PRACTICE AREAS

PUBLIC FINANCE

Our Firm has broad experience and expertise in the area municipal finance, and our pedigree of work in the public finance area surpasses most law firms in this region. We have advised our clients on all aspects of tax-exempt and taxable financings, and have worked with regional and national banks and underwriters in our public finance practice. Our Firm's experience relevant experience in this area includes:

  • Serving as Bond Counsel for general obligation bond issues for various municipal capital improvement projects;

  • Serving as Bond Counsel and/or Disclosure Counsel and Underwriters’’ Counsel on utilities financings;

  • Serving as Bond Counsel and/or Disclosure Counsel and Underwriters’ Counsel on airport financings;

  • Serving as Issuer's Counsel and Bond Counsel on multifamily housing financings;

  • Serving as Underwriters’ Counsel and Disclosure Counsel on financing involving the pre-purchase of electricity and natural gas and many other revenue based bond transactions;

  • Advising clients as to the various laws relating to public finance;

  • Advising clients on financing structures; and

  • Serving as Underwriter's Counsel and Disclosure Counsel on the financing and refinancing of the FedExForum, home to the NBA Memphis Grizzlies, AutoZone Park, home to the Memphis Redbirds, Nissan Stadium—home to the NFL Tennessee Titans and other sports stadium/arena revenue based bond transactions.

A few historic public bond financings our Firm participated in are:

 

In 2021, the City of Memphis, Tennessee (the "City") began its Accelerate Memphis Project, a historic, first-of-its-kind initiative and is the first labeled municipal “Social Bond” financing in the State of Tennessee. The City is investing approximately $200 million in community projects intended to improve quality of life, promote equity and inclusion, improve connectivity and solve perennial problems within the City with the ultimate goal of accelerating the City's growth. The City’s Accelerate Memphis Project is a historic and first-of-its-kind initiative.  Through Accelerate Memphis:

 

$75 million will be invested into Activating Memphis 3.0 through: (i) Affordable Housing, where funds will be used for infrastructure, acquisition, and demolition in support of affordable housing development; (ii) Improving Information Access with Broadband Infrastructure, where funds will be used to bring fiber-optic internet capabilities to more neighborhoods, with a priority focus on providing enhanced opportunities for underserved communities; (iii) Safety Improvements in Priority Anchor Areas or Corridors, through intersection redesign, improved lighting, signal upgrades, crosswalk/sidewalk improvements, bike lanes and bicycle facility protection, street furniture, ADA improvements, and traffic calming; and (iv) small-scale investment in 34 anchor areas and large-scale investment in nine anchor areas to construct or improve (a) street recovering, (b) bus shelters, (c) light pole banners, (d) crosswalk/sidewalk improvements (e) signage improvements (f) public WiFi, (g) street light upgrades and more.

$75 million will be invested into Park Improvements through significant renovations to numerous greenlines and community centers, including but not limited to: (i) Gaisman, Gaston, Whitehaven, and Riverview community centers; (ii) Douglass, Gaisman, Audubon, and Pine Hill Parks; and (iii) South Memphis, Chelsea, Shelby Farms and Wolf River Greenlines.  As we know, a wide range of maintenance needs exists in the City's parks system. Thus, with Deferred Maintenance, 25 existing playgrounds will be resurfaced, more than 100 neighborhood park locations will receive repair, ranging from park fixtures, paving, and other grounds maintenance as needed, 14 indoor and outdoor aquatic facilities will be renovated, seven City golf courses will receive clubhouse, cart path, and grounds maintenance, and there will roofing repairs, HVAC, plumbing and other necessary maintenance at all 30 community and senior centers within the City.

$50 million will be invested into Revitalizing City Assets, including but not limited to: (i) the Historic Melrose High School building, which will be redeveloped into a state-of-the-art library and genealogy center on the first floor and will be coupled with senior housing on the upper two floors; (ii) improvements to the existing amphitheater at Mud Island River Park; (iii) remediating the aesthetics of the downtown site located at 100 North Main to complement the nearby $200 million renovation of the Renasant Convention Center and other nearby development; (iii) Underpass Improvements, where the City plans to fund cosmetic, safety, and lighting improvements to a variety of railroad and street underpasses throughout the City, with the goal of improving the experience and sense of safety for pedestrians and motorists.  The Firm served as Co-Bond Counsel and Counsel to the Issuer on the transactions which closed in July of 2021.

In 2021, the City of Memphis, Tennessee (the “City of Memphis”) proposed to redevelop the public area Liberty Park, formerly known as the “Memphis Fairgrounds.”  The City’s Liberty Park Project is also historic and long-overdue initiative.  The City, through the issuance of Revenue (Tourism Development Zone) Bonds are investing approximately $70 million into the Liberty Park campus to construct the Sports and Events Center, make new upgrades to Liberty Bowl Memorial Stadium, construct a bus hub for MATA and make various campus improvements for the benefit of the community. The Sports and Events Center will contain an indoor track with hydraulic banks; 12 basketball and volleyball courts; facilities for cheer, gymnastics, boxing, wrestling, and fencing; facilities for pickleball and other growing indoor sports; and more.  The Sports and Events Center will contain a mix of floor level and mezzanine level seating, a family entertainment center and broadcast and social media ready camera platforms and press boxes.  Also, an 18-acre space within Liberty Park has been set aside for private development of hospitality and mixed-use outlets, which will contain hospitality components, a family entertainment center, retail outlets, service and food and beverage amenities, as well as residential and office components. This is the first comprehensive redevelopment for the City of Memphis’ fairgrounds campus and the creation of the Sports and Events Complex serves as a national destination place for youth sports and other amateur athletics.  This is also the last Tourism Development Zone approved by the State of Tennessee.  The Firm served as Co-Bond Counsel on the transaction which closed in July of 2021.

In 2018, the Memphis-Shelby County Airport Authority (the “Airport Authority”) proposed to completely redesign its Concourse B within the Memphis International Airport (the “2018 Project”). The 2018 Project completely redesigned, reconstructed, and expanded the southeast leg of Concourse B to provide a more efficient facility with additional passenger amenities such as higher ceilings, increased natural lighting, wider corridors, larger gate areas, new concessions, moving walkways, additional seating, children’s play area, military lounge, and charging stations. Another significant portion of the 2018 Project involved bringing Concourse B up to modern seismic standards, because the Memphis International Airport is located near the New Madrid Seismic Zone which is a major seismic zone in the United States. The Airport Authority issued its $119,275,000 Airport Revenue Bonds, Series 2018 (AMT) to (i) finance a portion of the costs of construction, equipping and modernization of a significant portion of Concourse B and related improvements, (ii) fund a capitalized interest account, (iii) fund a debt service reserve account and to (iv) pay related costs of issuance.  This was a historic project for the Memphis International Airport as this was the first comprehensive redevelopment of its Concourses to improve the passenger experience, efficiency and overall beautification.  The Firm served as sole Counsel to a syndicate of national underwriting firms on the transaction which closed in August of 2018.  

 

In 2006, our Firm served as Counsel to the Underwriters’ in the $1,060,220,000 Tennessee Energy Acquisition Corporation (“TEAC”) Gas Project Revenue Bonds, Series 2006C, for a 20-year prepaid natural gas acquisition.  The Bonds were issued to finance the costs of acquisition of the gas project, which consists of a prepayment for a 20-year supply of natural gas under the pre-paid gas purchase agreement between TEAC and J. Aron & Company.

In the Fall of 2005, the FedExForum, home of the NBA Grizzlies Basketball Team was opened. Our Firm served in various capacities with the development of the FedExForum.. We initially served as Counsel to Underwriters’ to issue the tax-exempt bonds where we represented Goldman Sachs & Co. and other investment banking firms. Thereafter, our Firm served as Special Counsel to the Shelby County Tennessee government regarding contentious issues surrounding the lack of minority and women business enterprise (“M/WBE”) participation, and later as General Counsel to the New Memphis Arena Public Building Authority ("PBA"). Following the unexpected death of David Bennett, PBA Executive Director, Attorney Charles E. Carpenter served as Acting Executive Director of the PBA interfacing with elected officials at the State, County and City levels and managed the finalization and winding up of construction claims and lawsuits through the PBA’s owner controlled insurance program. The over $206 Million construction budget for the FedExForum was the largest public project ever undertaken by the City of Memphis and Shelby County governments and was concluded on-time and within budget while achieving an historic twenty-five percent (25%) M/WBE participation and over sixty percent (60%) local participation, a historic first for such a large local public project.

In 2003, our Firm served as Counsel to the Underwriters’ in the $1392,170,000 City of Memphis, Tennessee Memphis, Light, Gas & Water Division (“MLGW”) Electric System Subordinate Revenue Bonds Series 2003A ($1,292,170,000) and Series 2003B ($100,000,000) (the “Bonds”). The Bonds were issued to prepay for capacity costs of electricity that MLGW acquired from the Tennessee Valley Authority for a period of fifteen years.  This was one of the first electric prepay transactions in the United States.

CORPORATE LAW 

Since our inception, we have worked with non-profit and business corporations and their governing boards. Our Firm has served as special counsel to the City of Memphis, Shelby County, Tennessee and other municipalities on various redevelopment projects focused on affordable multifamily housing, solid waste, recycling, airport noise study and master plan update. We represent and counsel clients in establishing, structuring, and ensuring legal compliance for all types of legal entities, such as governmental and quasi-governmental entities, business corporations, non-profit corporations, 501(c)(3) tax-exempt corporations, subchapter S corporations, limited liability companies and related business organizations, including partnerships and joint venture structures. We also focus on development and execution of all types of business contracts, review and negotiation of all aspects of business development, governance and growth, as well as, minority and women business enterprises participation issues.

M/WBE EXPERIENCE 

Our Firm has a long history of establishing, representing and counseling minority and women business enterprises (“M/WBE”) beginning in 1978 with our representation as General Counsel to the Tennessee Valley Center for Minority Economic Development, Inc.  Since that time, our Firm has successfully advocated on behalf of M/WBE firms in the public, quasi-public and private sectors.  We are certified as a minority business enterprise and disadvantaged business enterprise  by the Uniform Certification Agency and the Tennessee Uniform Certification Program, respectively; and as a Small, Minority and Women Business Enterprise by the Metropolitan Government of Nashville and Davidson County, Tennessee.

HEALTHCARE LAW

Our Firm has broad experience in the healthcare and behavioral care industry, having served as General Counsel and advised managed care organizations (MCOs), behavioral health organizations (BHOs), primary care and home health care facilities, in addition to individual physicians, dentists, and other health care professionals.

ENTERTAINMENT LAW

Our Firm has worked successfully in the area of sports and entertainment. We have represented NFL players, World Champion boxers and kick boxers, and international boxing promoters; as well as music artists, recording, production, and publishing companies. We also advise individuals on copyrights, publishing and merchandising businesses.