Cadwalader offers clients extensive experience in large-ticket leasing and other financing transactions involving aircraft. Having represented both major air carriers as well as equity investors and lenders in aircraft financing transactions, the Firm is well-versed in all aspects of this complex area.
In all, we have advised clients in the purchase, sale, leasing, and financing of over 1,000 wide-body, narrow-body, regional and corporate aircraft. Our expertise extends to the negotiation of fleet and individual aircraft purchases and financings; spare parts financings; simulator and ground handling equipment purchases and financings; and training and cargo facility transactions. Among other types of work, we have negotiated and documented U.S. leveraged leases, lease-in lease-out financings, synthetic leases, German leveraged leases, Japanese leveraged leases, French credit bails, purchase money financings, credit facilities and other debt financings including EETCs.
The Firm's banking attorneys assist commercial banks, thrift institutions, bank holding companies and foreign banking corporations in navigating and complying with the web of government regulation they face. In addition to day-to-day compliance, our regulatory advice encompasses strategic planning, acquisitions, formation of de novo banks, product development, defense of government enforcement actions, risk management and internal control issues, issuance of debt and equity securities, obtaining regulatory authority to exercise expanded powers, director and trustee fiduciary duty issues, and the negotiation of and compliance with supervisory orders.
In the commercial lending area, Cadwalader represents agents and lenders in secured and unsecured syndicated and single-bank lending transactions, including:
- acquisition financings
- warehouse financings
- the financing of all manner of financial assets
(including repurchase arrangements)
- asset-based lending transactions
- commodity financings
- letter of credit transactions
We also advise institutional investors in the par and distressed bank loan markets and represent lenders in connection with debtor-in-possession financings.
We arrange credit to borrowers in a wide range of industries, including media and communications, energy and pipelines, forest products, food products, branded consumer goods, retail, and commercial real estate operators. The Firm also has a substantial practice representing agent banks in syndicated financings for real estate opportunity funds, REITs and REIT affiliates, including financings backed by investor subscriptions.
Acclaimed by independent commentators for our combination of industry expertise and wide sector proficiency, Cadwalader's project finance practice serves the world's leading banks and financial institutions, governments, and multinational companies in more than 50 jurisdictions worldwide in all aspects of project, infrastructure, equipment and trade finance, and privatization. We provide clients with a competitive edge in the international and domestic marketplace.
Our projects attorneys in the U.S. and UK regularly advise clients on transactions structured under the laws of multiple countries and have represented developers, lenders, sponsors and investors in many of the largest and most complex projects in the areas of:
- Oil & Gas
- Telecoms & New Technologies
- Energy Trading
- Energy Restructuring
- Infrastructure & Transport
- Mining & Resources
We also have significant geographical specializations in:
- Central & Eastern Europe
- United States
- Latin America
We also have substantial experience utilizing financing through programs administered by U.S. Eximbank, the Overseas Private Investment Corporation, the Agency for International Development, the International Finance Corporation, the International Monetary Fund, the World Bank, the Inter-American Development Bank, the Foreign Development Agency, the Asian Development Bank, the Commonwealth Development Corporation, and the Maritime Administration.
Our attorneys are experienced in all aspects of the power industry in developed and developing countries. We have participated in transactions including cogeneration and non-cogeneration power plants fuelled by natural gas, oil, coal, solid waste, refuse-derived fuel, wind, hydro, wood chip, and geothermal resources. Cadwalader's power-related experience also includes transmission lines and substation financings, as well as merchant power plants. Our attorneys also advise on a broad range of complex energy trading transactions in the UK and continental Europe, including gas, power, energy transport contracts and energy derivative contracts. We also have advised developers and lenders in power industry privatizations, the sale or acquisition of electricity assets or companies, cross-border transmission projects, and regulatory and licensing requirements.
Oil & Gas
In the oil and gas sector, Cadwalader attorneys have represented governments, sponsors, and investors in numerous large and complex projects in high political risk venues, including the privatization of oil and gas enterprises, the construction of cross-border pipelines, and the negotiation of take-or-pay contracts and gas and oil production agreements.
Telecoms & New Technologies
Active in telecommunications and new technologies, our attorneys combine telecom industry expertise with knowledge of corporate and financial matters. They have advised in connection with numerous telecommunications projects in emerging markets, including cellular and land-line telephone networks, fiber optic and broadband system architecture, the Internet, and satellite services.
Our attorneys also are accomplished in the emerging area of energy trading, and are engaging in a variety of matters involving the sale and purchase of power throughout the US, UK and continental Europe. Particular areas of expertise include electricity, gas, coal and derivative trading contracts, power station tolling agreements; "virtual" power station agreements; and original deals and other structured risk management products. Well-versed in the electricity trading rules, our attorneys advise clients on the regulatory and structural changes that affect the energy markets and are expert in the detailed documentation required for complex energy trading deals.
Cadwalader brings unique synergies to the restructuring and workout of complex projects and transactions. With highly-regarded attorneys and international expertise in project finance, financial restructuring, litigation and derivatives, our energy and power restructuring team is knowledgeable about the intricacies of project finance and the energy and power industries -- from Europe and the Americas to Africa and Asia -- and has the practical knowledge and experience to unravel the complexities of some of the largest troubled projects and transactions around the globe.
Projects are often confronted with adverse, unforeseen events: cross-border multi-jurisdictional issues; problems that arise during the development, construction or operating phase; and those that arise from the failure of a transaction's financing or collapse in a particular sector of the economy. Our energy and power restructuring attorneys have encountered these and many similar issues and work closely with all project participants, including commercial and investment banks, private equity and venture capital funds, insurance companies, multilateral financing organizations, export credit agencies, joint ventures, developers, sponsors, trustees, and sovereigns, in a variety of infrastructure, privatization, and technology-related matters that may face bankruptcy, reorganization, insolvency, restructuring or workout.
Infrastructure & Transport
We counsel governments, lenders, and developers in a wide variety of infrastructure and transport financing projects including railways, airports, shipping ports, and highways. In the port and airport sectors, we represent developers, financiers, governments and other stakeholders in the development and financing of major ports and airports in the United States, Europe, Australia, the Caribbean, the UK, Mozambique, Cote d'Ivoire, Ghana, South Africa and the Ukraine. The team has been involved in all aspects of port project financing from greenfield projects to full privatizations, including the development of the enabling regulatory and legislative regimes in various jurisdictions; tender processes; corporate and shareholder issues; construction; development; financing; management and operation; and environmental issues. We were recently involved om a bond refinancing of a major European airport securd by the receivables of the airport including landing and other airport generated fees.
We also offer expertise on significant civil road engineering projects, including road schemes with real and shadow tolls as well as those with availability and congestions payments.
Our attorneys have significant privatization experience, including privatization through asset sales, new construction, concession mandates, management contracts, and stock sales. We are well-versed in build-own-transfer, build-lease-transfer, and similar structures.
We have advised on numerous water projects in the United States, Latin America, UK, Europe, the Middle East and Africa. Our work has ranged from municipal water and wastewater projects to major infrastructure projects. We have counselled clients on private sector involvement in the delivery of water and wastewater services, including system-wide concessions, lease contracts, management contracts and financing. Members of our team have also advised sponsors, lenders and governments on related issues -- from acquisitions, privatisations and construction to development and environmental issues.
Mining & Resources
Our lawyers have significant experience in the mining and resources sector, including coal, metals and precious metals. As appropriate, we offer guidance with initial investments, start-up issues, joint venture consideration and flotations as well as acquisitions, privatizations and restructurings. With worldwide experience, we have advised clients in the United States, Australia, Latin America, Africa, the Caribbean and Asia.
Our dedicated Africa projects team, the largest group of Africa specialists in any law firm, has worked on some of the most innovative projects in more than 20 African countries and recently advised on some of the most significant transactions on the continent -- the Bujagali Falls Hydro-Electric Project in Uganda; the Songo Songo Gas-to-Electricity Project in Tanzania; the Maputo Port Privatisation in Mozambique; and the Emerging Africa Infrastructure Fund.
In Asia, we have advised in connection with projects involving cellular communications, power, oil and gas, and manufacturing, among other significant projects in India, China, Thailand, Sri Lanka, Malaysia and the Middle East.
Central & Eastern Europe
The Projects Group has established a dedicated team focusing on projects in Central and Eastern Europe and the former Soviet Union. This team consists of lawyers who have extensive experience throughout the region. They regularly represent commercial banks, multilateral institutions, sponsors, institutional investors and governments on projects in all sectors, including transportation, oil and gas, pipelines and ports, power, mining, telecoms, water and wastewater and real estate.
They have also advised on project financings in a number of industrial areas, such as trucks and automobiles, agriculture, steel, copper and zinc smelting and textiles. Through this experience, these lawyers have gained a deep understanding of the legal systems in the region and of the legal issues that typically arise in the course of structuring and completing project financing transactions there, as well as a network of contacts with local lawyers throughout the region.
Working from our New York, Washington and Charlotte offices, our Projects lawyers have counseled clients on a full range of infrastructure matters, in all sectiors, including energy, water treatment, industrial facilities, oil & gas development, transportation, pipelines, ports and airports, and hospitality/sports venues. These transactions include ordinary course bank and institutional financing transactions, as well as more innovative financings structured as leveraged leases, mezzanine and and sub-debt financings, securitizations, industrial development authority financings, bonds, medium term note and commercial paper programs, and pass through trusts. In particular, our New York offices (with downtown and midtown locations) serve as natural access points to the most prestigious commercial banks, institutional lenders and investment banks active in the projects area, while our Washington D.C. office helps projects clients navigate the often-complex workings of the federal government. Projects clients working with our United States offices can otherwise tap into the full range of legal services offered by the firm, in the areas of tax, capital markets, bankruptcy, litigation, environmental regulation, and banking and finance.
Attorneys in our Projects Group have been at the forefront in advising clients on transactions located throughout Latin America, including Argentina, Brazil, Chile, Colombia, Guatemala, Mexico, Panama, Paraguay, Peru and Venezuela. Our work in Latin America spans all sectors, including telecommunications, merchant and contracted power, LNG facilities, water treatment projects, toll roads, mines and mining equipment, airports and shipping ports. We are able to staff cases with Spanish and/or Portuguese speaking attorneys, when that proves helpful to the smooth administration of a matter. We have worked with our clients on some of the largest and most innovative infrastructure transactions undertaken in Latin America, including the Alestra Telecommunications Project in Mexico, the privatization of Light Rio in Brazil, the privatization of the Guatemala utility EEGSA, the privatization of the Yacyreta Hydroelectric plant in Argentina, and the Reg S financing of the Empresa Guacolda merchant power plant in Chile.
Cadwalader's attorneys have advised clients undertaking infrastructure transactions throughout the Caribbean, including water treatment projects, stadiums, power plants, wind farms, dry dock facilities, airport expansions and privatizations, toll roads, and hospitality properties. Country expertise includes Puerto Rico, Jamaica, the Bahamas, Bermuda and the Cayman Islands.
Cadwalader attorneys are at the leading edge of developing leasing and structured finance techniques for domestic and international assets. Our clients include lessees, lessors, arrangers, defeasance providers, trustees, equipment vendors, equity participants, underwriters, operators, and financiers of all types.
We have handled virtually every type of equipment, including aircraft; airport and aviation equipment; rolling stock; ships; pipelines; telecommunications equipment (including satellite, long line and wireless technologies); high technology equipment (including computers); radio and television licenses; cable systems; oil and gas facilities; port equipment and facilities; manufacturing and industrial equipment; material handling equipment; mining equipment; utility systems (both generators and transmissions); vehicles; warehouse and cargo facilities; medical equipment; construction equipment; inter-modal equipment; and containers.
Our structuring capabilities are broad, including techniques such as operating and synthetic leases, leveraged leasing, foreign sales corporations, cross-border and "double dip" transactions, conduit financings, pooling and securitization structures, and conventional secured loans.