Troubled Asset Task Force

Steptoe has a highly skilled team capable of advising financial institutions, sellers and purchasers of assets, asset managers and program administrators regarding the new $700 billion Troubled Asset Relief Program of the Department of the Treasury. With our headquarters in Washington, DC and offices in New York, Chicago, Los Angeles, and Phoenix, Steptoe is well positioned to advise clients regarding the regulatory, corporate, congressional oversight, government contract, mortgage securitization and structured finance, real estate, distressed asset purchase and sale, tax and executive compensation issues involved in this complex program.

Financial Services Industry Experience
Leading financial institutions and financial service companies often turn to Steptoe & Johnson LLP for experienced corporate and regulatory counsel. We represent a diverse group of domestic and international commercial banks, insurance companies, mortgage banks, thrift institutions, credit unions, banking trade associations, bank holding companies, securities broker-dealers, investment banks, hedge funds, private equity funds, pension funds, mutual funds and investment advisors and their officers and directors. Our corporate attorneys can guide financial services clients through the corporate governance, stock transfer, recapitalization, proxy and executive compensation issues that will arise under the Troubled Asset Relief Program.

We are well experienced in advising clients regarding complex regulatory issues. We have represented clients before the Department of the Treasury, Federal Reserve Board, the Federal Deposit Insurance Corporation, the Office of the Comptroller of the Currency, the Office of Thrift Supervision, FinCen, the IRS, the Securities and Exchange Commission, the Department of Labor, the NASD and NYSE.

The firm advised clients and government agencies in connection with the failure of numerous savings associations and commercial banks during the late 1980s and early 1990s. We represented asset management firms in connection with asset management contracts with the FSLIC, the predecessor agency to the RTC. Subsequent to those representations, we represented the FDIC and RTC for many years in complex transactions and contracting activities relating to their real estate and loan assets from failing and failed financial institutions, as well as in privatization of their activities (including the development of numerous RFPs for such privatization), and many other matters. We also advised the FDIC concerning securities law implications of financial instrument assets in receiverships and represented it in connection with litigation arising out of the failure of several institutions. In addition, we acted as lead counsel for the RTC in the formation of several first-of-a-kind public/private sector limited partnerships and in the negotiation/documentation of the partnerships' acquisitions of portfolios of complex loans and real estate interests with market values of $450 million and $1.28 billion, respectively.

Congressional Oversight & Investigations
Steptoe & Johnson LLP has represented institutions and individuals in virtually every major congressional investigation conducted over the last decade. In addition, we count among our attorneys and advisors many of the people that actually conducted those investigations on Capitol Hill. Our representations have included congressional review of complex financial transactions and corporate collapses conducted by both House and Senate committees. These investigations frequently are conducted in parallel with civil litigation and criminal investigations and our lawyers, including former investigative staffers, are accustomed to working in cross-disciplinary teams to achieve success in the congressional arena while preserving the rights and interests of our clients in related proceedings.

Government Contracts Practice
Our government contracts attorneys have an extraordinary breadth of expertise and experience in federal contracting issues. The Troubled Asset Relief Program contemplates the appointment of financial agents and awards of federal contracts for asset managers, servicers, property managers, and other service providers. Steptoe's government contracts attorneys, who also have experience with the contracting process used by the former RTC, will counsel clients on solicitations for and the selection and award of financial agent agreements and contracts, as well as application of conflict of interest and other compliance issues that arise in connection with TARP's rollout and implementation.

Tax & Executive Compensation Practice
Our tax attorneys form one of the nation's premier tax advisory practices, regularly appearing as special tax counsel in a wide variety of transactions and advising corporations on all aspects of tax management, including planning, IRS audits, administrative appeals, and litigation. Our tax, employee benefits and ERISA attorneys are actively involved in all aspects of executive compensation which is significantly impacted by the Troubled Asset Relief Program.

Mortgage Securitization & Structured Finance Experience
We have deep experience in mortgage and asset securitization and structured finance issues. We represent a major Washington-based trade association involved in commercial mortgage asset securitization issues in public policy, legislative and amicus brief matters. We have also represented a congressionally chartered corporation on residential mortgage securitization-related issues and public policy and legislative matters. Steptoe attorneys have represented issuers of over two billion dollars of asset-backed securities collateralized by mortgage loans and a wide variety of other collateral.

Real Estate & Distressed Asset Purchase and Sales Experience
Our real estate work has encompassed real property, financing and corporate issues involving real estate in all phases of development. In connection with this work, the firm has represented buyers, sellers, lenders, loan originators, investment banks, borrowers, landlords, and tenants, as well as receivers and conservators of interests in real estate.

We have a sophisticated restructuring and distressed asset team with particularly deep experience in failed or failing real estate and construction projects. We formulate and implement complex and innovative approaches to workouts and troubled real estate transactions. We have counseled clients on judicious sale and acquisition strategies and liquidation of assets.

Select News & Events

Publications

The Rise and Rise of the NYAG
March 23, 2009, Securities Docket
Alert: Treasury Issues Notice for Financial Agents to Manage Securities Acquired Under Capital Purchase Program
November 10, 2008
Alert: Treasury Publishes Rules Regarding Executive Compensation Limits and Awards More Contracts
October 23, 2008
Alert: Treasury Designates Its First Financial Agent
October 14, 2008

More Publications »