Public Finance
Foley’s Public Finance attorneys have long been leaders in public finance with a yearly average of almost 300 transactions and an aggregate principal amount of more than $17 billion.
Our attorneys leverage their experience in all the principal public finance capacities to create transactions to meet your needs. We serve as bond counsel, underwriter’s counsel, and conduit borrower’s counsel. We also represent other participants such as credit enhancers, liquidity providers, securitizers, and major investors.
We focus on tax exemption, arbitrage rebate, and disclosure counseling and due diligence in a variety of market sectors, including government finance, housing, health care, airport and transportation, economic development, student loans, asset securitization, and swaps and derivatives.
Through our broad experience in finance and related legal services, our deal-making focus, and our knowledge of the industry, we can help you create transactions that meet your needs.
Most public finance transactions potentially qualify for tax-exempt status. We will discuss with you how to make your transactions tax exempt and, more importantly, keep them that way through post-compliance actions, and we will work with you to help you understand the business, financial, and operational implications of your tax choices. As your needs dictate, we can provide comprehensive tax-related services relating to: IRS letter rulings; tax compliance counseling and documentation; arbitrage rebate services; IRS inquiry; and tax controversy assistance and defense.
We offer you dedicated arbitrage rebate services through our Arbitrage Rebate Company. We assist bond issuers, corporate trustees, and conduit borrowers by preparing determinations that satisfy the complex arbitrage rebate regulations, while helping you understand the consequences of different rebate strategies. When a rebate payment is required, we work to minimize the amount you owe by exploring money-saving rebate strategies.
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We understand disclosure and due diligence are essential for your successful public finance transactions. We will provide counsel on disclosure matters for public finance issuers and conduit borrowers, and we assist underwriters with due diligence. We advise you on secondary market disclosure obligations and on the use of Web sites to communicate with investors and potential investors. We also will counsel broker-dealers on compliance with rules of the Municipal Securities Rulemaking Board.
We have particular experience helping clients like you in the following areas:
General Government Finance: We assist our governmental clients, ranging from states and major state authorities to small governments, with both simple and sophisticated deals involving specific projects, capital programs, and cash-flow borrowings.
Health Care Finance: We will use our years of experience representing health care providers in public finance deals to assist your organization. We understand that health care borrowers and issuers of securities seek to borrow money at the lowest cost possible while maintaining sufficient contractual and regulatory flexibility. We will act as bond counsel and as underwriter’s counsel to help you structure the financing deals you need.
Airport and Transportation: We have represented most of the major airports in the United States in connection with financings and other matters, including participating in more than 100 airport financings totaling more than $20 billion. We have extensive experience with every type of sophisticated financing mechanism, including letters of credit, multiple lien structures, passenger facility charge bonds, letter of intent bonds, special facilities revenue bonds, interest rate swaps, and commercial paper programs.
Housing: We leverage our background in tax credits and many other sources of housing mortgage assistance to assist you with single-family and veterans’ housing financings needs.
Economic Development: Economic development motivates many different financings, including tax incremental financings, special service area bonds, and financings for civic and convention centers, hotels, and sports stadiums. We have participated in these financings and written key portions of the law in several states that enables these financings. We will use this experience to develop and execute strategic planning that can help you achieve your goals.
Student Loans: We will provide you with counsel in student-loan asset-backed programs and revenue bond financings. As both the industry and your needs evolve and change, we will provide sound counsel on federally guaranteed loan programs and private loan programs, direct lending and secondary market transactions, and counseling on all legal matters affecting industry participants.
Public Finance Asset Securitization: Using our experience with more than $100 billion in transactions involving tobacco bonds, student loan bonds, single-family and military housing, synthetic bonds, and tender option bonds, we will assist you with your asset securitization.
Swaps and Derivatives: We can assist you in completing public finance transactions that involve swaps and derivatives. Whether you are a bond issuer or counterparty, we will help you address the related regulatory compliance and federal and international tax issues that arise in these complex transactions.