Social Impact Engagements

December.21.2012

The firm took on four more significant engagements as part of the Firm’s social sector finance initiative.

First, a team is representing Building Markets, a nonprofit organization, which builds markets, creates jobs and sustains peace in developing countries by championing local and poor entrepreneurs and connecting them to new business, in setting up a loan guarantee fund. The aim of the fund is to encourage the provision of loans by banks to local small and medium enterprises (SMEs) in two countries, Liberia (identified by the donors) and a second country to be determined by the end of the year. By supporting SMEs in Liberia (and the other to be identified country), Building Markets’ goal is to increase local employment and encourage development of the business sector in the countries. The initial legal work will consist of advising Building Markets whether it is required to create a new corporate structure in New York for the fund, and to work with local counsel in Liberia on that country’s registration process if it is required at all. The client anticipates negotiating with local banks by the end of this month, with the fund hopefully to launch by April 1, 2013. The team consists of New York public finance partner Eileen Heitzler, New York managing public finance associate Sarah Rackoff, New York corporate associate Elena Sauber, pro bono fellow Eliza Golden and New York senior tax associate Andrea Ball.

A second team is advising SharedImpact, a nonprofit organisation which is trying to develop a secondary market for social investment products (e.g. social impact bonds and more generally pay for success contracts). The client is in the process of establishing an online platform in both the United Kingdom and the United States which can be used to trade social investment products which is described as being “the Amazon.com of social investment.” SharedImpact has already structured their business in the United Kingdom and the Orrick team, consisting of New York senior tax associate Andrea Ball, New York managing energy and infrastructure associate Sam Headon, pro bono fellow Eliza Golden and San Francisco tax partner Grady Bolding, are providing the client with initial structuring and regulatory advice, with the aim that the client will be able to conduct their activities in the United States.

Third, a team is representing long-standing client, Calvert Foundation – a nonprofit that offers community investment notes that fight poverty, finance affordable homes, fund small and micro businesses and engage in community development – in connection with an increase in funding to one of the client’s largest borrowers. The borrower is a Belgian based group that is lending to microfinance organizations and fair trade producer organizations (mostly coffee and cocoa). The Orrick team, consisting of New York banking and debt capital markets partner Julian Chung and New York banking and debt capital markets associate Julie Eum, will allow CF to upsize and restate the promissory note with the borrower as a credit agreement.

Fourth, and finally, M&A and private equity partner Jim Mercadante and managing corporate associate David Ruff are representing CHF International – a development nonprofit organization that works closely with communities worldwide to bring about sustainable changes that improve the lives and livelihoods of the vulnerable – as it continues the process of establishing a holding company, Vitas, for its transformed microfinance institutions (“MFIs”). The idea is to separate CHF’s microfinance activities, which use mostly debt and equity financing for loan capital, from CHF’s economic and humanitarian activities, which are mainly funded by donor contributions. Over the next several months, Vitas is expecting to close several investment-related transactions for its subsidiaries. The subject of the immediate work is shareholder agreements for two MFIs in Jordan and West Bank/Gaza, in which Vitas will be a co-investor with CHF.

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Eileen Heitzler Partner, Public Finance

New York

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D:+1 212 506 5235
E: [email protected]

Practice:

Finance Sector
Public Finance

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Eileen Heitzler Partner

New York

As bond counsel, underwriters’ counsel, borrower’s counsel and credit enhancer’s counsel, Eileen has worked on deals ranging from a few million dollars in value to more than $1 billion. She has broad experience with all types of financing structures including fixed rate, variable rate, flexible rate and optional tender bonds; tax-exempt and taxable debt; general obligation and revenue bond financings; unsecured obligations, mortgage-secured and project-based security; synthetic structures involving derivative products; and master trust indenture structures. Marketing alternatives have included public offerings by governmental issuers or conduit issuers, taxable bonds issued directly by non-profit organizations, direct placements with banks and financial institutions, and private placements. She was ranked Band 1 by Chambers USA New York for Public Finance in 2022.

While Eileen's practice encompasses all types of financings, her areas of concentration are financings for not-for-profit organizations, affordable housing, governmental purposes and public power projects. She has also participated in helping to structure and develop special financing programs.

Museums and Cultural Institutions: Referred to as the “bond artist” by the American Lawyer in connection with her work on the Museum of Modern Art expansion financing through the Trust for Cultural Resources, Eileen has been involved in transactions for most of the cultural institutions in New York City.

Educational Institutions and Other Non-Profit Organizations: Eileen has served as institution counsel, bond counsel or underwriter’s counsel on transactions to finance projects for a multitude of colleges, universities, health care organizations, private schools and other not-for-profit corporations, often in connection with their initial financings.

Affordable Housing: Financing the construction or preservation of thousands of affordable housing units has been an important facet of Eileen’s practice. In addition to serving as bond counsel or underwriters’ counsel on 80-20 developments, she is involved with the pooled open resolution programs established by the New York City Housing Development Corporation and the New York State Housing Finance Agency (two of the largest housing bond issuers in the country).

Governmental Purpose Bonds: As special counsel to the Office of the State Comptroller, Eileen provides advice concerning the issuance of the State’s general obligation bonds as well as other issues. She has also participated in the issuance of State-supported bonds by several public benefit corporations including the Dormitory Authority and Empire State Development.

Public Power: Eileen has worked with the Bonneville Power Administration for over 25 years on a range of financing programs, including on power purchases (including nuclear power), lease-purchase financings, energy prepayments, and conservation.

Grady Bolding Senior Counsel, Tax, Mergers & Acquisitions

San Francisco

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D:+1 415 773 5716
E: [email protected]

Practice:

Finance Sector
Tax
Mergers & Acquisitions
Funds

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Grady Bolding Senior Counsel

San Francisco

He has extensive M&A experience involving numerous types of business. He has particular experience in the area of the taxation of REITs, having represented both public and private REITs for many years, and in the area of real estate transactions and partnerships. Grady's private investment fund practice includes the representation of real estate funds, venture capital funds and hedge funds, as well as institutional investors in such funds.

Prior to joining Orrick, Grady worked for the firm of Brobeck, Phleger & Harrison LLP, where he served on the firm’s Executive Committee and as Chair of the Tax Group.