In the News

Haynes and Boone NY Lawyers Join Client InspireMD at NYSE Bell Ringing

NEW YORK – Five Haynes and Boone, LLP lawyers joined the InspireMD leadership team in celebrating the company’s recent listing on the NYSE MKT by ringing The Opening Bell on Oct. 24.

New York Partners Rick WernerTodd Ransom and Craig Unterberg, and Associates Casey Cohn and Ariel Zell accompanied the InspireMD team led by Alan Milinazzo, president and chief executive officer, and Craig Shore, chief financial officer. >>

Haynes and Boone Advises Credit Suisse in $100 Million Margin Loan

NEW YORK – Haynes and Boone, LLP attorneys advised Credit Suisse in its role as lead lender and administrative agent in a $100 million margin loan facility to a subsidiary of Rentech, Inc., an owner and operator of wood fiber processing and nitrogen fertilizer manufacturing businesses. The loan is collateralized by a portion of the publicly traded units of Rentech Nitrogen Partners, L.P. >>

Todd Ransom’s Arrival Expands Haynes and Boone NY Financial Services Platform

NEW YORK – Haynes and Boone, LLP New York welcomes back Todd Ransom as a partner in the firm’s Prime Brokerage and Equity Lending Practice Group, a specialized practice focused on leveraged and derivative products and brokerage transactions used by financial institutions and private and public funds. >>



Recent Publications

Bloomberg BNA Banking Daily Guest Article: Stopping the Bleeding: Pre-Foreclosure Rights and Equity Collateral

Taking equity interests of a privately held company as collateral is a common occurrence for many secured creditors in a wide variety of financing structures. >>

Keys To Equity Financing: The Compliance Requirements for Lenders and Borrowers

Webinar presented by Strafford Publications, Inc., May 23, 2013. >>



Craig S. Unterberg

Partner

New York


30 Rockefeller Plaza
26th Floor
New York, New York 10112
T +1 212.659.4987
F +1 212.884.8206

Craig S. Unterberg

Craig Unterberg is the head of the Prime Brokerage and Equity Lending practice group. He concentrates his practice in the representation of borrowers and lenders in secured and unsecured lending and finance transactions, including margin stock lending, private equity and hedge fund financings, syndicated financings, mergers and acquisition financings, and distressed debt transactions.

In addition, Craig provides extensive regulatory advice on margin lending issues.

His finance and regulatory experience includes:

  • Representing a large investment bank in margin stock liquidity loan agreements in excess of $2.5 billion to domestic investment funds.
  • Representing the lead lender in loans and repurchase agreements in excess of $3 billion to hedge funds.
  • Representing certain financial institutions in a $10 billion committed reverse repurchase facility and a $10 billion committed repurchase facility of sovereign debt with a European hedge fund.
  • Representing the administrative agent and lead lender in margin loans in excess of $1 billion to mutual fund investment companies.
  • Representing the lead lender in margin loans in excess of $2 billion to hedge funds secured by margin stock.
  • Representing the lead agent in a US$3 billion equivalent cross-border credit facility to publicly-traded company involving U.S., Canada, Euro, Japan, Korea, and China tranches.
  • Advising major banks, financial institutions, hedge funds, and corporate borrowers and lenders on regulatory issues related to margin lending, including Regulation T, U, and X.
  • Representing lenders and borrowers in the workouts and restructuring of loans to health care providers, airlines, retail companies, real estate investors, manufacturing companies, and internet companies.
  • Advising lenders and borrowers with respect to the legal issues relating to the financing, leasing and foreclosing of aircraft.

Honors

  • Honored as one of the "Outstanding Lawyers Under 40" by the Cardozo Society of the Jewish Federation's Attorneys Division, December 2009
  • Honored as one of "40 Under Forty" in the Dallas-Fort Worth area for civic involvement by the Dallas Furniture Bank, March 2009
  • Named one of the "Best Lawyers Under 40 in Dallas" by D Magazine, May 2006
  • Selected for inclusion in New York Rising Stars - Metro Edition, 2011-2012 
  • Selected for inclusion in New York Super Lawyers, 2013 
  • Selected for inclusion in Texas Super Lawyers - Rising Stars Edition, annually 2005-2009
  • Martindale Hubbell® Law Directory with a Peer Review Rating of AV® Preeminent™

Recent Speeches and Presentation Materials

  • "Stopping the Bleeding: Pre-Foreclosure Rights and Equity Collateral," co-author, Bloomberg BNA's Banking Report, April 1, 2014.
  • "Keys To Equity Financing: The Compliance Requirements for Lenders and Borrowers," live webinar/teleconference presented by Strafford Publications, Inc., May 23, 2013.
  • "Protecting Your Assets: Utilizing Custodial Accounts and Brokerage Accounts," Haynes and Boone Seminar, May 2, 1013.
  • "Forbearance Agreement Fundamentals," live audio conference presented by Lorman Education Services, April 4, 2013.
  • "Collateral Protection for Financial Assets: Current Legal Trends," live webinar/teleconference presented by Strafford Publications, Inc., December 4, 2012.
  • "Regulation U - What Every Deal Lawyer Should Know," panelist, American Bar Association Business Law Section 2011 Fall Meeting, November 16, 2011.
  • "A Midnight Ride: A Call to Arms on the Challenges of Documenting the Rights of Swap Providers in Collateral Shared with a Lending Syndicate," American Bar Association, Section of Business Law Spring Meeting, April 2011.
  • "Marketing from a Young Partner's Perspective," co-author with Kendyl Hanks, Marketing The Law Firm, Volume 26, Number 11, March 2011.
  • "Intersection of Bankruptcy and State Foreclosure Laws: Protecting Foreclosure Remedies and Overcoming Bankruptcy Pitfalls When Dealing With Distressed Borrowers," live webinar/teleconference presented by Strafford Publications, Inc., February 8, 2011.
  • "A Comprehensive Overview of Dodd-Frank Wall Street Reform and Consumer Protection Act," Haynes and Boone Webinar, July 21, 2010. 
  • "Commercial Loan Workouts: Forbearance Options and Waivers After Default," live webinar/teleconference presented by Strafford Publications, Inc., April 1, 2010.
  • "Managing Maturing Debt and Refinance Risks in the Private Equity Real Estate Market," iGlobal Forum's 3rd Real Estate Private Equity Summit, October 14, 2009.
  • "Analyzing the Risks of Offshore Financing and the Impact of Lehman Brothers International, Regulation X, and Portfolio Margining," Bloomberg News, 2009.
  • "Understanding Regulation U" presented to Bank of America, Merrill Lynch, Morgan Stanley, Calyon, Texas Capital Bank, the Legal Counsel Network, and other financial institutions and hedge funds. In addition, Craig has provided multiple continuing education classes for in-house counsel and other attorneys on margin lending issues.
  • "Overview of Derivatives" presented at the University of Texas Law School, Austin, April 2008.
  • "Managing Maturing Debt and Refinance Risks In The Private Equity Real Estate Market" presented at the Real Estate Private Equity Summit, October 14, 2009.
  • "Waiver, Forbearance Agreements After Default," Texas Lawyer, 2009. Guidelines Issued for Private Equity Investors Acquiring Failed Banks or Thrifts, September 9, 2009.
  • "Overview of Aircraft Financing" presented at the "Planes, Trains, and Automobiles" conference of the Consumer Law Group.

Selected Representative Experience


Credit Suisse in $100 Million Margin Loan
Advised Credit Suisse in its role as lead lender and administrative agent in a $100 million margin loan facility to a subsidiary of Rentech, Inc., an owner and operator of wood fiber processing and nitrogen fertilizer manufacturing businesses. The loan is collateralized by a portion of the publicly traded units of Rentech Nitrogen Partners, L.P.

$1.5 Billion Variable Funding Notes Facility
Represent a national bank in a $1.5 billion variable funding notes facility to a hedge fund group secured by margin stock and private equity interests.

$430 Million Margin Loan and Related Repo Transactions
Represent a national bank in a $430 million margin loan to an investment company and related repo transactions.

$700 Million Margin Loan and Related Credit Default Swap Transactions
Represent a broker-dealer in a $700 million margin loan facility to a hedge fund and related credit default swap transactions.

$525 Million Revolving Credit Facility
Represent a foreign bank in a $525 million revolving credit facility to a private equity fund secured by private equity interests.

$7.5 Billion Syndicated Credit Facility - Integrated International Energy Company
Represented the joint lead arrangers and the administrative agent in connection with a $7.5 billion multicurrency revolving credit facility for an integrated international energy company.

Special Regulatory Counsel - Margin Lending Regulations
Represented multiple financial institutions, banks, broker-dealers, and hedge funds as special regulatory counsel on margin lending regulations that are applicable to equity financings and structured products.

U.S. $3.4 Billion Equivalent Global Credit Facility
Represented the administrative agent in connection with a $3.4 billion (U.S. equivalent) global credit facility to a publicly-traded REIT involving U.S., Canada, Euro, Japan, Korea, and China tranches.

$1.3 Billion Acquisition Facility
Represented the administrative agent and arranger in a $1.3 billion secured acquisition facility to a publicly-held manufacturing company involved in the packaging and ceramics business.

$270 Million Syndicated Multiple Tranche Secured Facility - Spinoff Transaction
Representation of administrative agent in a syndicated $270 million secured credit facility which facilitated the spin-off of a publicly-held company that manufactured advanced technical ceramics.

$300 Million SPAC - Secured Margin Facility
Represented a large domestic broker-dealer in a $300 million SPAC secured margin facility to a Cayman master fund.

$80 Million Total Return Swap - Mexican Industrial Company
Represented a leading French investment bank in an $80 million total return swap for a large Mexican industrial company, using the shares of an affiliate as the reference obligation, to enable the issuer to obtain access to capital based on the value of those shares without encumbering or liquidating them.

€400 Million Credit Facility - International Real Estate Fund
Represented administrative agent and a joint lead arranger in connection with a €400 million equivalent senior unsecured credit facility to an international real estate fund.

$265 Million Margin Facility - Domestic and International Acquisition Funds
Represented an offshore financial institution in a $265 million margin facility to certain domestic and international acquisition funds to provide them with additional leverage to acquire the controlling share in a major domestic company.

Debtor-In-Possession Financing - Condominium Project
Represented Hayman Woods Capital in connection with debtor-in-possession financing of an oceanside condominium project.

Derivatives Transactions
Represented private equity funds and hedge funds in structuring, negotiating and documenting a wide range of derivatives transactions, including total return swaps, credit default swaps, interest rate swaps, foreign exchange swaps and others.

Leveraged Buyout Financing Transaction
Acted as counsel to senior lender in a leveraged buyout financing transaction to support the acquisition of a national services organization, involving structuring advice regarding multi-state collateral, acquisition feasibility, and lease financing.

Margin Facility - Automated Redemption Program for Open-Ended Mutual Funds and International Equity Funds
Represented an FSA-governed financial institution in a margin facility to certain United States and Luxembourg funds to provide liquidity for their automated redemption programs for open-ended mutual funds and international equity funds.

Sale of CDOs to Hedge Fund
Represented a major financial institution in sale of CDOs to a large hedge fund.

$10 Billion Committed Repurchase - Sovereign Debt Facility
Represented certain financial institutions in a $10 billion committed reverse repurchase facility and a $10 billion committed repurchase facility of sovereign debt with a European hedge fund.

$350 Million Fund - Onshore and Offshore Feeder Funds
Represented the lead agent in a $350 million fund to fund equity secured revolving facility to onshore and offshore feeder funds.

Memberships

  • State Bar of New York 
  • State Bar of Texas 
  • Chair of Capital Markets Group for the World Services Group
  • Democratic Judicial Counsel
  • Board of Directors and Counselors' Council for American Jewish Committee - New York
  • Board of Directors for Lemons to Aide
  • BoardServeNYC

Online Publications

04/21/2014 - Bloomberg BNA Banking Daily Guest Article: Stopping the Bleeding: Pre-Foreclosure Rights and Equity Collateral
Taking equity interests of a privately held company as collateral is a common occurrence for many secured creditors in a wide variety of financing structures.

05/23/2013 - Keys To Equity Financing: The Compliance Requirements for Lenders and Borrowers
Webinar presented by Strafford Publications, Inc., May 23, 2013.

03/26/2013 - Bloomberg BNA Banking Report Guest Article: Treatment Of Hybrid Accounts Under Articles 8 and 9 of the UCC
Article 8 of the Uniform Commercial Code (the‘‘UCC’’) sets out the rules for evidencing and transferring financial assets held through direct registration or the indirect holding system. To utilize the indirect holding system, a customer will typically establish a relationship with a financial institution.

01/15/2013 - Understanding Regulation U
Understanding Regulation U” presented to Bank of America, Morgan Stanley, Merrill Lynch, Calyon, Texas Capital Bank, Wells Fargo, the Legal Counsel Network, and other financial institutions and hedge funds. In addition, Craig has provided multiple continuing education classes for in-house counsel and other attorneys on margin lending issues.

12/04/2012 - Collateral Protection Post-Lehman & MF Global
Webinar presented by Strafford Publications, Inc., December 4, 2012.

03/01/2011 - Marketing from a Young Partner's Perspective
Kudos! As a new partner, you have survived the law firm gauntlet and have been elevated to the partner ranks. This article outlines strategies for marketing from a young partner's perspective.

04/01/2010 - Commercial Loan Workouts: Forbearance Options and Waivers After Default
Webinar/teleconference presented by Strafford Publications, Inc., April 1, 2010.

10/14/2009 - Managing Maturing Debt and Refinance Risks in the Private Equity Real Estate Market
Presentation on current issues in the private equity real estate market for iGlobal Forum's 3rd Real Estate Private Equity Summit, New York City, October 14, 2009.

04/06/2009 - Public-Private Investment Program
On March 23, 2009 the Treasury Department, in conjunction with the Federal Deposit Insurance Corporation (“FDIC”) and the Board of Governors of the Federal Reserve System (the “Federal Reserve”), announced the creation of the Public-Private Investment Program (“PPIP”), which is designed to provide public support to catalyze the purchase and sale of legacy assets through Public-Private Investment Funds (“PPIF”).

03/23/2009 - Waiver, Forbearance Agreements After Default
If the current economic downturn continues, the number of borrowers that default under debt agreements will increase significantly. A previously prized borrower that once could dictate terms to its lender likely will find itself with fewer options when facing a default and will be forced to work with its existing lender to obtain either a waiver or a forbearance agreement. This article, featured in Texas Lawyer, outlines steps to be considered when advising a client facing a default. For the complete article click here.

02/01/2009 - Analyzing the Risks of Offshore Financing and the Impact of Lehman Brothers International, Regulation X, and Portfolio Margining
A significant amount of the United States managed hedge funds and investment vehicles conduct their margin lending transactions through different arrangements of offshore financing. A typical offshore financing situation occurs when an offshore entity borrows from a foreign broker-dealer or an offshore lender.

© Bloomberg Finance L.P. 2009. Originally published by Bloomberg Finance LP. Reprinted by permission.