The lawyers of Steptoe's Finance Group represent clients all over the world on a broad range of complex financing transactions, with particular expertise in cross-border transactions. We have extensive experience representing agents, arrangers, institutional investors, banks and other lenders, as well as sponsors, borrowers, and other investors, on a wide variety of direct, club and syndicated financing transactions across our multinational clients' many industries, including syndicated revolving, letter of credit and term credit facilities, and secured and unsecured working capital and letter of credit facilities.
The breadth and depth of our experience and our knowledge of current market trends allows us to guide our clients quickly and efficiently to the best and most practical solutions and mitigates any challenges that may arise. Our attorneys' profound and complementary experience in capital markets financings, real estate financings, lease financings, asset-based financings, project financing, and green and sustainability-linked financings provides a broad substantive foundation for understanding the interests and needs of all participants. We understand that each representation is a partnership with our client, and strive to build strong working relationships with their customers and other participants.
Our lawyers are recognized as leading lawyers in publications such as Best Lawyers in America, Whose Who Legal, Legal 500 UK, Legal Experts UK, DealMakers, and Super Lawyers.
Real Estate Finance. Our real estate team represents investors, developers, and owners in sophisticated real estate transactions that range from acquisition, financing, development, repositioning, and disposition of a variety of properties and property portfolios. We have experience with properties across asset classes located all over the United States. We handle various transactions from inception through closing, including all diligence, negotiation, and documentation aspects of the deal. We also advise borrowers, lenders, and investors regarding real estate workout options and opportunities.
Asset Finance. Our commercial finance practice also includes representations of domestic and foreign lenders and borrowers in connection with a broad range of sophisticated financial transactions, including asset-based lending. Our ABL team attorneys are well versed in all of the documentation requirements for revolving credit facilities, term facilities and letters of credit (and reimbursement agreements). We assist our clients in finding solutions for a variety of financing and business needs including maximizing or leveraging asset value, addressing liquidity needs, and pursuing new growth opportunities.
Our ABL debt financing experience includes: borrowing base working capital facilities and factoring facilities; middle market transactions; lines of credit involving a wide range of collateral types; and other specialized asset-based lending transactions (such as secured credit facilities for acquisitions and leveraged buyouts and reorganizing debtors and financings based upon equipment, natural resources, and chattel paper).
Lease Finance. Lawyers in our full-service lease finance practice have extensive experience representing lenders, equity participants, lessees, lessors, users, sellers, and purchasers in the lease financing of equipment and other capital assets of all types.
Among these assets, we have been involved in lease financings of power-generation facilities, aircraft, passenger rail cars, rolling stock, containers, commercial computer equipment, telecommunications equipment, manufacturing facilities, telecommunications satellites, vehicles, drilling rigs, and vessels.
Energy and Infrastructure Project Finance. The breadth, experience and depth of Steptoe’s project and infrastructure finance team allows us to represent clients engaged in developing and financing complex, capital-intensive energy and infrastructure projects around the globe and across a variety of industries, including energy generation, energy storage, electric transmission and distribution, oil and gas pipelines, digital and telecommunications infrastructure, water and waste water, solid waste, transportation, construction, mining, and advanced manufacturing. Our clients include sponsors, developers, agents, arrangers, lenders, institutional investors, private equity and infrastructure funds and their portfolio companies, tax equity investors, and proponents and governmental entities involved in public-private partnership (P3) transactions.
Our team members have extensive experience with all of the major project delivery structures and financing mechanisms in use within the project finance marketplace such as project construction and mini-perm financings, build-transfer financings, tax equity and back-leverage financings, syndicated renewable energy portfolio financings, renewable project development letter of credit facilities and capital call bridge financings. We recognize the complex legal and dynamic business environments in which our clients operate, and take an integrated approach that encompasses numerous key practice areas. Using the resources of our offices working in concert around the world, we structure transactions that meet the business goals of our clients.
Green and Sustainability-Linked Finance. The global community's increasing awareness of the urgent need to address climate change, resource depletion and other sustainability challenges has sparked a profound shift in financial markets and investment practices. With stakeholders increasingly demanding that businesses and financial institutions address sustainability challenges responsibly, financial institutions have recognized the need to integrate sustainability criteria into their investment decisions. Banks, asset managers, and pension funds are aligning their portfolios with ESG principles to meet the growing demand for sustainable investment options.
The rise of specialized sustainable investment vehicles, such as green bonds and impact funds, has been instrumental in the growth of sustainable finance. Steptoe attorneys follow closely the shifting ESG landscape and how it factors into business operations, financing transactions and public disclosures. We represent a variety of clients on ESG matters, including financial institutions, private equity firms, public and private companies, investment advisors, management, and other stakeholders.
Multilateral Agency Financing
Steptoe has significant experience in assisting entities utilizing benefits available from multilateral lending institutions, such as the International Monetary Fund (IMF), the World Bank and its affiliate the International Finance Corporation, the European Bank for Reconstruction and Development, the Inter-American Development Bank, the Asian Development Bank, and the African Development Bank. Our clients seek and appreciate our experience in identifying financing opportunities, resolving financing issues, and closing financings.
In addition to strong relationships with commercial lenders and government financial institutions and multilateral financial institutions, Steptoe also has broad experience in utilizing credits and guarantees available through the US Export-Import Bank, and supports available from the US Overseas Private Investment Corporation (OPIC). We have advised private parties utilizing these supports, in many instances as part of a larger financial package for particular projects.
Our lawyers have also represented a number of the multilateral development banks themselves, either as counsel on individual deals or as an advisor to the bank on certain regulatory or financial issues in emerging markets.
Representative Matters
- Counsel to the lender in connection with a secured credit facility for acquisition financing by one telecommunications company of substantially all of the assets of another telecommunications company.
- Counsel to a venture capital fund created to invest in opportunities in the former Soviet Union involving conversion of defense-related assets to commercial purposes, in connection with its secured and unsecured credit facilities to a Russian manufacturing entity.
- Counsel to a manufacturing company in its $150 million asset-backed receivables financing transaction funded by Citicorp as lead investor, including the creation of a bankruptcy remote special purpose vehicle to facilitate the financing.
- Counsel to the lead lender and sponsor in the development of a $200 million bankruptcy remote, structured financing program designed to finance telecommunications service providers' acquisition of equipment throughout the United States and abroad.
- Counsel to the lenders in structuring, negotiating, and documenting the refinancing by rural electric utilities of approximately $1.7 billion in long-term, fixed-rate Federal Financing Bank loans with private loans guaranteed by the United States. The lenders then disposed of their loan assets through the creation of special-purpose grantor trusts and the issuance of certificates of beneficial interest in a series of separate underwritten public offerings.
- Represented the arrangers, agents and lenders in connection with a Green Loan Principles-aligned US$340 million build-transfer project financing of a 250 MW solar project in Sullivan County, Indiana.
- Represented the arrangers, agents and issuing bank in connection with a Green Loan Principles-aligned US$310 million build-transfer project financing of a 189 MW solar project in Barber County, Kansas.
- Represented the arrangers, agents, lenders and issuing bank in connection with a US$260 million build-transfer project financing of a 150 MW solar project in White County, Illinois.
- Represented the arrangers, agents, lenders and issuing bank in connection with a US$180 million build-transfer project financing of a 100 MW solar facility to be constructed in Arkansas.
- Represented a US developer on development, construction, operation and financing matters, including joint venture structuring, for multiple proposed solar, energy storage and mini-grid projects in Southern Africa, West Africa and Eastern Europe, valued in excess of US$3 billion in the aggregate.
- Represented the sponsor, borrower, issuer and affiliates in connection with a US$310 million construction, tax-equity bridge loan and tax equity financing for a 238 MW solar generation project in Midland, Texas, and represented the sponsor in connection with its subsequent disposition of its interests in the project.
- Represented the arrangers, agents, issuing bank and green loan coordinators in connection with a US$1.1 Billion Green Loan Principles-aligned build-transfer project financing of a 600 MW wind farm in Oklahoma.
- Represented the arrangers, agents and issuing bank in connection with a US$385 million Green Loan Principles-aligned build-transfer project financing of a 200.6 MW wind farm in Baylor and Wilbarger Counties, Texas.
- Represented the agents and lenders in connection with a secured, US$380 million bridge loan and turbine equipment financing credit facility for a 999 MW wind farm in
- Represented the sponsor and its affiliates in connection with its acquisition, development and US$245 million tax-equity financing of a 198 MW wind generation project in Beaver County, Oklahoma.
- Represented tax equity investors in connection with a US$325 million tax-equity financing for four wind generation projects aggregating 604 MW in Oregon, Iowa and Kansas.
- Represented the sponsor and issuer in connection with a US$280 million construction loan financing, and the subsequent US$277 million tax-equity takeout financing and US$39 million project-related letter of credit facility, for a 170 MW wind generation project in Texas.
- Represented the sponsor, borrower and affiliates in connection with a US$300 million senior secured Term Loan B credit facility to leverage the sponsor’s interests in a portfolio of wind projects.
- Represented a subsidiary of a large independent power producer in connection with the US$613 million 144A financing of a portfolio of wind projects located in Idaho, Kansas, Michigan, Oregon and Texas, with a total net capacity of 667 MW.
- Represented a lender in connection with its participation in the US$804 million project and back-leverage financing of a 345 MW solar and 1,500 MW battery storage project located in Mojave, California. This was the fund’s first energy finance investment in the US, and we also assisted in the start-up and establishment of their investment review program for similar, additional investments.
- Represented the arrangers, agents, issuing banks, and lenders in connection with the landmark, first-of-its-kind project financing for the construction, development, expansion, and operation of an affiliated portfolio of behind-the-meter battery energy storage systems located at various large-load commercial, industrial and government host sites in Los Angeles and Orange Counties, California, which constitute one of the largest "virtual power plants" in operation.
- Represented the sponsor and its affiliates in connection with a US$175 million tax-equity financing for a 39.95 MW portfolio of 193 fuel cell servers to be located in California, Connecticut, New Jersey, and New York
- Counsel to the arrangers, sustainability coordinators, Green loan coordinators, agents, lenders and issuing banks in connection with syndicated, secured, sustainability-linked corporate credit facilities totaling US$821.5 million for the owner of one of the largest fleets of non-regulated renewable energy assets in the United States. The credit facilities consist of sustainability-linked revolving and working capital facilities as well as a Green term loan facility.
- Counsel to the arrangers, agents and sustainability coordinator on a US$1.5 billion, three year, secured, sustainability-linked working capital credit facility a global renewable energy sponsor. The credit facility, which features two ESG-related Key Performance Indicators with related covenants and price adjustments, will provide increased support for the sponsor’s global development platform of wind and solar generation, battery storage and electricity transmission projects.
- Counsel to the arranger, agent, Green loan coordinator, lenders and issuing banks in connection with a US$900 million Green Loan Principles-aligned, secured multicurrency letter of credit facility established to support a global renewable energy sponsor's development of early-stage wind, solar, energy storage and transmission projects in North America, Latin America and Japan.
- Counsel to a lead arranger and lender in connection with a US$300 million senior secured Green Loan Principle revolving loan and letter of credit facility to finance the expansion of a sponsor’s operational renewable project portfolio and accelerate the commercialization of its development pipeline.
- Counsel to the issuing bank in connection with a US$200 million standby letter of credit and a new US$355 million documentary letter of credit facility financing the purchase of 150 MW of gas-fired power generation units by a global energy infrastructure company; the generators are to be installed under a larger Federal Emergency Management Agency (FEMA) initiative to supply temporary power generation to support Puerto Rico's grid stabilization and facilitate repair work on Puerto Rico's power system.
- Counsel to the sole arranger, administrative and collateral agent and an issuing bank in connection with the establishment and financial closing of a syndicated, uncommitted, secured letter of credit facility worth up to US$350 million in favor of a global integrated gas-to-power infrastructure company to support its LNG liquefaction, supply and shipping businesses, and its downstream facilities and logistics assets, in the United States, Puerto Rico, Jamaica, Mexico, Nicaragua, Ireland and other jurisdictions.
- Counsel to Volta River Authority (Ghana) as offtaker and 10% equity owner in the development and project financing of the US$330 million development and project financing of the 330 MW combined cycle expansion of the Takoradi 2 power plant. In this role, we negotiated all project documents, including the PPA, Ghana government guarantee, services agreement, O&M agreement, site lease, shareholders agreement, equity subordinated loan agreement, equitable share mortgage and sponsor support agreement.
- Counsel to the sponsor and its affiliates in connection with the Rule 144A/Regulation S offering of US$165 million of additional 10-year senior secured notes, and the solicitation of consents from holders of outstanding notes, in order to finance their expanded development of several power plants in Argentina.
- Counsel to a European development finance institution as lender in the financing of a port facility expansion in Argentina.
News & Publications
Press Releases
Steptoe Represents Sisecam in Acquisition of All Remaining Shares from the Ciner Group
January 3, 2025
Client Alerts
AML Program Requirements for Investment Advisers: FinCEN’s Proposed Rulemaking
February 16, 2024
By: Andrew C. Adams, Jack R. Hayes, Evan T. Abrams, Sophia Breggia, Vito Arethusa
Press Releases
Steptoe Advises ARRAY Alliance, Inc. in Pioneering Financing Model for Ava DuVernay's 'Origin'
December 8, 2023
Press Releases
Steptoe Advises PROOF Acquisition Corp I in Closing of Business Combination with Volato
December 1, 2023
Press Releases
Steptoe Receives 28 Practice Rankings, 34 Individual Awards in Legal 500 US 2023
June 14, 2023
Press Releases
Steptoe Receives 25 Practice, 72 Individual Mentions in Chambers USA 2023
June 1, 2023
Press Releases
Steptoe Advises PROOF Acquisition Corp I in Upsized $276 Million Initial Public Offering
December 3, 2021
Press Releases
Steptoe Receives 125 Individual Mentions in Best Lawyers in America 2021
August 20, 2020
Client Alerts
Debt Buyback Considerations Amidst Market Uncertainty
March 18, 2020
By: Scott D. Fisher