The political winds blowing across the lake are starting in Washington and expected to fuel market changes. The Trump administration is altering the political, regulatory and economic landscape, with the most significant change being the major corporate tax overhaul. Our experts will discuss the market impact of these changes and what we can expect for the remainder of the year and beyond. Given that backdrop, we will also explore how these changes are affecting the investment landscape for institutional investors.
2018 ACIC Spring Investment Forum
PRIVATE EQUITY – MEZZANINE PART I: ISSUER ENTITY STRUCTURE, FINANCIAL ANALYSIS AND DEAL DOCUMENTATION
The Willis Tower is not the only big structure in town! Join this panel in taking a tour of significant issuer structural considerations and risk/return expectations in private equity/mezzanine investments. We will discuss key tax attributes, equity fundamentals and debt financing considerations in the context of private equity sponsored transactions.
ENERGY INDUSTRY LANDSCAPE CHANGES AND FINANCING OPPORTUNITIES
Just as the introduction of the “deep dish” forever changed the pizza business, recent technological advancements in oil and gas exploration and development, when combined with shifts in federal regulatory policy, disruption in the commodities and financial markets, and an evolution in social values, have contributed to a new energy industry landscape. The panel will provide an overview of the North American energy industry, describe how we have attained energy independence and where we go from here. The panel will consider the lingering effects of the historic downturn in commodity prices and the resulting consequences to banks and capital providers, as we highlight domestic and international private placement opportunities presented by the recent, steady recovery in commodity prices.
PROJECT FINANCE IN THE PRIVATE PLACEMENT MARKET – SEARCH FOR LONG-TERM YIELD IN POWER SECTOR
“Sustainability” is on everyone’s mind. Transformation of the US power fleet requires significant capital and an increasing number of independent power developers and sponsors are turning to the private placement market for financing. Institutional investors are hungry for project finance paper, especially “green bonds.” This panel will review the rules of the roads and river, and offer pointers for navigating the twists and turns to safely reach your destination. What is project financing? How does a project financing differ from a “corporate” transaction and, within the project finance market, how do private placements differ from and fit alongside bank financing. We’ll point out traps for the unwary and what can go wrong in these deals. Learn from five experienced practitioners how project debt offers steady, long-term yields.
PRIVATE EQUITY – MEZZANINE PART II: PRIVATE EQUITY INVESTMENTS AND ACQUISITION FINANCING
See what’s for sale at the Merchandise Mart . . . This panel will continue the discussion started by the earlier private equity/mezzanine panel and consider issues and concerns encountered when institutions harvest these investments and bring them to market. The panel will discuss exit and liquidation strategies, managing post-exit liabilities (including tax and other indemnity obligations) and the expanding role of representation and warranty insurance.
ETHICS PANEL: ANTI-BIAS AND DIVERSITY INITIATIVES
Diversity and inclusion efforts are critically important for success in all business endeavors, with the legal profession lagging behind other professions. The panel will provide an overview of current initiatives being implemented to address bias and improve diversity among law firm and in-house attorneys, as well as promoting utilization of minority and women owned firms. ABA Resolution 113 and related data surveys will be highlighted as the panel discusses what it takes to have a best in class diversity and inclusion program.
CASE STUDY: RESTRUCTURING AND INTERCREDITOR ISSUES
Based on a complex multi-investor hypothetical (names have been changed as parties have entered witness protection), our panel will examine in detail inter-creditor issues raised in the context of a mega-workout case study. Our experts will offer practical advice about getting organized and provide a roadmap for working through a restructuring. We will review turf battles between banks and noteholders, skirmishes among noteholders holding multiple series of notes with varied maturities and highlight issues of control among different classes of creditors with respect to shared collateral. We will detail common risks for noteholders, the “typical” terms that noteholders can negotiate into a forbearance and amendments to mitigate such risks, and the classic inter-creditor issues raised in the context of these complex workouts.
UPDATE: PRIVATE RATINGS, EUROPE & SWAPS
Skip the taxi stand and join us on a random walk down the Miracle Mile. Our panel will take you window shopping and explore specialty shops where we will (a) see how sausage is made (the financial & legal analysis behind private bond ratings), (b) enjoy a European inspired cafe (examining MiFID II and Brexit impact on debt markets) and (c) take a detour to a nearby resale shop (review the Swap language changes made to the Model Form).
ETHICS PANEL: FROM RULES TO REALITY – HOW TO COMPLY
With a mix of neighborhoods (Greek Town, Wrigleyville, the Southside, the Gold Coast), Chicago has grown and thrived with people living and working together while maintaining their individuality. Working through the many and varied noteholder interests identified in the Restructuring Case Study hypothetical, this experienced panel will review the ethical rules and obligations which arise in multi-party representations, including confidentiality obligations and duties of loyalty. The panel will focus on practical approaches followed in mega-workout / restructuring situations in efforts to meet client expectations and reach successful (and professionally responsible) outcomes.