Banking and
Finance
Orrick, Herrington & Sutcliffe LLP's Banking and Finance Group represents leading banks, leasing companies, insurance companies, arrangers and other financial institutions worldwide. We serve as one of the primary finance counsel for a number of these clients. We also serve as borrower's and issuer's counsel to corporations in diverse business sectors.
Our Banking and Finance Group is highly regarded in the financial community and is regularly recognized by leading trade and ratings publications in the principal markets we serve in the United States, Europe and Asia. Orrick was ranked among the top firms for banking and finance in California by Chambers USA and France by Chambers Global.
Because our clients often employ complex financing strategies, the group works closely with lawyers in the corporate, finance and tax practices. Many financings include multiple facilities, jurisdictions and currencies, and may form part of a larger corporate transaction or strategic plan. Our emphasis is on recognizing and understanding our clients' business objectives and applying the legal solutions that will most effectively achieve their goals.
We provide services in many types of secured and unsecured finance transactions, including:
- syndicated credit facilities
- asset-based financings
- accounts receivable, inventory and term loan financings
- letter of credit and acceptance financings
- acquisition loans
- standby credit enhancements for bond and commercial paper issues
- derivative products, including interest rate and currency swaps and other hedging arrangements
- real property development and acquisition financings
- structured commodities financings
- mezzanine finance facilities involving convertible debt or equity kickers
- private placements of debt securities
- bankruptcy-related financings, including debtor-in-possession financings and exit financings
We also advise banks and bank holding companies on matters before the Federal Reserve Board, the Federal Deposit Insurance Corporation, the Office of Comptroller of the Currency, New York and California state banking departments, and various other regulatory agencies.
Some of our work in 2005 included our representation of:
- PG&E Corporation (United States). PG&E in a wide array of financings and financing strategies, including:
- the establishment of a $1 billion PG&E revolving credit facility;
- amendments to PG&E's $620 million letter of credit facilities to eliminate mortgage bond security, reduce pricing, and conform covenants and events of default to those in PG&E's $1 billion revolving credit facility; and
- amendments to PG&E's $200 million revolving credit facility to modify pricing and conform covenants and
events of default to those in PG&E's $1 billion revolving credit facility.
- Deutsche Bank AG (Canada). Deutsche Bank as the "stalking horse" bidder in the reorganization of Stelco Inc., Canada's largest steel company under the Canadian Companies' Creditors Arrangement Act (CCAA). Deutsche Bank's Cdn$900 million commitment was comprised of a Cdn$500 million secured asset-based credit facility, Cdn$300 million of second lien convertible notes and Cdn$100 million of second lien bridge notes. After seeking competing bids to Deutsche Bank's commitment in an auction process, Stelco decided to exercise its right under the terms of the commitment to terminate the Deutsche Bank transaction by paying a breakup fee of Cdn$11.5 million to Deutsche Bank. Deutsche Bank's success as the bidder is notable as the "stalking horse" concept is novel to the CCAA proceedings.
- Benetton Group S.p.A. (Italy). Benetton Group S.p.A., as borrower, and certain of its subsidiaries, as guarantors and additional borrowers, in the negotiation and drafting of the documentation for a €500 million syndicated revolving credit facility established for the refinancing of existing indebtedness and other general corporate purposes.
- Dresdner Bank AG and HSBC Holdings PLC (United Kingdom). Dresdner Bank as program dealer and lead arranger on the establishment of Justine Capital S.r.l and its purchase of several portfolios of Italian healthcare receivables. The purchase of the portfolios was financed through the issuance of fungible floating rate notes in two tranches. Orrick also advised HSBC as security trustee, representative of the noteholders and principal paying agent.
- Renault S.A. (France, United Kingdom and Spain). Renault in the renegotiation of agreements with General Motors Corporation regarding the development, manufacture, assembly and sale of light utility vehicles in two manufacturing sites located in the United Kingdom and Spain. The vehicles are currently distributed throughout Europe under the Renault, Opel, Vauxhall and Nissan trademarks.
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