Public Finance

Balch & Bingham LLP has been engaged in a public finance practice since 1961. Although the majority of our bond work has been in Alabama, we have also served as bond counsel in Tennessee, Georgia, Florida, South Carolina, Mississippi and Arkansas. For many years our bond practice had a heavy emphasis on tax-exempt industrial revenue bonds for industrial and commercial projects, air and water pollution control and sewage and solid waste disposal facilities. With the changes to the federal tax laws enacted during the 1980’s, the focus of our practice shifted to tax-exempt financings for governmental and 501(c)(3) projects such as highways, schools, housing, health care facilities, and museums and taxable financings for industrial projects, although we still frequently serve as bond counsel for tax-exempt private activity bonds.

Our public finance work involves a variety of legal, financial and political assignments for our lawyers on behalf of our clients. Our efforts as bond counsel include reviewing the existing debt structure of the issuing entity; providing advice on the available means and procedures of raising the desired capital; preparing the required minutes, ordinances, resolutions, legislation, contracts, leases, indentures, mortgages, official statements, publications and closing papers; delivering our approving legal opinion as to the validity of the bonds and, where appropriate, the tax-exempt status of the interest on the bonds; and providing post issuance tax advice and arbitrage rebate compliance opinions required under documentation for tax-exempt issues.

For obligations the interest upon which is excluded from gross income for federal income tax purposes, significant time and attention is spent on compliance with the relevant provisions of the Internal Revenue Code of 1954, as amended, the Internal Revenue Code of 1986, as amended, and the regulations promulgated thereunder. This work frequently includes inquiries to characterize obligations as private activity bonds or governmental bonds, analysis of the use of proceeds, matters of timing, sizing and investments of proceeds, arbitrage analysis, legislative drafting and interpretation, and problems associated with the organization and functioning of governmental and quasi-governmental bodies. In financings involving private credits, in addition to the areas mentioned above, we frequently are called upon to consider the interplay between the proposed financing and a client’s financial structure, its tax and accounting practices and limitations imposed by existing indentures or senior debt instruments. In all kinds of issues our practice requires legal analysis and drafting required in connection with the filing and disclosure requirements of state and federal securities laws.

Our public finance practice for traditional state and local government financings includes representation of the State of Alabama, including entities issuing bonds on behalf of the State, counties, municipalities, boards of education and water, sewer and gas authorities within the State.

In the private credit area, we have served as bond counsel, company counsel, underwriter’s counsel and bank counsel in tax-exempt and taxable industrial revenue or private activity financings for industrial, pollution control and sewage and solid waste disposal facilities.

We have a vibrant single family and multifamily housing bond practice, having served as bond counsel to Alabama Housing Finance Authority for over twenty-five years. We also have served as bond counsel in several multifamily transactions in Georgia. Our Public Finance attorneys work closely with the Firm's Lending and Credit Practice Group lawyers on affordable housing, tax credit transactions, and tax-free bank loans.

We have developed a 501(c)(3) and healthcare financing practice in recent years, representing the Alabama Hospital Association in their lower floater bond program and serving as bond counsel, underwriter’s counsel, bank counsel and special tax counsel in nonprofit hospital, museum and student housing financings.

In Mississippi we serve as issuer’s counsel to the three largest conduit bond issuers in the state: the Mississippi Home Corporation, the Mississippi Business Finance Corporation, and the Mississippi Development Bank.

In addition, we are regularly involved in drafting legislation involving economic incentives that impact Mississippi’s public finance practice.

REPRESENTATIVE CLIENTS

Alabama Drinking Water Finance Authority
Alabama Higher Education Loan Corporation
Alabama Housing Finance Authority
Alabama Power Company
Alabama Public School and College Authority
Alabama Water Pollution Control Authority
Auburn University
Autauga County Public Education Cooperative District
BBVA Compass Bank
Blount County Water Authority
City of Birmingham, Alabama
City of Greenville, Alabama
City of Homewood, Alabama
City of Montgomery, Alabama
City of Pell City, Alabama
Coffee Health Group
Collegiate Housing Foundation
Cullman Medical Regional Center
Etowah County, Alabama
Gadsden Waterworks & Sewer Board
Gulf Health Hospitals
Healthcare Authority of Athens and Limestone County
HealthGroup of Alabama
Huntsville Hospital
Infirmary Health System
Jefferson County Board of Education
Jefferson County, Alabama
Lakeshore Foundation
Limestone County Board of Education
Madison County Board of Education
Merchant Capital, L.L.C.
Merrill Lynch
Mississippi Business Finance Corporation
Mississippi Development Bank
Mississippi Home Corporation
Mizell Memorial Hospital
Morgan, Keegan & Company, Inc.
Porter White & Company
Protective Securities
Regency Pointe
Regions Bank
Southeast Alabama Medical Center
St. Clair County, Alabama
State of Alabama
Sylacauga Health Care Authority
The Frazer Lanier Company, Inc.

Representative Transactions

2008 Transactions

$27,500,000 Lease Revenue Bonds issued by The Educational Building Authority of the City of Huntsville for The Randolph School

$49,485,000 Capital Improvement Bonds issued by The Alabama Public School and College Authority (Disclosure Counsel)

$97,815,000 Remarketing of Series 2005-A bonds issued by The Health Care Authority of the City of Huntsville (Underwriter’s Counsel)

$27,015,000 Health Care Facilities Bonds issued by The East Alabama Health Care Authority (Underwriter’s Counsel)

$37,000,000 Remarketing of Pollution Control Revenue Bonds issued by Escambia County, Florida for Gulf Power Company

$246,500,000 Remarketing of Pollution Control Revenue Bonds issued by The Industrial Development Board of the City of Mobile for Alabama Power Company

$74,540,000 Health Care Facilities bonds issued by The East Alabama Health Care Authority

$6,000,000 Special Assessment Bonds issued by The Horizons Improvement District

$61,300,000 Docks Facilities Revenue Bonds issued by the Alabama State Port Authority (Bank Counsel)

$25,000,000 GO Zone Revenue Bonds issued by St. Tammany Parish Development District for Slidell Development Company (Bank Counsel)

$150,000,000 Tax-Exempt Notes issued by The Heath Care Authority of the City of Huntsville (Underwriter’s Counsel)

$120,000,000 Exempt Facility Revenue Bonds issued by The Industrial Development Board of the City of Mobile for Alabama Power Company

$3,000,000 General Obligation Warrants issued by the City of Eufaula, Alabama (Bank Counsel)

$31,000,000 bonds issued by the Mississippi Business Development Corporation (Bank Counsel)

$30,000,000 Single Family Mortgage Revenue Bonds issued by Alabama Housing Finance Authority

$17,000,000 Taxable Mortgage Revenue Bonds issued by Alabama Housing Finance Authority

$92,500,000 Athletic Revenue Bonds issued by Auburn University

$12,000,000 Multi-Family Housing Revenue Bonds issued by Alabama Housing Finance Authority

$96,430,000 General Obligation Refunding Bonds issued by The Health Care Authority of the City of Huntsville (Bank Counsel)

$3,500,000 Lease Financing Bonds issued by Alabama Public Health Care Authority (Special Tax Counsel)

$8,185,000 Refunding Tax Anticipation Warrants issued by The Limestone County Board of Education

$10,000,000 General Obligation Warrants issued by St. Clair County, Alabama

$100,000,000 Solid Waste Disposal Revenue Bonds issued by The Industrial Development Board of the Town of West Jefferson for Alabama Power Company

$34,000,000 Solid Waste Disposal Revenue Bonds issued by The Industrial Development Board of the Town of Wilsonville for Alabama Power Company

$50,000,000 Tax-Exempt Note issued by Infirmary Health System Special Care Facilities Financing Authority of Mobile (Bank Counsel)

2007 Transactions

$89,300,000 Revenue Bonds issued by The Spanish Fort Redevelopment Authority

$30,500,000 Revenue Bonds issued by The Cooperative District of the City of Spanish Fort for Spanish Fort Town Center Project (Company Counsel)

$27,600,000 Taxable Mortgage Revenue Bonds issued by Alabama Housing Finance Authority

$40,000,000 Single Family Mortgage Revenue Bonds issued by Alabama Housing Finance Authority

$4,350,000 Multi-Family Housing Revenue Bonds issued by Alabama Housing Finance Authority

$2,940,000 Industrial Revenue Bonds issued by The Industrial Development Board of the City of Mobile, Alabama (Bank Counsel)

$13,485,000 Tax-Exempt Variable Rate Demand Revenue Bonds issued by the Mississippi Business Finance Corporation (Issuer’s Counsel)

$1,515,000 Taxable Variable Rate Demand Revenue Bonds issued by the Mississippi Business Finance Corporation (Underwriter’s Counsel)

$4,815,000 General Obligation Warrants issued by Autauga County, Alabama

$43,990,000 Collateralized Single Family Mortgage Revenue Bonds issued by Alabama Housing Finance Authority

$214,570,000 Revenue Bonds issued by The Health Care Authority of the City of Huntsville (Underwriter’s Counsel)

$143,275,000 General Obligation Capital Improvement and Refunding Bonds issued by the City of Birmingham (Underwriter’s Counsel)

$50,000,000 Single Family Mortgage Bonds issued by Alabama Housing Finance Authority

$246,500,000 Pollution Control Revenue Bonds issued by The Industrial Development Board of the City of Mobile, Alabama for Alabama Power Company

$305,000,000 General Obligation Bonds issued by the State of Alabama

$50,000,000 Single Family Mortgage Revenue Bonds issued by Alabama Housing Finance Authority

$40,000,000 Revenue Bonds issued by UAB Health Systems (Purchaser’s Counsel)

$14,765,000 Revenue Bonds issued by The Health Care Authority of Athens and Limestone County (Underwriter’s Counsel)

$4,740,000 Revenue Bonds issued by the State Board of Education for Lawson State Community College

$50,000,000 Medical Center Revenue Bonds issued by Cullman Regional Medical Center (Underwriter’s Counsel)

$35,000,000 Collateralized Single Family Mortgage Revenue Refunding bonds issued by Alabama Housing Finance Authority

$204,500,000 Variable Rate Single Family Mortgage Revenue Bonds issued by Alabama Housing Finance Authority

$7,941,000 Warrant Anticipation Note issued by the Calhoun County Board of Education (Lender’s Counsel)

$176,995,000 General Fee Revenue Bonds issued by Auburn University

$13,195,000 Electric System Revenue Refunding Warrants issued by the City of Huntsville, Alabama

$6,635,000 General Obligation Refunding Warrant issued by St. Clair County, Alabama

$19,000,000 Solid Waste Disposal Revenue Bonds issued by The Walker County Economic and Industrial Development Authority for Alabama Power Company

2006 Transactions

$2,740,000 Tax Exempt and $260,000 Taxable VariablelFixed Rate Revenue Bonds issued by The Jefferson County Economic and Industrial Development Authority

$120,000,000 Series 2006 Infirmary Health Systems Revenue Bonds issued by Infirmary Health Systems Special Care Facilities Financing Authority of Mobile, Alabama

$18,705,000 Series 2006 VariablelFixed Rate Promissory Note issued by SWC Princeton LLC

$26,300,000 Series 2006-A Taxable Mortgage Revenue Bond issued by Alabama Housing Finance Authority

$16,420,000 Series 2006 Capital Outlay Tax Anticipation Warrants issued by Madison County Board of Education

$35,000,000 Series 2006 B & C Collateralized Single Family Mortgage Bonds issued by Alabama Housing Finance Authority

$27,505,000 Series 2006 General Obligation Warrants issued by City ofPell City, Alabama

$62,685,000 Series 2006-A General Obligation Bonds issued by Houston County Health Care Authority

$50,000,000 Series 2006 D & E Collaterialized Single Family Mortgage Revenue Bonds issued by Alabama Housing Finance Authority

$73,280,000 Series 2006 Revenue Warrants issued by Montgomery County Public Building Authority

$3,090,000 Series 2006 General Obligation Warrants issued by St. Clair County, Alabama

$30,000,000 Series 2006 Lease Revenue Bonds issued by Alabama Building Renovation Finance
Authority

$60,000,000 Series 2006 F & G Single Family Mortgage Revenue Bonds issued by Alabama Housing Finance Authority