With one of the largest public finance practices in the country, Chapman attorneys have been at the forefront of developing new techniques for municipal financing. Our work with respect to airport financing has included serving as bond counsel in the first “stand-alone” revenue bond issuance payable from passenger facility charges, integrating credit enhancement devices, and structuring derivative product transactions for airports.
Chapman has extensive experience as bond counsel, underwriter’s counsel, and disclosure counsel in connection with the issuance of airport revenue bonds. Our Airport Finance Group has been involved in the development, financing, and refinancing of general airport improvements and special purpose facilities at airports throughout the nation. These bond issues have included debt restructurings to eliminate the use of outdated indentures; senior, subordinated, and third lien bonds; forward deliveries; and bonds secured by passenger facility charges.
In addition to our work as bond counsel, underwriter’s counsel, and disclosure counsel, Chapman played a leading role among public finance law firms in the process of adopting regulations implementing passenger facility charge legislation. At the request of the Airport Operators Council International, Chapman attorneys participated in drafting the airport industry’s responses to these regulations, submitted comments to the US Department of Transportation, and publicly presented the position at a hearing held by the US Department of Transportation. Chapman then served as bond counsel on the first major “stand-alone” passenger facility charge bond issue for Chicago O’Hare International Airport. This financing structure has since become widely used by airports nationwide.
Chapman has been at the forefront of credit enhancement in the development of letters of credit and liquidity facilities utilized in connection with public finance transactions. Our attorneys have served as bank counsel in connection with credit enhancement transactions for the benefit of airports in 16 states and the District of Columbia, including Bradley International Airport, Chicago Midway International Airport, Chicago O’Hare International Airport, Denver International Airport, Hartsfield-Jackson Atlanta International Airport, Los Angeles International Airport, McCarran International Airport, and San Francisco International Airport.
Chapman attorneys help clients proactively manage the broad range of environmental challenges often related to airport and other infrastructure projects. We regularly negotiate and review agreements involving environmental concerns, including fuel distribution systems, facility cleanups, and solid and hazardous waste generation, treatment, and disposal. We have also addressed many issues that arise under the Resource Conservation and Recovery Act; the Comprehensive Environmental Response, Compensation, and Liability Act; the National Environmental Policy Act; the Endangered Species Act; the Clean Air Act; the Clean Water Act; and their state counterparts.
Bankruptcies and Workouts
Chapman has represented investors, secured lenders, or indenture trustees in many of the largest airline bankruptcy matters, including the representation of more than 100 institutional investors (referred to as the “Chapman Group” in The Wall Street Journal) in the United Airlines bankruptcy. Chapman has also represented creditors in connection with the bankruptcies of America West Airlines, Delta Air Lines, Eastern Air Lines, Midway Airlines, Northwest Airlines, Trans World Airlines, United Airlines, US Airways, and Varig Airlines. Our experience with airline bankruptcies has proven useful to airport owners and operators in structuring facility and concessionaire lease agreements.
Chapman represents lessees, lessors, capital providers, and underwriters in all types of leasing transactions, including municipal leasing arrangements, single-investor true lease financings, leveraged lease financings, synthetic leases (involving both equipment and real estate and funds provided by insurance companies, banks, and commercial paper conduits), and credit tenant leases (involving bond lease-based and credit lease-based financings, single-property direct loans, and multiple-property conduit trusts).
Chapman also has a long-standing nationwide practice in tax-exempt leasing for real and personal property on a stand-alone or master lease basis and in the securitization of portfolios of tax-exempt leases and similar installment payment obligations. Chapman has acted as bond counsel, special tax counsel, underwriter’s counsel, or investor’s counsel in tax-exempt and taxable equipment lease financings in virtually every state in which this financing technique is authorized by law.
Chapman attorneys have had extensive experience with providing legal services in connection with primary and secondary derivative products in the municipal bond market, including interest rate swaps, synthetic variable rate demand bonds, inverse floater bonds, embedded swap and embedded cap bonds, stripped coupons, and other types of derivative transactions.
Tax Counsel Services
Chapman frequently acts as special tax counsel on a significant number of state and municipal bond offerings in which the Firm is not acting as bond counsel. We are frequently retained as special tax counsel to bring our extensive federal tax law knowledge and national experience to a transaction. Chapman’s ability in the federal tax law area ranges from the routine to the highly complex and provides our clients with experience from the most common financing to the most innovative financing in connection with their bond issues.