Practice Areas & Industries: Eversheds Sutherland (US) LLP


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Practice/Industry Group Overview

Eversheds Sutherland possesses the national experience and local knowledge to guide clients through the complexities of public finance transactions.

Clients who borrow in the tax-exempt bond markets want the most advantageous terms possible and Eversheds Sutherland can help. We began by serving primarily as Georgia bond counsel, but our practice has grown far beyond those roots. Our public finance lawyers work with issuers, underwriters and commercial bankers across the country. We advise on all aspects of structuring, documenting, negotiating and closing public finance transactions. In particular, our nationally recognized tax, derivatives, broker-dealer, construction and energy practices allow us to bring to our public finance clients a comprehensive array of expertise and experience that is unique.

Eversheds Sutherland’s traditional tax-exempt bond practice covers the waterfront, representing issuers, underwriters, commercial bankers and other investors in connection with public offerings and direct purchases of general obligation, water and sewerage, airport, recreation, medical center, university, cultural facility and electric generation facility and industrial development revenue bonds. Eversheds Sutherland represents banks, both when they act as credit enhancers and when they purchase bonds for their own account.

We also advise private-sector clients on their interactions with government counterparties. The knowledge we gain in public finance transactions proves useful to a number of our clients in transactions that may not involve any debt—from incentive transactions, to the sale and purchase of energy (whether for physical or financial settlement), to the sale and purchase of the power plants themselves.

Why Eversheds Sutherland
Exempt organizations experience. We serve exempt organizations of all types including colleges, universities, medical centers, cultural facilities, foundations and others. One attorney is an advisor on an exempt organization’s board of directors, so we intimately understand the pertinent issues of these types of organizations.

Deep tax knowledge. Eversheds Sutherland’s public finance lawyers are tax lawyers from the start. We bring together the tax expertise with the attorneys actually structuring the deal and drafting the documents to create efficiencies. In most other firms, these functions are separate.

Comprehensive expertise. Our public finance advice extends beyond the basics of the bond issue. We frequently rely on our tax, derivatives, broker-dealer, construction and energy practices to assist our public finance clients in the nuances of particular deals.

Nuts and Bolts

  • Corporate clients
    • We help manage the tax-exempt bond and tax incentive needs of several of our corporate and real estate clients, acting as company counsel to represent the interests of our clients in these transactions. We also coordinate efforts with other firms engaged on our clients’ behalf.
    • To illustrate, an electric utility client calls on us to handle the legal aspects of its bond portfolio, which includes tax-exempt pollution control and solid waste disposal facility bonds and taxable bonds for property tax advantage purposes. We also assist this client in evaluating the feasibility of, and in some cases issuing, bonds under new structures, including clean renewable energy tax credit bonds and recovery zone economic development bonds.
    • We regularly advise our corporate and real estate clients in acquiring and disposing of assets financed with, or business units that have utilized, both tax-exempt and taxable incentive structures. We undertake compliance and maintenance work on existing bond structures that we may or may not have been involved in establishing.
  • Exempt facility bonds
    • We are involved in a large number of exempt facility bond offerings, due in large part to Eversheds Sutherland’s significant presence in the electric power industry. Our exempt facility work is not limited to electric cooperatives. We also work in the paper products industry and on financings for airport facilities.
  • Georgia bond counsel
    • Our Georgia bond counsel experience dates back to the 1950s, when the late John Mobley, who founded our public finance practice, was one of the first nationally recognized bond counsel practicing in Georgia. Our Georgia practice now covers every facet of the public finance industry, from traditional government financings to economic development projects to public-private partnerships. We are and have been at the forefront of many major projects at the state level, including the tax-exempt securitization of over 100 local government loans, a P3 project for transportation infrastructure and the financing of the public portion of the proposed $1 billion stadium to replace the existing Georgia Dome.

Take Action
Eversheds Sutherland can assist clients looking for advice and counsel on all types of public finance transactions, wherever they are based.

Selected Experience

Sutherland helps raise over $1 billion for nonprofit healthcare systems.
Sutherland helped three nonprofit healthcare systems raise more than $1 billion dollars in tax-exempt funds.

Sutherland is Georgia’s transportation bond counsel.
Our attorneys served as bond counsel for Georgia’s State Road and Tollway Authority in all of Georgia’s GARVEE bond issues, in Georgia’s first stand-alone toll revenue bond issue and in connection with toll revenue debt financing for Georgia’s first public-private partnerships for managed lanes.

Sutherland assists underwriters in financings for electric cooperatives.
During the past five years, our attorneys represented the underwriters in a dozen offerings for eight electric generation and transmission cooperatives for facilities located across the country.

Articles Authored by Lawyers at this office:

FINRA is Ready to Focus on 'Blocking and Tackling'
Gregory S. Amoroso,Brian L. Rubin,Sarah Razaq Sallis, February 07, 2017
As the football season was winding down, on January 4, 2017, the Financial Industry Regulatory Authority (FINRA) published its 2017 Annual Regulatory and Examination Priorities Letter. According to FINRA President and CEO, Robert Cook, this year’s 11-page letter focuses on “core...

FINRA Is Ready to Lace-up and Focus on “Blocking and Tackling”: FINRA’s 2017 Priorities and Related Enforcement Actions
Peter J. Anderson,Eric A. Arnold,Bruce M. Bettigole,Patricia A. Gorham,Olga Greenberg,Clifford E. Kirsch,Michael B. Koffler,Susan S. Krawczyk,Neil S. Lang,S. Lawrence Polk,Brian L. Rubin,Amelia Toy Rudolph,Sarah Razaq Sallis,Holly H. Smith,W. Scott Sorrels,John H. Walsh, January 30, 2017
As the football season was winding down, on January 4, 2017, the Financial Industry Regulatory Authority (FINRA) published its 2017 Annual Regulatory and Examination Priorities Letter.1 According to FINRA President and CEO, Robert Cook, this year’s 11-page letter focuses on “core...

Is Your Website ADA Compliant?
Alexander P. Fuchs,Lewis S. Wiener, January 24, 2017
Compliance with the Americans with Disabilities Act (ADA) is not a novel concept for the restaurant industry. Since the ADA’s enactment, restaurants have grappled with ways to ensure that they are accessible to individuals with disabilities. The steady shift in our economy from physical...

Is It Safe? Limits of “Safe Harbor” for Temporary Holds on Senior Investor Transactions Under Proposed FINRA Rule 2165
Bruce M. Bettigole,Clifford E. Kirsch,Sarah Razaq Sallis,Holly H. Smith, January 13, 2017
In addition to the recent increase in regulatory focus on senior investors,1 earlier this fall, the Financial Industry Regulatory Authority (FINRA) filed a rulemaking proposal (the filing) with the Securities and Exchange Commission (SEC) to adopt new FINRA Rule 2165 (Financial Exploitation of...

NY DFS Publishes Revised Proposed Cybersecurity Rules for Financial Services Companies
Mark D. Herlach,John S. Pruitt,Stephen E. Roth,Cynthia R. Shoss,Phillip E. Stano, January 02, 2017
On December 28, 2016, the New York Department of Financial Services (the DFS) published a revised proposed cybersecurity regulation (the Revised Regulation) for further public comment. First published in September 2016, the Revised Regulation is a culmination of three years of work by the DFS to...

The Deadline for Compliance With the U.S. Variation Margin Rules Is Approaching! Are You Ready?
Brian Barrett,James M. Cain,Catherine M. Krupka,David T. McIndoe,Paul Sinnott, December 21, 2016
The requirement that non-cleared swaps be fully margined, which is one of the last pillars of Title VII of the Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank), will take effect for “financial end-users” on March 1, 2017. Compliance with the new requirements will...

CFPB: Consider the Future Post-Obama
Brian Barrett,Thomas M. Byrne,Kymberly Kochis,Lewis S. Wiener, November 23, 2016
The election of Donald Trump and the new administration means a changed political reality for the Consumer Financial Protection Bureau (CFPB). The President-elect is expected to replace Director Richard Cordray as head of the CFPB soon after taking office. Looking further ahead, the Republican...

Cybersecurity Certifications Now Required to Access Death Master File
Wilson G. Barmeyer,Robert D. Owen,Phillip E. Stano,Steuart H. Thomsen,Mary Jane Wilson-Bilik, November 14, 2016
Tough cybersecurity certification requirements for parties seeking access to certain information in the Social Security Death Master File (DMF) take effect on November 28.

FinCEN Issues Advisory to Financial Institutions on Suspicious Activity Reports of Cyber-Events and Cyber Enabled Crime
Peter J. Anderson,Brian L. Rubin,Amelia Toy Rudolph,W. Scott Sorrels,Ronald W. Zdrojeski, October 31, 2016
On October 25, the Financial Crimes Enforcement Network (FinCEN), one of the U.S. Department of the Treasury’s lead agencies in the fight against money laundering, issued an Advisory to Financial Institutions on Cyber-Events and Cyber-Enabled Crime and associated Frequently Asked Questions...

Incentive Compensation for Employees: Instead of Increasing Banks' Bottom Lines, These Arrangements May Increase the Risk of Fines
Peter J. Anderson,Sarah Q. Chaudhry,Meghana D. Shah,W. Scott Sorrels,Ronald W. Zdrojeski, October 27, 2016
The New York State Department of Financial Services (DFS) recently issued guidance to regulated banking institutions (Institutions) prohibiting them from implementing incentive-based compensation programs unless these programs are accompanied by appropriate mechanisms designed to prevent employees...

FINRA, SEC Renew Focus on Senior Investors in Immediate Aftermath of FINRA Submission of Proposed Rulemaking to SEC
Bruce M. Bettigole,Clifford E. Kirsch,Brian L. Rubin,Sarah Razaq Sallis,Holly H. Smith, October 25, 2016
On October 22-23, members of the securities industry, academia, regulators, and public policy experts gathered in Washington, D.C., at the joint Financial Industry Regulatory Authority (FINRA) and Securities Industry and Financial Markets Association (SIFMA) Senior Investor Protection Conference....

Don’t Hail the CAB - Why FINRA’s Capital Acquisition Broker Rule Set Will Not Get Private Funds to their Destination
Eric A. Arnold,Clifford E. Kirsch,Michael B. Koffler,Susan S. Krawczyk,Yasho Lahiri, August 30, 2016
For many years, the private fund industry and the securities bar have called for a limited rule set to govern broker-dealers solely engaged in raising capital for private funds or other issuers of unregistered securities or in merger and acquisition advisory activities.

Study: Alaska LNG Project Too Expensive to be Competitive
, August 30, 2016
Alaska Public Media reports that consulting firm Wood Mackenzie has released a study finding that in its current form, the Alaska LNG Project is too expensive to be competitive with other LNG projects proposing to serve north Asian markets. The report offers options to reduce the costs of the...

Venture Global LNG Closes Additional $15 Million Funding Deal
, August 24, 2016
Venture Global LNG, Inc., announced that it has closed a fifth round of equity investment, raising additional capital of $15 million and bringing the total capital raised to date to over $280 million. The proceeds will fund Venture Global LNG’s proposed 10 million tonnes per annum (MTPA)...

New York’s New BSA/AML Rule Imposes Monitoring, Filtering and Certification Requirements
Brian Barrett,Kristin Ward Cleare, July 29, 2016
On June 30, 2016, the New York Department of Financial Services (DFS) adopted a new anti-terrorism and anti-money laundering (AML) regulation (Final Rule) that builds on federal anti-money laundering requirements to address what the DFS called “shortcomings” in current practices...

SEC Issues Guidance on Business Continuity Planning for Registered Investment Companies
Cynthia R. Beyea,Steven B. Boehm,Michael B. Koffler,Cynthia M. Krus,Lisa A. Morgan, July 15, 2016
On June 27, the staff of the Securities and Exchange Commission’s (Commission or SEC) Division of Investment Management (IM) issued a Guidance Update on business continuity planning for registered investment companies (funds).1 The Guidance Update provides the staff’s view on what funds...

EU-U.S. Privacy Shield Adopted
, July 14, 2016
The European Commission has adopted the EU-U.S. Privacy Shield data transfer procedure, which replaces the safe harbor arrangement that was struck down by the European Court of Justice in October 2015. The Privacy Shield provides for additional protection of personal data, including dispute...

CFPB Fires Another Warning Shot for Processors to Be Aware of Their Merchants’ Activities
Brian Barrett,Brian M. Murphy,Robert J. Pile,Lewis S. Wiener, June 14, 2016
In a recent line of enforcement actions, the Consumer Financial Protection Bureau (CFPB) has signaled that it will hold payment processors liable if the CFPB believes the processors know or should have known that transactions processed for their processing customers are fraudulent or illegal. The...

FINCEN Customer Due Diligence Rules Exclude Most Private Funds from Definition of Legal Entity Customers
, May 25, 2016
On May 5, 2016, the U.S. Treasury Department’s Financial Crimes Enforcement Network (“FinCEN”) issued final rules (the “Final Rules”) on customer due diligence requirements for banks, broker-dealers, mutual funds, and futures commission merchants and introducing...

FinCEN Customer Due Diligence Final Rules
Eric A. Arnold,Clifford E. Kirsch,Michael B. Koffler,Susan S. Krawczyk,Holly H. Smith, May 20, 2016
On May 5, 2016, the U.S. Treasury Department’s Financial Crimes Enforcement Network (FinCEN) issued final rules (the Final Rules) on customer due diligence requirements for banks, securities broker-dealers, mutual funds, and futures commission merchants and introducing brokers in commodities...

Changes to Trading Documentation Will be Necessary to Recognize Regulatory Stays of Termination Rights
, May 11, 2016
On May 3, 2016, the Federal Reserve Board released a proposed rule (Proposed Rule) which would “require U.S. global systemically important banking institutions (GSIBs) and the U.S. operations of foreign GSIBs to amend contracts for common financial transactions to prevent the immediate...

FinCEN’s Long-Awaited Beneficial Owner Due Diligence AML Rule Could Be Finalized Soon
, May 03, 2016
Earlier this month, the Financial Crimes Enforcement Network (“FinCEN”), a bureau of the U.S. Department of the Treasury, submitted its long-awaited Final Rule on due diligence of beneficial owners of customer accounts to the White House Office of Management and Budget. This new...

SEC Chair White Throws Support Behind FSOC Statement on Review of Asset Management Products and Activities
, May 03, 2016
In a public statement earlier this month, SEC Chair Mary Jo White expressed her support for the Financial Stability Oversight Council’s (“FSOC”) Update Statement on its review of asset management products and activities for potential financial stability risks. The Update Statement...

UK Payment Systems Regulator Issues Guidance Setting Credit and Debit Interchange Caps
Brian M. Murphy,Robert J. Pile,Marc A. Rawls, April 01, 2016
On March 24th, the United Kingdom’s Payment Systems Regulator (PSR) issued final guidance establishing interchange fee caps on credit and debit card transactions where the point of sale is located in the United Kingdom. The guidance was issued pursuant to European Union legislation adopted in...

Interagency Guidance: CIP Requirements Apply to Certain Prepaid Cards
Brian Barrett,Brian M. Murphy,Robert J. Pile,John Allen Zumpetta, March 30, 2016
On March 21, the Board of Governors of the Federal Reserve, the Federal Deposit Insurance Corporation, the National Credit Union Administration, the Office of the Comptroller of the Currency (OCC), and the U.S. Department of Treasury’s Financial Crimes Enforcement Network (collectively, the...

Proposed FBAR Changes: One Step Forward, Two Steps Back
, March 28, 2016
On March 10, 2016, the Financial Crimes Enforcement Network (“FinCEN”), a division of the U.S. Department of Treasury, proposed significant changes to the Report of Foreign Bank and Financial Accounts (“FBAR”) regulations. Under current law, a “U.S. person,”...