Robyn L Helmlinger


San Francisco

For two decades, Robyn has been advising issuers, borrowers and underwriters involved in issuing municipal bonds, with a focus in the healthcare industry throughout the nation. She is the lawyer to whom chief financial officers and treasurers turn when they require proficiency in implementing complex financings and debt programs, and to whom investment bankers turn when developing new financial structures or facing challenging disclosure scenarios.

Robyn regularly works with both established borrowers and first-time borrowers to assist with structuring and restructuring debt programs that encompass a wide variety of debt and derivative products. In 2015, Robyn led the team that represented a private fund in connection with financing the management transfer of a multi-hospital nonprofit healthcare system to a subsidiary of the private fund, including negotiations with existing creditors. The financing involved an innovative bond structure that balanced current and future committed liquidity needs and debt burden. Robyn is also continually recognized for her excellent and sound judgment with respect to disclosure issues, including the difficult disclosure decisions caused by financial pressures from healthcare reform, affiliation activities, pension liabilities, governmental inquiries and investigations, labor disputes and qualified audit opinions.

In 2013, Robyn was elected a Fellow of the American College of Bond Counsel. She is one of the founding members of the Northern California Chapter of Women in Public Finance and currently serves on its advisory board. As a member of the National Association of Bond Lawyers, Robyn has been a panelist on the Health Care Financing Panel at the annual conference in 2003, 2004 and 2006. She is also a member of the American Health Lawyers Association.

    • Serving as bond counsel in connection with a forward-delivery direct placement and derivative product for a nonprofit borrower. Robyn was able to achieve the client's objective to avoid the cost and business disruption associated with a full diligence process at the time of delivery of the bonds by successfully negotiating the scope of a qualified bond counsel opinion.

    • Assisting two statewide conduit issuers in developing issuance guidelines and creating model transaction documents for their bond programs. Robyn drew upon her extensive experience in the nonprofit borrowing community to assist the issuers in developing guidelines and model document provisions that were tailored to protect the issuers in the areas where they could experience liability, yet provide clear and certain transaction parameters to the borrowing community.

    • Amending bond documents to accommodate additional credit enhancement in the form of a direct-pay letter of credit. By carefully drafting the amendments and working collaboratively with the letter of credit bank, a letter of credit was substituted for a liquidity facility without triggering a tax reissuance. Robyn, therefore, met the client’s goal of restructuring the credit and liquidity enhancement without necessitating a new diligence process.

    • Serving as underwriter’s counsel in connection with bonds issued to refinance the acquisition of multiple projects, each owned by one of several borrowers. The cash flows supporting the financing were highly complex because they came from a variety of governmental and public sector sources. Robyn worked with all the financing participants, including representatives of each borrower, their legal counsel and auditors, and the operators of each project to understand the nature of each revenue source and the contractual relationships underlying the payment obligations so that all such information, as well as the related risks, could be conveyed in the disclosure document.

    • Advising a nonprofit health system with no outstanding tax-exempt debt in connection with acquiring a nonprofit health system with outstanding tax-exempt debt. Because the acquiring system had no master trust indenture in place and the timing associated with pending tax reform precluded adoption of a master trust indenture, substitution of notes could not occur prior to elimination of tax-exempt advance refunding structures. Robyn worked with existing lenders to implement a variable rate and guaranty structure that refinanced the existing debt, while providing lenders with the credit strength of the acquiring system and preserving the tax-exempt status of the debt and future refinancing of the debt.