Practice Areas: Lease Finance

The McGuireWoods Lease Finance Group represents parties to lease transactions and other equipment and facility financing programs. We have lawyers in Charlotte, New York, Chicago, Richmond and Baltimore and represent or have represented a variety of clients, including:

• Banc of America Leasing & Capital and Banc of America Public Capital Corp
• ABN AMRO Bank
• Credit Suisse First Boston
• LaSalle National Bank
• SunTrust
• CSX Transportation
• Dominion Resources
• AT&T Corporation
• Comcast Corporation

General Leasing Matters

The McGuireWoods Lease Finance Group represents lessors, equity investors, lenders, agents, lessees and borrowers in transactions ranging in size from $10 million up to $1.4 billion, including domestic and cross border leveraged leases, synthetic leases, municipal leases, tax-exempt lease financings, qualified tax credit bond lease financings, true leases and loans in syndicated and single investor structures. We have worked on transactions involving state tax-advantaged structures, evaluations of tax implications of true lease and service contract structures, commercial paper fundings through single and multiple conduits, portfolio acquisitions and sales and 1031 like-kind exchanges. We have extensive knowledge of tax and accounting requirements, such as SFAS 13, 66 and 98 and FIN 46R (as amended by SFAS 167), and we are experienced in structuring sale-leaseback and other lease transactions that are responsive to the accounting, tax and financial needs of our clients. We have experience in transactions financing a wide range of equipment and facilities, including aircraft, aerospace equipment, railcars, locomotives, barges, yachts and computer equipment and manufacturing, electric and other facilities, as well as real estate and related improvements.

Portfolio Sales and Acquisitions

The McGuireWoods Lease Finance Group represents lessors and equity investors in the acquisition and disposition of lease portfolios consisting of rail assets, aircraft, co-generation facilities, vessels and other miscellaneous equipment. In addition, we represent clients in the creation of lease purchase programs for both tax and tax-exempt lease portfolios under which portfolios or deals within portfolios are sold over time by utilizing master program documentation.

Vendor Financing Transactions

The McGuireWoods Lease Finance Group represents vendor finance companies in a wide range of sales finance programs, including wholesale funding programs, discrete portfolio acquisitions, master lease purchase programs, residual advance programs, software only programs and private label programs. We have extensive experience with sophisticated recourse programs and the transfer of lease receivables and other assets using bankruptcy-remote special purpose entities. We work closely with our vendor finance clients to structure customized finance programs that meet the financial objectives of all parties.

Real Estate Transactions

The McGuireWoods Lease Finance Group represents equity, credit tenant and senior lender participants, as well as mezzanine lenders and other real estate capital providers, in real estate lease finance transactions. With our depth of experience in general corporate and real estate acquisition matters, McGuireWoods maintains a national presence in the sale-leaseback and synthetic lease industry. We handle lease financing transactions, single asset-purchasers, build-to-suit transactions and portfolio acquisitions and dispositions.

Tax-exempt, Taxable and Tax Credit Municipal Lease Transactions

The McGuireWoods Lease Finance Group serves as lessor’s counsel, bond counsel, and special tax counsel in connection with a broad spectrum of traditional municipal lease financings for governmental lessees, including taxing districts, state-level issuers and their various political subdivisions and others. We have been involved with projects that span the universe of municipal capital financings, including new money and refinancings of water and sewer system equipment, airport facilities, secondary school facilities, university facilities, vehicle fleets and port equipment. Moreover, we have worked on financings using tax credit and direct pay subsidies taking the form of qualified zone academy bonds, qualified school construction bonds and build America bonds. In addition, we assist lessors in tax-exempt true and capital lease financings for a variety of non-profit institutions, including health care providers. The group regularly represents purchasers and sellers of tax-exempt obligations in the secondary market.

Energy Transactions

The McGuireWoods Lease Finance Group has a depth of experience in a variety of energy-related projects. We have participated in tax-exempt financings of energy performance projects for a variety of general and special purpose governmental borrowers, including the federal government and secondary market transactions related to such financings. Moreover, we have worked on projects generating electricity from solar, hydroelectric, wind and biomass facilities. Some of these projects have involved the use of clean renewable energy bonds, new clean renewable energy bonds and qualified energy conservation bonds.

Representative Transactions

• Represented equity participant in a $164 million leveraged lease of rail cars to a rail car operating company.
• Represented lessee in a $450 million project leveraged lease financing of a lignite-fined generating facility partially funded by a 144A debt offering.
• Represented arranger in a $120 million lease intended for security of polypropylene plant assets, funded by commercial paper issued by three different conduits, for an affiliate of an oil company.
• Represented equity investors’ in transfer of their interest in several aircraft leveraged lease transactions, including the assignment of their tax indemnity claims in connection with lessee’s bankruptcy.
• Represented lessor in an $18 million tax exempt lease acquisition of heavy machinery with a water management district.
• Represented purchaser in conversion of limited recourse lease purchase program to accommodate tax-exempt equipment leases and initial acquisition of approximately $42 million of tax-exempt commercial equipment leases from national equipment leasing company.
• Represented lessor in three leveraged lease financings of refuse-to-energy facilities supported by municipal service agreements aggregating $1.245 billion.
• Represented agents in commercial paper-funded synthetic lease transactions for construction of onshore and offshore gas and oil pipelines, offshore gas processing plants and offshore oil and gas production platforms.
• Represented export development agency in a $1.4 billion lease financing of railcars, locomotives and related maintenance facilities.
• Represented lessor in a $45 million single investor lease of submersible drilling rigs to a foreign oil company.
• Represented purchaser in creation of limited recourse (notional loss pool) lease purchase program and initial acquisition of approximately $180 million of commercial equipment leases from bankruptcy-remote special purpose subsidiary of national equipment leasing company.
• Represented equity interests in a leveraged lease of six Embraer EMB-120 aircraft, with a Brazilian export guaranty to a commercial airline.
• Represented lessor in a $40 million true lease of furniture and other miscellaneous equipment to an accounting firm.
• Represented lessor in an $11 million single investor TRAC lease of tractor-trailers to a chemical company.
• Represented lessor in $70 million portfolio sale of rail cars and locomotives.
• Represented company in three like-kind exchange transactions aggregating approximately $66 million involving aircraft.
• Represented lessee in a $400 million sale/leaseback financing of branch banks and a headquarters building.
• Represented lenders in a $60 million leveraged lease financing of a co-generation facility.
• Represented purchaser in connection with creation of titling trust structure for two existing commercial vehicle lease purchase programs.
• Represented lender for $19.6 million landfill gas to electricity lease revenue clean renewable energy bonds issued by Los Angeles County, California, Sanitation Districts Financing Authority.
• Represented lender for $20 million solar-photo voltaic equipment lease revenue clean renewable energy bonds issued by California Alternative Energy and Advanced Transportation Authority.
• Represented lender for $3.6 million energy efficiency improvement lease financing (Qualified School Construction Bonds) undertaken by Pembroke School District, New Hampshire.
• Represented lender for $5.5 million energy conservation improvement lease financing (Qualified Zone Academy Bonds) undertaken by Eden Valley-Watkins School District, Eden-Valley, Minnesota.