Summary: The firm’s Corporate & Public Finance team served as underwriters’ counsel with respect to a port revenue bond issuance that won The Bond Buyer's 2025 “Deal of the Year” award for the Southeast Region. This prestigious recognition highlights the transaction’s innovative structure and successful execution in a complex regulatory environment, as well as the collaborative efforts of all parties involved in bringing this first-of-its-kind transaction to market.
The Challenge: The issuer of the bonds sought to finance an upfront lease payment to avoid inflation, defease outstanding debt, and facilitate an ownership change for a key container terminal that is an important component of the overall port facility. The transaction required careful navigation of competing priorities: achieving cost savings through the prepayment structure while simultaneously managing the defeasance of existing obligations and positioning the client for long-term growth. The complexity of coordinating these multiple objectives within a single financing, coupled with the unique nature of the lease amendment, meant the issuer needed an experienced team with deep public finance expertise to successfully accomplish its goals.
Our Strategy: Our public finance team served as underwriters’ counsel and advised the underwriters on securities law compliance, disclosure obligations, and various other legal requirements throughout the transaction. Our experienced attorneys worked diligently with the financing team in order to ensure that the nearly $250 million transaction was structured properly. The transaction enabled a first-of-its-kind lease amendment at the terminal, which secured a fixed-price option to purchase the terminal in the future, funded a $335 million upfront rent payment and defeased all outstanding port revenue bonds and equipment leases while avoiding an 8% ticking fee.
The Result: The first-of-its-kind lease amendment transaction successfully closed, accomplishing the issuer’s goals, and won The Bond Buyer’s annual award for the region. The Bond Buyer’s editorial board considers a range of factors when judging entries, including creativity, the ability to pull a complex transaction together under challenging conditions, the ability to serve as a model for other financings, and the public purpose for which a deal’s proceeds were used. This recognition underscores both the innovative nature of the financing structure and our team’s ability to execute sophisticated public finance transactions that deliver measurable value for our clients and the communities they serve.