Finance

Efficient, Effective , Experienced

Capital is the universal commodity of business. Adequate access to capital for operations, expansions, and restructurings is essential for any company or venture, and often the most practical solutions are financing vehicles. As business counselors who understand the long-term implications of each transaction, Haynes and Boone helps bring lenders and borrowers together at the negotiating table. We understand what our clients want, and our objective is to help them achieve their goals - efficiently and effectively.

With the complexities of today's financial markets, Haynes and Boone has the technical experience and creativity to structure new and sophisticated ways to address our clients' needs. Our lawyers help clients navigate through the ever-changing maze of regulatory requirements and the complexities of syndicated lending, securitizations, project finance, capital markets, letters of credit, and other sophisticated financing vehicles for global businesses. Our finance team has represented domestic and foreign borrowers, domestic, international, asset-based and commercial and investment banks, non-bank credit companies, vendors, financial sponsors, private equity and hedge funds, investment funds, and venture capital funds. Having represented parties on all sides of the financing negotiation table, we are experienced in handling:

Syndicated investment-grade and non-investment grade financings Middle market and private lending transactions Asset based financings Acquisition and leveraged financings Capital markets transactions Venture capital transactions Public and private debt placements Project finance Real estate finance Letter of credit facilities Mortgage warehouse facilities Commercial paper back-up facilities Production payment financings Oil and gas reserve-based financings

Second lien credit facilities Leasing Redemption and liquidity credit facilities Servicing Agreements Subordinated and mezzanine debt transactions Multi-currency and cross-border financings Capital commitment subscription financings Securitizations Structured Financings Derivatives Financial regulatory matters Non-performing loans, workouts, and debt restructurings Debtor-in possession financings

When companies need capital market access through complex combinations of debt, equity, and securitized financing, Haynes and Boone can handle their needs - from simple capital structures to large, complex transactions. We excel in debt/equity hybrid transactions, PIPEs transactions, and other structured products. As a result of our extensive knowledge of the market and the financial regulatory landscape, we provide our clients with custom-tailored, innovative solutions for their specific needs when utilizing equity financing, derivatives, and other structured products.

The Haynes and Boone team has also regularly advised and structured transactions involving Asian, Canadian, Latin American, Mexican, Russian, and European countries and currencies and have handled numerous project finance cross-border transactions involving various countries including Canada, Latin America, Mexico, Poland, Luxembourg, the Czech Republic, Bermuda, Cayman Islands, British Virgin Islands, U.S. Virgin Islands, Jamaica, Trinidad, the Bahamas, Curaçao, Puerto Rico, South Africa, Mozambique, Columbia, Brazil, Turkey, Egypt, Indonesia, the Philippines, Thailand, New Guinea, India, Iraq, England, and other European countries. See also Projects.

Depth and Breadth of Experience

In addition to our technical experience in a full range of debt and capital market products, Haynes and Boone has the depth and capabilities to handle the logistical and administrative challenges posed by large primary and secondary lender syndications, leveraged finance transactions, extensively collateralized credit facilities, project finance transactions, and the trading of loans and distressed loans. Our experience enables us to structure financings for a wide spectrum of industries, including:

Energy and power  Mining  Insurance and financial institutions  Media and telecommunications  Cargo and passenger airlines  Trucking  Automotive supplies  Health care

Real estate private equity funds  Real estate development and construction  Hospitality, resort, and lodging  Retail and restaurants  Manufacturing  Technology  Sports and entertainment  Infrastructure private equity funds

Our integrated approach to transactions draws upon the experience of lawyers in all areas of our firm in order to effectively address all aspects of a transaction, including margin regulations, tax issues, securities and corporate issues, ERISA issues, antitrust matters, investment company regulations, financial and broker-dealer regulations, bankruptcy, and onshore and offshore collateral issues.

Recognized Leaders in Finance

We consistently rank among the top national and Texas-based law firms in the representation of lead lenders and borrowers in syndicated loan transactions. In 2009, the Loan Pricing Corporation Law Firm League Tables (a national ranking of law firms handling syndicated loan transactions on behalf of lead arrangers, agents, or borrowers) ranked the firm among the leading law firms in the following categories:

• 7th in the number of syndicated leveraged loans handled on behalf of borrowers
• 8th in the overall volume of syndicated leveraged loans on behalf of lead arrangers and agents or borrowers
• 9th in the overall number of syndicated loans handled on behalf of lead arrangers and agents or borrowers
• 10th in the overall number of syndicated leveraged loans handled on behalf of lead arrangers and agents
• 10th in the overall number of syndicated leveraged and merger and acquisition loans handled on behalf of lead arrangers and agents

In recognition of Haynes and Boone as one of the leading U.S. law firms in North America representing agent banks in syndicated capital commitment subscription secured financings to private equity funds and other investment entities in North America, Latin America, Europe and Asia, PERE (Private Equity Real Estate) Magazine named Haynes and Boone as the North American Law Firm of the Year for 2007 and one of the top three global private equity real estate transaction law firms for 2008.

Workouts, Restructuring, and Recapitalizations

With one of the largest workout practices in the country, our finance team, together with our bankruptcy team, works closely with clients dealing with debt restructures and workouts, and business reorganizations and provide exactly the kind of resources and capabilities they expect from a large, highly ranked, international finance practice. Our attorneys have represented lenders, distressed businesses, official and unofficial creditor’s committees, trustees, bondholders, trade creditors, credit enhancers, and administrative agents, providing us the ability to evaluate any situation from various perspectives. We have significant experience in the structuring and negotiation of complex commercial transactions involving insolvency-related issues, enabling us to secure optimum recoveries as we pursue every option from reorganization to liquidation of the debtor. See also Restructuring, Workouts, and Recapitalizations, and Bankruptcy and Business Restructuring.

Commitment to Client Service

At all levels of our team, we are committed to client service. Our clients value:

• The depth and breadth of our extensive experience in handling complex financing structures.
• Our unique understanding of their business and objectives.
• Our extensive knowledge of financing techniques and structures.
• Our responsiveness to accomplishing our clients’ business and legal objectives.
• Our depth, size, commitment, and culture, which permit us to efficiently accommodate a transaction’s size, complexity, and deadlines.