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Partner
Capital Finance & Real Estate
New York
(212) 309-1187 Phone
(212) 309-1839 Fax
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| Practices |
Asset Securitization
Banking & Finance
Capital Markets
CDOs and Synthetic
Structures
Debt Financing
Derivatives
Distressed Debt
Trading and
Non-Performing Loan
Single Asset
Trading Portfolio
Purchases
International &
Cross-Border
Transactions
Lending Services
Structured Financing
Taxation: Federal,
State, Local &
Cross-Border
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Head of the firm's New York Capital Finance and Financial Institutions Group. Mr. Rice's practice focuses on representing domestic and international banks and other financial institutions in complex domestic and cross-border financing transactions, including syndicated, leveraged and project finance transactions, restructuring transactions, structured finance and derivatives transactions, distressed portfolio sales, debt trading and other corporate finance matters. Mr. Rice has extensive experience in representing the agent bank in leveraged acquisition and project finance transactions, asset-based and second-lien financings and restructurings. His experience covers a broad range of industries, including power generation and transmission, electric transformers, nuclear waste, construction, rental cars and residential mortgage securities.
Relevant Experience 
- Lead counsel in connection with the disposition, restructuring of, and the risk management for a large financial institution’s portfolio of ABS, RMBS, CMBS, and CDO.
- Lead counsel to Agent for six money center banks in the restructuring and re-securitization of $1.7 Billion of residential mortgages, including the development of first-of-its-kind trust ownership structure that facilitates compliance with various regulatory and licensing requirements imposed on foreign financial institutions.
- Represented Arranger and Managing Underwriter in first, second, bridge and high yield facilities totaling $5 billion in connection with a planned cross border leveraged buyout of an international airline.
- Represented Agent and Manager in first, second and high yield facilities totaling $4.6 billion for an international food and professional services corporation.
- Represented Arranger in a $3.9 billion term and revolving credit facility for the leveraged acquisition of an international rental car company.
- Represented developers in financing power generation and transmission projects around the world, from Mexico to Thailand, with an aggregate value in excess of $10 billion.
- Represented Agent in a $800 million senior secured revolving credit facility for specialty finance company.
- Lead counsel to Agent and market swap provider for mortgage repurchase, swap and debt facilities totaling $2.5 billion in the bankruptcy of American Home Mortgage, Inc. including a case of first impression that upheld the bankruptcy safe harbor for repurchase agreements. Lead counsel to Agent in the ongoing litigation, relating to an issue of first impression regarding the appropriate methodology for evaluating deficiency claims for repurchase agreements under the Bankruptcy Code.
- Advised mortgage finance company in connection with out-of-court restructuring of over $4 billion of ABS, RMBS, repurchase and other debt facilities.
- Represented Agent in a $460 million term and revolving credit facility for an integrated long distance, cellular and cable television provider.
- Represented Agent in a $345 million term and revolving credit facility for the leveraged acquisition of the largest privately held nuclear waste disposal facility.
- Represented Agent in $200 million revolving credit facility for a manufacturer of subway cars.
- Represented leading energy developer in connection with a $200 million acquisition and financing of a power generating facility and related gas pipelines and collection system.
- Represented Agent in a $190 million term and revolving credit facility for a manufacturer of electric transformers.
- Represented Agent in a $125 million revolving exit facility for a national retail jewelry chain.
- Represented Agent in first and second lien term and revolving credit facilities totaling $65 million for the leveraged acquisition for a specialty home builder and restructuring thereof.
- Represented Agent in a $58 million term and revolving credit facility for the leveraged acquisition of a national home building company.
- Served as Issuer's counsel on bond issuances, commercial paper and other note programs with a total value well in excess of $20 billion.
- Represented a financial institution in the restructuring of a REIT subsidiary with mortgage assets in excess of $500 million.
- Developed a suite of customized trading documentation for distressed debt, securities and structured products for the Treasury Group of one of the five largest US commercial banks.
- Represented numerous investment banks, commercial banks, insurance companies and other financial institutions in various purchases and sales of distressed loan portfolios.
- Served as finance and tax counsel on numerous structured finance and derivative transactions, including ABS, RMBS, CDO, synthetic CDOs, total return swaps, credit default swaps, LCDS, interest rate swaps, caps, collars, floors and corridors, foreign exchange contracts and weather derivatives.
- Acted as outside general counsel to early stage limited liability companies and investment partnerships advising on general corporate and securities issues and debt and equity financing transactions.
- Advised numerous American companies on establishing foreign operations, foreign acquisitions, foreign debt and equity issuance, and foreign licensing transactions.
Membership
- Member, New York State Bar
- Member, District of Columbia Bar
- Member, New York State Bar Association
- Member, American Bar Association
- Member, International Fiscal Association
Education - J.D., Georgetown University Law Center, 1997
- A.B., Georgetown University, College of Arts and Sciences, 1993
Languages
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Thomas Rice
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