You are a lender in a competitive market
As a financial institution, whether a national, international, state or regional bank or a non-bank lender, you face complex and sometimes conflicting demands. You have to offer innovative financing vehicles to stay ahead of the competition—exercise fiduciary responsibility to safeguard the financial security of your assets—and incorporate regulatory and economic policies into everyday business transactions. You don't need just a lawyer; you need skilled advisors with creative insight on how best to meet your responsibilities and serve your customers.
You are a company with financing needs
Whether you're an established multi-national corporation or an emerging entrepreneurial business, your growth depends on access to credit for everything from capital equipment purchases to acquisitions. Your goal is to secure the lowest cost financing available, while making sure that the details of the credit structure, documentation and payment terms are properly handled and allow you to run your business. You also want to make sure that any debt financing you arrange today doesn't create problems later if you seek to tap the equity markets.
With our vast financial experience, we can quickly grasp the goals of a financing transaction, help you develop a practical and cost-effective structure, and assist in solving any problems along the way. We understand what both lenders and borrowers want, and we help them achieve it. The lawyers at Porter & Hedges have the same goals as you do: get the deal done.
We have extensive knowledge of industry practices and legal requirements, and our knowledge gives both lenders and borrowers access to practical, hands-on insight and efficiency in capital market transactions. We advise our financial institution clients as lenders, issuers, underwriters, credit enhancers and servicers, and have a proven ability to handle complex, innovative transactions, as well as the routine transaction where controlling costs is essential.
On the borrower side, we assist clients in all sectors including retailers, distributors, technology companies, health care providers, manufacturers and hospitality service companies, and we have exceptional depth and experience in helping energy industry clients.
Capital Markets: Clients get the benefit of our financial industry experience
As advisors on financing transactions, our lawyers document and negotiate large multi-bank syndicated transactions, smaller multi-bank club deals, and single bank loans in all segments of the market including corporate lending, commercial lending, asset-based lending, reserve-based lending, letters of credit facilities, leasing transactions, structured finance, project finance, DIP financing, real estate finance, mezzanine and other subordinated debt financing, and all other areas of finance transactions.
We advise on aspects of due diligence to evaluate risks and to balance business, operational and legal needs. Our lawyers have a solid reputation for closing deals, and are supported by the firm's full resources in tax, securities, employee benefits, real estate, environmental and corporate law.
While each lender has its own transactional processes and procedures, our work with a multitude of lenders enables us to suggest customized terms and provisions that benefit the lender and the borrower, as well as to build in safeguards that both protect the lender's collateral and make it easier to access the collateral in the event of a default, foreclosure or bankruptcy. Should workout or restructuring become necessary, our deep litigation and bankruptcy teams have substantial experience in representing the needs of both creditors and debtors.
Our lawyers are adept at addressing complex subordination and inter-creditor issues and represent creditors at all levels of the capital structure. We also work regularly with business combinations and transactions that require special financing, including joint ventures, product and technology licensing, distributorship arrangements, leveraged leasing and synthetic leasing. In addition, we are actively involved in all aspects of real estate finance, including traditional mortgages, development and construction loans, and commercial property acquisitions.
Recent transactions in this area include:
- $100,000,000 credit facility with Mizuho Corporate Bank, Ltd., as Administrative Agent, Bank of Texas, N.A. and The Bank of Nova Scotia as Co-Agents for the Lenders, and Bank of Texas, N.A., as Collateral Agent for the Lenders, Mizuho Corporate Bank, Ltd. as Sole Arranger and Bookrunner, for NEG Operating LLC.
- $44,000,000 credit facility with Guggenheim Corporate Funding, LLC, as Agent, for Optigas, Inc.
- $44,000,000 lease facility with MHCB (USA) Leasing & Finance Corporation, as lessor, for Oklahoma Gas and Electric Company.
- $35,000,000 credit facility with Bank of America, N.A., as Agent and L/C Issuer, and Banc of America Securities LLC, as Sole Lead Arranger and Sole Book Manager for C&C North America, Inc. and C&C Terra Holdings, L.P.
- $22,000,000 credit facility, £6,000,000 term loan, and £4,000,000 revolving loan with Bank of America, N.A., as Agent, Swing Line Lender and L/C Issuer for Powell Industries, Inc.
- $30,000,000 credit facility with Bank of America, N.A., as Administrative Agent, Sole Lead Arranger and Sole Book Manager for Bray International, Inc.
- $35,000,000 credit facility with Bank of America, N.A., as Agent, for Champion Technologies, Inc.
- $20,000,000 Construction and Term Loan Agreement with Mizuho Corporate Bank, Ltd., as Agent, for Jupiter Sulphur LLC.
- $50,000,000 reserve-based credit facility for Merlon Petroleum Company, as borrower, with Bank of America N.A., as Administrative Agent and L/C Issuer.
- $350,000,000 credit facility for Cooper Cameron Corporation and certain of its foreign subsidiaries, as borrowers, with JPMorgan Chase Bank, NA, as Administrative Agent, J.P. Morgan Securities, Inc., as Lead Arranger and Sole Book Runner, Calyon New York Branch, as Syndication Agent, and ABN AMRO Bank N.V., Citibank, N.A., and The Royal Bank of Scotland plc as Documentation Agents.
- $547,250,000 credit facility for Key Energy Services, Inc., as borrower, with Lehman Brothers Inc., as Sole Lead Arranger and Sole Bookrunner, Lehman Commercial Paper Inc., as Syndication Agent, Wells Fargo Foothill, Inc., as Revolving Administrative Agent, and Lehman Commercial Paper Inc., as Administrative Agent and Collateral Agent.
- $25,000,000 credit facility for Input/Output, Inc. and its Subsidiaries, as borrowers, with PNC Bank, National Association, as Agent.
Energy Finance: Clients are working with a recognized leader
Porter Hedges is a recognized leader at helping clients around the world develop, finance, restructure, purchase and sell energy assets and projects. Because many of our energy finance lawyers either started out as finance professionals or in-house counsel with energy companies, we have an in-house perspective that benefits lenders as well as industry borrowers.
We have advised banks on financing pipelines, offshore production platforms, and oil and gas properties, and have been especially active in advising various foreign and domestic banks as agents in syndicated reserve-based credit facilities. For industry borrowers we have structured a wide range of sophisticated financing arrangements, including:
- Reserve-based mezzanine and conventional bank financing for oil and gas producers
- Volumetric production payments
- Project financing for natural gas storage facilities, distributive power generation projects, co-generation and landfill gas-to-electricity power projects
- Credit facilities for exploration, production, and oilfield equipment manufacturing companies
- Mezzanine financing of distributive generation power projects and landfill gas-to-power projects.
- Advising a super-independent exploration and production company in the formation of multiple drilling funds ($500 million) to fund the development of additional oil and gas reserves at substantially lower overall costs of capital.
- Advising a major mezzanine lender in connection with more than $1 billion of production-based mezzanine financings involving more than 40 borrowers.
- Counseling lenders and borrowers in placing reserve-based energy credits that range from $3 million to $150 million.
- Structuring a unique deal that led to the formation of a new mezzanine lender, then helping the lender complete an energy partnership's credit facility to finance the purchase of North Texas assets and to fund exploration.
- Representing a leading domestic company as the equity participant in a $350 million synthetic lease financing to construct a “coker” facility for a major domestic refiner.
- Representing banks and mezzanine lenders to craft debtor-in-possession financing in the reorganizations of an Oklahoma-based oil and gas company, Texas real estate developers and an Illinois methane reclamation company.