Infrastructure Development & Finance

Experience

The development of infrastructure projects is a highly complex undertaking. It involves a broad range of transactional, regulatory and risk mitigation considerations, and it often raises legal issues of first impression. Financing for these projects typically incorporates various equity and debt sources, as well as public subsidies such as specialized tax credits and/or tax increment financing. Projects tend to involve a number of public and private stakeholders. The regulatory and policy environment is unwieldy and ever-changing. This landscape becomes even more challenging as the private sector takes on a greater role in financing, building, operating and maintaining projects on behalf of government entities.

A Trusted Adviser at Every Stage of Infrastructure Development

The Infrastructure Development and Finance group at Windels Marx is acutely aware of the many challenges involved in building infrastructure. All of our members are experienced practitioners in the areas of finance, economic development and/or real estate. Several of us have held senior positions at the nation's most significant infrastructure and economic development agencies, including:

• the National Railroad Passenger Corporation (Amtrak),
• the Port Authority of New York and New Jersey,
• the New Jersey Economic Development Authority,
• the New Jersey Department of Transportation,
• New Jersey Transit, and
• the Brooklyn Economic Development Corporation.

In addition, we have deep and trusted relationships with many government agencies at all levels -- federal, state and local.

Our lawyers have also served on the boards of public and private companies, as well as municipal planning boards, that are involved in the financing and construction of infrastructure projects. We are frequently invited to speak at industry- and government- sponsored forums about infrastructure trends and to consult on best practices.

As a result of these varied experiences, our team is able to offer multi-disciplinary and customized services, as well as to advise on projects through their entire life-cycle, from conception to execution.

• Corporate formation
• Financing, including capital structure, availability of and access to public sources of capital such as TIGER, TIFIA, RRIF, tax credits and tax-increment financing, and state tax-advantaged programs
• Procurement
• Real estate, including acquisition, development, construction contracts, and land use
• Labor and employment
• Insurance
• Environmental
• Tax
• Litigation and dispute resolution
• Regulatory
• Government relations

Strength Across the Infrastructure Spectrum

We are regularly called upon to advise infrastructure participants -- sponsors, investors, financiers, governments and others -- on complex projects across many sectors and industries.

• Aviation and airports
• Surface transport
• Maritime
• Water
• Waste
• Energy
• Cultural, sports and entertainment
• Public facilities

Representative Matters

Aviation and Airports

• Advising a transportation infrastructure fund in connection with the financing and redevelopment of an existing airline terminal at a New York area airport.
• Advised a private sector consortium of financing, construction, and operating entities bidding on the development of a new $3 billion terminal building at LaGuardia International Airport (NY).
• Represented an equity investor in the sale of its $106 million interest in Terminal 4 at John F. Kennedy International Airport (NY) to Delta Airlines.

Surface Transport

• Advised the developer of a $350 million project in Massachusetts featuring a new intermodal facility and retail development, on various financing matters, including obtaining federal and state infrastructure financing.
• Represented a developer in negotiations with New Jersey Transit for an elevated pedestrian access bridge and train platform extension to connect a rail station to a redevelopment project.
• Served as bond counsel to the New Jersey Transportation Trust Fund Authority in connection with the issuance of transportation system bonds, including Capital Appreciation Bonds and Build America Bonds.
• Represented a bank in the direct purchase of variable rate bonds issued to partially refund outstanding bonds of the New Jersey Turnpike Authority.
• Represented the New Jersey Turnpike Authority in the financing of a $2 billion construction program.

Maritime

• Represented a global infrastructure fund in connection with the disposition of a significant maritime property.
• Advised a global marine terminal operator on negotiations with a public agency concerning development of a ship-to-rail cargo facility.
• Served as counsel to a local government in a contract negotiation with a ferry operator regarding dock usage.
• Represented the South Jersey Port Corporation as bond counsel in connection with multiple issuances of debt totaling approximately $200 million, which was used to finance construction of various port facilities, including docks, wharfs, warehouses and a dredging program.

Water

• Advised a private water utility on the financing and construction of a new water desalination plant and related infrastructure in upstate New York.
• Represented a local municipality in connection with a $3.5 million financing related to its water treatment system in the aftermath of Hurricane Sandy.
• Represented a joint venture limited liability corporation in negotiating a long-term concession agreement for the operation of water and waste water treatment systems in Bayonne, NJ.
• Represented a joint venture limited liability corporation in negotiating a long-term concession agreement for the operation of water and waste water treatment systems in Rahway, NJ.
• Represented a developer in the issuance of New Jersey Environmental Infrastructure Trust bonds for water and sewer infrastructure in connection with the mixed-use redevelopment of the Harrison, NJ waterfront.

Waste

• Represented a commercial recycling facility in connection with a $56 million project finance bond issue.
• Represented a limited liability company borrower in connection with a $32 million senior credit facility used to finance the construction of an 80,000 ton per year recycling facility.

Energy

• Representing a private equity firm in connection with multiple offshore wind opportunities along the Eastern Seaboard.
• Represented various New Jersey municipalities in acquisitions and divestitures of contaminated properties for reuse, including the application for renewable energy credits and public financing through the New Jersey Economic Development Authority.
• Represented a major hospital in obtaining approvals for ground and roof-based solar installations at various properties.
• Represented a higher education institution in the development of a solar energy generation system.
• Represented a lender in connection with the refinancing of a solar photovoltaic system at a New Jersey industrial plant.
• Advised a company involved in the delivery of district heating and cooling systems to a New Jersey municipality in a $45 million financing and various regulatory matters.
• Represented a regional bank in a $12 million construction loan to a 16MW landfill methane project.
• Advised a number of energy service companies on regulatory, contract, tax and financing matters pertaining to the development and implementation of integrated energy and utility outsourcing projects involving electricity, fuel commodity and transportation, boilers, chillers, compressed air and wastewater utility subsystems.
• Represented a wholly owned subsidiary of a utility holding company in connection with a $60 million restructuring, shut down and removal of a gas-fired cogeneration plant under a long-term contract with New York State Electric & Gas Company.
• Represented a wholly owned subsidiary of a money center bank as trustee/borrower in connection with a $750 million financing for the construction of a liquefied natural gas train and related facilities in Indonesia.
• Represented an insurance company and other institutional investors in a $100 million project financing of windmills in the Mojave Desert (CA).
• Represented a municipality in connection with the closure of a municipal landfill and conversion to a solar farm.
• Represented a New Jersey medical center in the drafting of a cogeneration upgrade contract.
• Represented a consortium of Spanish companies in an arbitration arising out of the design and construction of a power plant.

Cultural, Sports and Entertainment

• Represented a private educational institution in New York City on the redevelopment of its existing campus facilities, including potential joint ventures with for-profit developers.
• Advised a private interest in its philanthropic pursuit of developing a sports and recreational facility within a city or state park system.
• Represented a downtown development district in connection with the $5 million financing and permitting of infrastructure improvements to support new cultural, business and sports facilities.
• Represented the New Jersey Sports and Exposition Authority in a large-scale economic development project, including permitting of railroad links, proceedings before the U.S. Army Corps of Engineers agencies, environmental impact statements, related public hearings and litigation.
• Represented the developer of a stadium-oriented, mixed-use riverfront redevelopment project in obtaining redeveloper designation, tax abatements, state infrastructure financing, use approvals and in defending multiple legal changes to the project.
• Represented the New Jersey Sports and Exposition Authority in connection with the issuance of $200 million of debt to finance the construction of a stadium, an arena and other ancillary facilities.
• Represented the New Jersey Sports and Exposition Authority in the review of an environmental impact statement in anticipation of developing a training center for an NFL franchise in New Jersey.

Public Facilities

• Represented a public institution of higher education in Ewing, NJ that has embarked on a major public-private partnership to bring new student housing and a retail "village" to its campus.
• Represented the private developer of new classroom and residential buildings for Rutgers, in a public-private partnership utilizing tax credits and state grant funding.
• Represented a redeveloper (with not-for-profit and for-profit partners) in connection with the $30 million development and construction of a new police headquarters for the Rutgers University police department, totaling 74,500 square feet of office space, together with ground floor retail space and a 385 space parking garage.
• Represented a redeveloper (with not-for-profit and for-profit partners) in connection with the $23 million development and construction of a new family courthouse and parking facility for the County of Middlesex in downtown New Brunswick, NJ.
• Represented a redeveloper (with not-for-profit and for-profit partners) in connection with the $43 million development and construction of two buildings, totaling approximately 230,000 square feet of office space, for various government tenants.

Attorneys in the Infrastructure Development & Finance Practice Group work synergistically across all practice groups, providing clients with comprehensive representation.