise revenue fund (airport, water and sewer) bonds and include new money and refunding bonds and the restructuring of previously issued obligations. We have advised on more than $35 billion in bond financings between 2003 and 2016. We have the proven ability to address the full range of legal problems involved in complex public projects and financing programs.
As bond counsel, we work with issuers and their financial advisers and underwriters to ensure that a bond issue is properly structured to attain any available tax-exempt status. We often implement complex structures for public finance transactions, including variable rate debt, interest rate swaps and other derivative products; forward purchase agreements; capital appreciation and deep discount bonds; master indenture transactions; and various forms of credit enhancement.
As disclosure counsel, Mayer Brown has significant experience representing a number of governmental issuers that issue debt frequently, including clients that have encountered unique and challenging disclosure issues.
As underwriter’s counsel to national and regional investment banks, we help our clients navigate SEC Rule 15c2-12, state blue sky laws, Municipal Securities Rulemaking Board rules and other securities law considerations. The depth and breadth of Mayer Brown’s various practices allow our public finance lawyers to quickly and efficiently draw upon the firm’s experience and capabilities in conducting due diligence; understanding and resolving complex disclosure, regulatory and other legal issues; and ultimately documenting and closing the transaction.
Our strength lies in our experience representing governmental bodies as issuer’s counsel on a wide range of general obligation and conduit transactions. We regularly analyze and advise on our clients’ rights and duties under outstanding trust indentures/bond resolutions, specifically those secured by dedicated revenue streams.
Tax Controversy Counsel
As tax controversy counsel, Mayer Brown has represented governmental issuers and private borrowers in connection with responses to both random and targeted IRS examinations of tax-exempt bond transactions. The transactions for which we have provided such counsel are varied and intricate.
Mayer Brown has also served as trustee’s counsel, providing advice regarding the rights and obligations of trustees under specific public finance transaction documentation as well as advising on the more general risk assessments of the operations of trustee services providers.
State of Illinois. From 2011 through 2013, the firm has served as the state’s bond counsel in multiple transactions, including: (1) seven issuances of general obligation bonds (both taxable and tax-exempt) in the aggregate principal amount of $5.6 billion; (2) four issuances of Build Illinois Bonds (both taxable and tax-exempt) in the aggregate principal amount of $1.6 billion; (3) the $1.47 billion Unemployment Insurance Fund Building Receipts Revenue Bonds (Illinois Department of Employment Security), Series 2012A, Series 2012B and Series 2012C; and (4) the November 2013 remarketing of $600 million Variable Rate General Obligation Bonds Series B of October 2003 and the corresponding issuance of letters of credit from six banks. In addition, the firm served as bond counsel in the state’s April 2010 issuance of approximately $1 billion in general obligation bonds consisting of a portion of Build America Bonds and a portion of taxable bonds through both a competitive bid and negotiated sale. We also served as bond counsel on the state’s 2003 issuance of $10 billion of pension funding bonds—the largest long-term municipal bond transaction ever undertaken, which was cited as The Bond Buyer’s “Regional Deal of the Year.”
City of Chicago. Since 2009, Mayer Brown has served as bond counsel to the City of Chicago on several transactions involving the city’s Midway Airport revenue bonds. In particular, Mayer Brown also served as bond counsel on the city’s sale or remarketing of the following bonds: (1) its $64 million Chicago Midway Airport Second Lien Revenue Bonds, Series 1998A, and $68 million Chicago Midway Airport, Series 1998B Bonds, in 2010; (2) its $62 million Chicago Midway Airport Second Lien Revenue Bonds, Series 2004C-1, $74 million Chicago Midway Airport Second Lien Revenue Bonds, Series 2004C-2, and $15 million Chicago Midway Airport Second Lien Revenue Bonds, Series 2004D, in 2011; (3) its $327 million Chicago Midway Airport Second Lien Revenue Bonds, Series 2010A-1, 2010A-2, 2010B and 2010C; (4) its $333 million Chicago Midway Airport Second Lien Revenue Refunding Bonds, Series 2013A, 2013B and 2013C; (5) its $896 million Chicago Midway Second Lien Revenue Bonds, Series 2014A, 2014B and 2014C; and (6) its $342 million Chicago Midway Second Lien Revenue Bonds, Series 2016A and 2016B. And we also have served the city as underwriters’ counsel on multiple complex debt offerings, representing Chicago on transactions with an aggregate principal amount of approximately $5 billion.
Illinois Finance Authority (IFA). We have represented the IFA in its issuance of more than $1 billion in bonds. Recently, we represented the IFA on the following financings: (1) its $125 million Surface Freight Transfer Facilities Revenue Bonds, Series 2012, and $75 million Surface Freight Transfer Facilities Revenue Bonds, Series 2010, (both for the Centerpoint Joliet Terminal Railroad Project); (2) its $135 million Recovery Zone Facility Revenue Bonds, Series 2010, (Navistar International Corporation Project); (3) its $4.5 million Illinois Finance Authority Recovery Zone Facility Bonds, Series 2010, (Annex II, LLC – Rock City Development Project); and (4) its $90 million Variable Rate Demand Revenue Bonds, Series 2009 (Rehabilitation Institute of Chicago). We also served as underwriters’ counsel in several offerings by IFA, including the $92 million tax-exempt revenue bonds on behalf of Loyola University of Chicago and the $369 million tax-exempt revenue bonds on behalf of the University of Chicago.
Chicago Board of Education. Mayer Brown served as bond counsel to the Chicago Board of Education (Board) in refunding certain of its $109,825,000 Unlimited Tax General Obligation Refunding Bonds (Dedicated Revenues), Series 2012B. We also served as bond counsel on the Board’s first issuance of Build America Bonds—its $518 million Unlimited Tax General Obligation Bonds (Dedicated Revenues), Series 2009E, (Taxable Build America Bonds “Direct Payment”) and its $29,125,000 Tax-Exempt Unlimited Tax General Obligation Bonds (Dedicated Revenues), Series 2009F. We also represented the Board as bond counsel in its capital improvement program—among the largest urban school improvement programs in the nation, with one of the financings cited as “Deal of the Year” by Institutional Investor. And we served as underwriters’ counsel for the Board’s $725 million Unlimited Tax General Obligation Bonds (Dedicated Revenues), Series 2016A.
County of Cook. Mayer Brown served as bond counsel to Cook County’s inaugural issuance of sales tax revenue bonds, the $90 million The County of Cook, Illinois Sales Tax Revenue Bonds, Series 2012.