Single Asset Debt Trading
Hunton & Williams LLP has significant experience representing buyers, sellers and brokers in secondary market purchase and sale transactions in par and distressed syndicated bank debt, both senior and subordinated, U.S. and non-U.S. From trade confirmation to closing, our Firm structures, negotiates and documents complex debt assignment, participation, sub-participation and swap transactions and, as part of our service to clients, provides analysis and advice regarding the underlying credit agreements, collateral, debt structures, and bankruptcy law, particularly as such matters relate to debt transferability and valuation.

As active members of the LMA and the LSTA, we were involved in the working group discussions relating to the October 2005 revisions to the LMA standard form documentation for distressed trades and in the negotiation of model LSTA transfer documentation. We keep abreast of business and legal developments in the marketplace that affect the trading of bank debt to ensure that we provide our clients the best advice at all times.

Our lawyers and closers have developed efficient procedures to manage a very high volume of trades for major market participants. These effective and proven closing procedures have proven portable, and are readily transferable to a prospective client for its immediate benefit. We have implemented a "milestone" approach to closing distressed debt trades within 20 business days of the applicable trade date, and all team lawyers and closers adhere strictly to the closing timetable.

As part of our service, we offer our clients weekly reports on the status of ongoing trades and a list of trades closed, which may help internal counsel keep track of all transactions on which we are acting. In the brisk trading environment, our organizational assistance has proven  extremely valuable to our clients.  We also regularly  update our  clients on  issues that may affect the market or their portfolio, passing along the benefits of our institutional depth of experience in every industry in which syndicated bank debt is traded heavily.

We also have streamlined our conflicts procedures to ensure that potential conflicts are either resolved or notified to the client at the earliest opportunity.

Non-Performing Loan Portfolio Purchases
The non-performing loan market has grown significantly in the last two to three years as sellers across the world are forced to address the issue of how to deal with their under-performing assets for a variety of reasons ranging from the introduction of BASEL II, to the removal of state guarantees from the Landesbanks in Germany. In addition, the prospect of Asia becoming an increasingly dominant force in the world economy has led governments to implement legislation to clean up legacy non-performing loans made in the 1990's. These factors, coupled with increased liquidity in the financial markets has brought an ever increasing number of sellers to the non-performing loan market.

Hunton & Williams has advised both sellers and buyers on the sale and purchase of non-performing loans in a wide variety of jurisdictions in Latin America, Europe and Asia. Our firm is experienced in structuring, negotiating and documenting all aspects of the sale and purchase of non-performing loan portfolios from the debt and/or equity financing of any special purpose vehicles being used to acquire the assets through to negotiation of any third party servicing arrangements.

We understand the complexities involved in investing in non-performing assets in emerging market jurisdictions and are sensitive to the regulatory issues that may be involved in a foreign investor purchasing and restructuring non-performing loans and repatriating returns. We pride ourselves on our ability not only to spot the issues but to provide our clients with a variety of possible solutions. We are well versed in working with local counsel and managing the delivery of legal services to ensure that our clients receive a seamless, integrated service.

London Trading Team
The London-based secondary trading team (the "London Trading Team") act for brokers and buyers of single assets. The London Trading Team also have experience in structuring, negotiating and documenting the sale of portfolios predominantly in emerging markets. Our team has advised on competitive tenders for non-performing loan portfolios in China, the Philippines, South Korea, Turkey and Poland and have gone on to close a number of tenders that were successful. As well as documenting and closing trades for clients, the London Trading Team have actively assisted clients in streamlining their internal procedures to ensure that trades are closed in a timely and cost-efficient manner.

The London Trading Team is led by Raúl Grable with full time support from three qualified associates. The team have acted on a wide variety of financings from syndicated secured lending through to complex project and limited recourse financings involving multilateral and export credit agency financing as well as secondary debt trading and non-performing loan portfolio purchases.

Charlotte Trading Team
The distressed debt lawyers resident in our Charlotte office (the "Charlotte Trading Team") serve as primary outside trade counsel to a number of financial institutions. As the Charlotte Trading Team regularly represent the highest volume traders in the global marketplace for distressed debt, our lawyers have acquired particular proficiency in trading bank debt on a national and international level. Our knowledge of the distressed trading market is enriched further by our institutional depth of expertise in every industry in which bank debt is traded heavily.

Partners Michael C. Kerrigan and Charles R. Monroe, Jr. lead the Charlotte Trading Team, with full-time support from four associates. Mike has a broad finance background, having represented financial institutions in a wide array of transactional and regulatory work, including, primarily, distressed debt trading and related activities and secondarily, secured and unsecured financing, loan workouts and restructurings, letter of credit transactions, loan participations and syndications, portfolio loan purchases and sales, asset securitization transactions and Truth-in-Lending compliance. Chuck has vast corporate finance experience, including distressed debt trading, domestic and international debt and equity securities transactions, merger and acquisition transactions and venture capital transactions.

New York Trading Team
The distressed debt lawyers resident in our New York office (the "New York Trading Team") are primary outside trade counsel to CALYON North America, formerly Credit Lyonnais North America, in connection with CALYON's management of its distressed loan portfolio. The New York Trading Team also represent certain hedge funds on both distressed and par loan trades. In addition, the New York Trading Team have advised certain clients in connection with their comments to recent revisions of the LSTA standard documents.

The New York Trading Team is led by Thomas A. Rice with the support of one associate.  Tom has a broad transactional background and has served as both business and tax counsel in all aspects of distressed and par debt trading as well as numerous structured and project financings and derivative transactions.

Our Firm
Founded in 1901, Hunton & Williams is a major U.S. law firm with a significant international presence. More than 900 attorneys serve clients in over 100 countries from 18 offices around the world. Clients range from global Fortune 500 companies to national, state and local governments, from wealthy to indigent individuals.

How We Serve Our Clients
We have entered our second century of client service.  Radical changes have occurred in the nature and structure of our clients, what they do, what legal services they want and how those services are delivered.  But the fundamental principles of client service described below—on which our Firm was founded and to which we remain dedicated—have not changed.

Quality
First and foremost, we provide high quality legal services.  Quality is the hallmark of our culture and the obsession of our lawyers.

Relationships
The relationship is critical.  Our clients must trust us implicitly.  We must continually earn that trust and surpass our clients' expectations.  Moreover, we recognize that the attorney-client relationship is a two-way street, and we are constantly alert to and seek out new business opportunities of interest to our clients.

Communications
We must communicate constantly and effectively with our clients.  Otherwise we will not understand where they want to go or how we can help them get there.

Responsiveness
Today, global commerce travels faster than the speed of light.  We must do likewise to assist our clients in improving their competitive position in the world.  Our state-of-the-art technology systems enable us to serve our clients immediately and cost-effectively.

Innovative Solutions
Businesses need innovative solutions.  The speed at which commerce moves, and the need to think and do business globally, has caused an exponential increase in the challenges our clients face.  But opportunities have increased at the same rate.  And our ability to develop innovative solutions increases our clients' ability to take advantage of those opportunities.

Conclusion
Our goal is simple: to provide our clients with the highest quality legal services in a rapid and cost-effective manner.
 
Representative Single Asset Distressed Debt Trading Transaction List

• Represented the buyer in numerous purchases of bilateral trade finance facilities provided to Asian corporates.
• Represented the buyer in its purchase of revolving indebtedness and ancillary letter of credit indebtedness in aggregate principal amount of CHF 39,000,000 under a multi-tranche multi-currency syndicated facility provided to a Swiss company and its foreign subsidiaries.
• Represented the seller in its sale by participation of revolving indebtedness and ancillary letter of credit indebtedness in aggregate principal amount of CHF 39,000,000 under a multi-tranche multi-currency syndicated facility provided to a Swiss company and its foreign subsidiaries.
• Represented the seller in its sale by assignment of term loan indebtedness in the principal amount of $14,600,000 under a multi-tranche syndicated credit facility provided to a Venezuelan company and its subsidiary.
• Represented the buyer in its purchase by novation of term indebtedness in aggregate principal amount of £7,000,000 under a multi-tranche syndicated credit facility provided to a UK power company.
• Represented the buyer in its purchase by assignment of a participation in the principal amount of $2,000,000 under a participation agreement relating to a bilateral term loan made to a Mexican company.
• Represented the buyer in relation to its purchase by way of novation of a revolving indebtedness in aggregate principal amount of €4,500,000 under a syndicated credit facility provided to a French company.
• Represented the buyer in relation to its purchase by way of participation of bridge loan and revolving indebtedness in aggregate principal amount of £6,000,000 under a multi-tranche syndicated facility made available to a UK public company in insolvency proceedings.
• Represented the buyer in relation to its purchase by way of participation of a term loan in aggregate principal amount of €6,000,000 under a multi-tranche syndicated credit facility provided to a UK public company and its foreign subsidiaries.
• Represented the buyer in relation to its purchase by way of novation of a term loan in aggregate principal amount of €4,900,000 under a multi-tranche multi-currency syndicated credit facility provided to a German company and its foreign subsidiaries.
• Represented the seller in its sale by participation of revolving, term and letter of credit indebtedness in the aggregate principal amount of $10,000,000 under a multi-tranche, syndicated credit facility.
• Represented the buyer in its purchase by assignment of revolving and letter of credit indebtedness in the principal amount of $9,500,000 under a multi-tranche, syndicated credit facility.
• Represented the buyer in its purchase by assignment of revolving and letter of credit indebtedness in the principal amount of $500,000 under a multi-tranche, syndicated credit facility.
• Represented the seller in its sale by assignment of revolving indebtedness in the principal amount of $10,000,000 under a multi-tranche, syndicated credit facility.
• Represented the buyer in its purchase by assignment of term indebtedness in the principal amount of $3,000,000 under a multi-tranche, syndicated credit facility.
• Represented the buyer in its purchase by assignment of term indebtedness in the principal amount of $3,000,000 under a multi-tranche, syndicated credit facility.
• Represented the buyer in its purchase by assignment of term indebtedness in the principal amount of $2,607,378 under a multi-tranche, syndicated credit facility.
• Represented the seller in its sale by assignment of term indebtedness in the principal amount of $6,000,000 under a multi-tranche, syndicated credit facility.
• Represented the seller in its sale by assignment of term indebtedness in the principal amount of $1,359,205 under a multi-tranche, syndicated credit facility.
• Represented the buyer in its purchase by assignment of term indebtedness in the principal amount of $2,500,000 under a multi-tranche, syndicated credit facility.
• Advised the warrant holder on the preservation of its rights in bankruptcy after the rejection of warrants held by it by the issuer of the warrants, a national health care provider presently in bankruptcy.
• Represented the seller in its sale by assignment of term indebtedness in the principal amount of $3,000,000 under a multi-tranche, syndicated credit facility.
• Represented the seller in its sale by assignment of term indebtedness in the principal amount of $2,000,000 under a multi-tranche, syndicated credit facility.

Non-Performing Loan Portfolio Purchase Transaction List

• Representing an investment bank in the purchase of an NPL Portfolio in the Philippines.
• Representing an investment bank in a competitive tender for an NPL Portfolio in Thailand.
• Advising an investment bank on the structuring and incorporation of a securitization fund in Poland.
• Advised the joint venture participants on a bid for a NPL Portfolio in Turkey (unsuccessful).
• Advised an investment bank on the bid and subsequent purchase of a NPL Portfolio in Korea.
• Advised investment banks on bids for various NPL Portfolios in China.