Financial Services

Litigation

• Defeated a class certification in a putative nationwide class action brought by an individual borrower alleging violations of the Real Estate Settlement Procedures Act (RESPA). The plaintiff alleged that the bank and its subsidiary, an affiliated real estate settlement service provider, engaged in kickbacks and fee splitting.
• Appointed by the U.S. government five times to manage federal monitorships, including critical monitorships for Merrill Lynch and The Bank of New York Mellon Corporation.
• Represented a bank in a commercial class action alleging speculative, excess and overstated loan interest charges. On behalf of the financial institution, we obtained complete dismissal of putative nationwide and state class actions involving allegedly improper commercial billing practices. Other banks had previously settled parallel claims for eight figures.
• Member of a team representing a federally insured bank in a matter involving a novel banking product being offered to consumers. We represent the bank in five parallel putative nationwide class action lawsuits initially filed in federal courts, now consolidated in a single action. The lawsuit is the first of its kind and raises complicated issues of first impression in a highly regulated area of law overseen by a number of agencies and regulations, including usury, TILA, and EFTA.
• Successfully moved to dismiss a statewide consumer class action seeking to hold the client, a large regional bank, liable under the Uniform Commercial Code and Ohio common law in connection with a Ponzi scheme involving unregistered securities orchestrated by a third party.
• Represented the only defendant bank to obtain a summary judgment in a multiparty lawsuit. The litigation was brought by a software company’s former CEO and largest shareholder, who made allegations against the bank that it engaged in collusion and conspiracy to loot the company in its role as a senior lender in a multilayer financing structure. The win eradicated a claim for $20 million in compensatory damages and unspecified amounts in punitive damages sought by the plaintiff.

Lending

• Regularly represent a large regional bank in commercial real estate transactions, including a recent matter in connection with a $15.5 million construction loan for a project that involved property previously used in the operations of large global oil companies. Using attorneys from the firm’s various practice areas and offices, we provided counsel regarding numerous sensitive issues and brought the matter to a successful close.
• Represented a large regional bank in connection with commercial lines of credit, including a $100 million multipurpose facility designed to accommodate the borrower’s mortgage loan warehousing, bridge loan, construction loan and working capital needs.
• Represented other lenders in many mortgage loan warehousing transactions, lines of credit, bridge loans and construction loans in a range of sizes and complexity.
• Represented a large lender as participant and administrative agent in several syndicated club transactions with financial institutions.

Regulatory

• Advise domestic and foreign broker-dealers on registration obligations at available exemptions.
• Defended a national specialty finance company and successfully defended the client in consumer-initiated class actions involving state and federal consumer statutes.
• Counseled a publicly traded financial services client through to resolution of a CFPB investigation.
• Created a recognized CFPB compliance management system to assist mortgage lenders with the various revised lending laws resulting from the Dodd-Frank Act.
• Assisted a nationally recognized lender with large-scale licensing and compliance matters involving state regulators.
• Advised a financial institution on structuring novel consumer bank products.
• Advised a financial institution on compliance issues in connection with third-party vendor contracts.
• Established OFAC compliance policies and programs and proved related training for a number of financial institutions.
• Prepared OFAC voluntary self-disclosure for industry clients.
• Assisted with responses to SEC enquiries regarding dealings with embargoed countries/sanctioned persons.
• Advised investment advisers on newly revised SEC registration requirements and on-going compliance obligations under the Investment Advisers Act of 1940.
• Advised funds and special purpose vehicles (SPVs) on available exceptions from the Investment Company Act of 1940.

Bankruptcy and restructuring

• Represented a major regional bank in the resolution of a portfolio of nearly $6 million in distressed loans to a residential real estate developer. Pursued the owner-guarantor, who had engaged in extensive estate planning under Florida law to “protect” his assets. After discovery of a flaw in the guarantor’s scheme, used post-judgment enforcement proceedings against allegedly exempt assets to obtain a loan sale on terms favorable to the bank.
• Advised in the workout of loan facilities for distressed middle-market oil producers operating in Ohio, Texas, Oklahoma and other states; currently advising in connection with distressed syndicated loans to an oil field services company in Colorado.
• Represents the FDIC as receiver of failed financial institutions in bank holding company bankruptcy cases.
• Represented a regional bank in complex individual Chapter 11 proceedings seeking to recover more than $12 million in defaulted commercial loans. Successfully defended the bank’s lien positions and claims and through negotiation of favorable plan and cash collateral treatment and the prosecution of related-party state court foreclosure proceedings in two states, achieved nearly a 100 percent recovery for the bank.
• Assisted nationally rated special servicers with the disposition of more than $8 million in distressed hospitality loans throughout Ohio; managed receivership processes and used creative approaches to liquidate the assets to maximize recovery for investors.
• Represented a bank in litigation before the Ohio Supreme Court defending against guarantors’ attempt to bar enforcement of guarantees based on an alleged oral forbearance agreement; secured a unanimous ruling that such oral agreements are invalid.