Indenture Trustee

Foley offers a multidisciplinary corporate trust and bondholders rights team to address a full range of issues confronted by indenture trustees and investors.

The debt markets have recently become more global, complex, and stretched as transactions are put on accelerated timetables. Indenture trustees, investors (particularly hedge funds), and issuers are increasingly asked to interface with and work together on complex transactions and fast-moving defaults.

We have assembled a multidisciplinary corporate trust and bondholders rights team to address a full range of issues confronted by indenture trustees and investors. From debt origination and indenture interpretation to default and dispute resolution, Foley offers strong national experience and breadth that combines public finance, transactional and securities, bankruptcy and restructuring, and securities litigation. Our attorneys also are recognized for their knowledge in indenture interpretation and enforcement and the representation of bondholder and corporate trustee interests in large-scale bond and structured finance transactions and defaults.

We offer default counsel to corporate trustees and often are called upon to serve alongside the trustees as members of creditors' committees, and have represented creditorsā€™ committees in bankruptcy and bond default cases throughout the United States. Our attorneys have represented a variety of clients in high-profile matters involving defaulted corporate, municipal, and structured-finance debt.

We represent trustees in successor trusteeships, reviewing documents and serving as trustee counsel for opinions and closings. Additionally, we provide counsel on post-closing matters, such as redemptions, lien and financial statement filings, collateral releases, credit enhancement changes, indenture amendments, consent solicitations, and successor trusteeships.

Our significant regulatory experience includes counseling trustees on compliance with the Trust Indenture Act (TIA), security law compliance, disclosure issues, and other laws and regulations governing corporate trustees, such as regulations issued by the Office of the Comptroller of the Currency (OCC).

We regularly advise clients on strategies to mitigate risk, limit liability, and avoid litigation. In the instances where litigation is appropriate or cannot be avoided, we have represented trustees involved in litigation ā€” particularly in the area of securing default recoveries.

Representative Experience

  • Alpha Natural Resources: Represent indenture trustee for senior unsecured bonds totaling $2.1 billion.
  • American Airlines: Represent indenture trustee for bonds totaling $4.1 billion, secured by slots, gates, and routes, and $500 million, secured by aircraft.
  • Bank United: Represented indenture trustee for $51 million in trust preferred securities.
  • Energy Future: Represent the indenture trustee for $1.6 billion in senior unsecured notes.
  • Exide Technologies: Represented indenture trustee for $675 million in senior secured notes.
  • GGP: Represented indenture trustee for unsecured bonds totaling $2.4 billion in chapter 11 of national shopping mall owner.
  • Gulfmark: Represent indenture trustee in marine transportation company chapter 11.
  • Hawker Beechcraft: Represented indenture trustee for $510 million in senior notes.
  • Hellas Finance: Represent indenture trustee in the prosecution of litigation concerning billion dollar leveraged buyout.
  • Peabody Energy Corporation: Represent indenture trustee for senior unsecured bonds totaling $3.7 billion.
  • Peregrine Financial: Served as Special Commodities Counsel to chapter 7 trustee.
  • Petters Company, Inc.: Represent liquidating trustee in the chapter 11 cases of investment companies involved in a multi-billion Ponzi scheme.
  • Quicksilver Resources and Emerald Oil: Represent indenture trustee in chapter 11 cases of oil and gas E&P companies.
  • Samson Resources: Represent indenture trustee for bondholder claims in excess of $2 billion in oil and gas E&P company chapter 11.
  • Securities Investor Protection Corporation: Represented SIPC Trustee in multiple broker-dealer litigations, including In re John Dawson & Associates, In re Chicago Partnership Board, and In re MJK Clearing.
  • Sun Edison: Represent indenture trustee for $2.1 billion in senior unsecured notes.