Bond and Public Finance Practice
The Bond and Public Finance Practice Group of Smith, Gambrell & Russell, LLP is nationally recognized as bond counsel by The Bond Buyer’s Municipal Marketplace (the “Red Book”) and handles all aspects of bond financing transactions.
SGR's Bond and Public Finance Practice Group represents issuers, underwriters, trustees, local government authorities, borrowers, credit enhancers, lenders and purchasers in public finance transactions. Our attorneys have handled general obligation bonds, system revenue bonds, project revenue bonds, 501(c)(3) bonds, contract- and sales tax-backed obligations, tax anticipation notes, tax-exempt leases and installment sales, certificates of participation, health care and housing bonds, private activity bonds, tax credit bonds, Build America Bonds and Recovery Zone Bonds.
SGR has participated virtually every type of public financing transaction including direct and conduit financings, pooled bonds, variable rate demand bonds and the various forms of credit enhanced financings. SGR is qualified to handle current and advance "refunding" as well as "new money" transactions, and is experienced in the federal tax law requirements for tax-exemption, including rebate and avoidance of prohibited arbitrage.
Our clients finance projects such as:
- General governmental use projects
- Industrial development
- Hospitals and health care institutions
- Continuing care retirement communities
- Universities, colleges and student housing
- Secondary and elementary schools
- Single- and multi-family housing
- Resource recovery and solid waste disposal facilities
- Airports, ports, and public transportation systems
- Cultural and sports facilities
Bond and Issuer's Counsel
As bond and issuer's counsel, the SGR Bond and Public Finance Practice Group advises clients regarding optimal transaction structure and prepares the necessary bond resolutions and ordinances, bond purchase and underwriting agreements, trust indentures, leases, loan agreements, official statements, security instruments, hearing and validation documents and other related documents. We also coordinate local elections required to authorize public debt. The SGR Bond and Public Finance Practice Group issues nationally recognized bond counsel opinions.
In addition to serving as bond counsel, the SGR Bond and Public Finance Practice Group also represents issuers as both general counsel and special counsel in financing transactions.
Underwriter's and Disclosure Counsel
Our Bond and Public Finance Practice Group represents underwriters and assists with bond issuers' original and secondary disclosure obligations and other securities issues, including state blue sky laws and federal securities regulations. As underwriter's and disclosure counsel, we analyze transactions for securities law and disclosure issues and prepare official statements, continuing disclosure agreements and bond purchase and underwriting agreements.
Borrower's and Company's Counsel
As borrower's and company's counsel, the Bond and Public Finance Practice Group represents institutions and companies accessing capital for improvement and expansion projects. We work with lenders to coordinate all necessary documentation on behalf of the company to accomplish such financing.
The SGR Bond and Public Finance Practice Group represents corporate trustees in the initial issuance of taxable and tax-exempt municipal and corporate bond issues, as well as in default and workout situations. We review financing documents to assess the trustees' duties and obligations and ensure proper protection for the trustee in pre- and post-default actions and draft opinions in connection with indentures and related agreements. We also review investment agreements, repurchase agreements or similar investment vehicles delivered where bond proceeds are being invested by the trustee.
Purchaser's and Lender's Counsel
As purchaser's and lender's counsel, our Bond and Public Finance Practice Group ensures that the transaction documentation both incorporates the purchaser's or lender's terms and anticipates the purchaser's or lender's concerns.
Credit Enhancer's Counsel
Our Bond and Public Finance Practice Group also represents banks and other credit enhancers of bonds. Our clients issue letters of credit, standby bond purchase agreements and other forms of credit enhancement and provide loan and other credit facilities that support, supplement, or otherwise facilitate tax-exempt and taxable bond issues. We structure, negotiate and prepare the credit enhancement documents (including reimbursement agreements, letters of credit, standby bond purchase agreements, and security documents) and assure proper integration with related provisions in the bond documents.
Other Firm Expertise
SGR Bond and Public Finance Practice supplements its expertise by accessing SGR's attorneys experienced in finance, securities, health care, environmental and tax law. SGR has immediate access to a wide array of experienced personnel and other resources which enables us to respond quickly to the needs of our public finance clients.