Sharone Levy

My focus

My primary practice focuses on representing issuers, underwriters, purchasers, borrowers, and credit-enhancement providers in municipal financings, including counseling clients regarding business, tax, and securities compliance risks. I regularly draft, negotiate, and review various commercial contracts and agreements, including sales agreements, trust indentures, lease vendor agreements, credit agreements, security agreements, guarantees, promissory notes, board resolutions, offering documents, escrow agreements, term sheets, letters of credit, certificates, and legal opinions.

I advise commercial banks and other financial institutions in negotiating, documenting, and structuring secured and unsecured transactions, including acquisition financings, intercreditor agreements, and asset-backed financings. I focus on guiding clients and industry groups on best practice compliance initiatives and private use restrictions.

My specific interest in public finance stems from prior experiences working in state and local government and as a credit rating analyst. I enjoy partnering with municipalities and other borrowers to bring essential projects and economic opportunities to life.

Since joining Nixon Peabody I’ve expanded my practice to include counseling borrowers in distressed municipal debt transactions in ongoing compliance matters and structured refinancings. This includes advising corporate boards on the mechanics of ongoing IRS and SEC compliance obligations and negotiating with indenture trustees, bondholder representatives, and vendors on forbearance and other distressed financing alternatives. I’ve also broadened my practice to advise commercial banks in structured lending and asset-backed security transactions.

Representative experience

• Represented the Illinois Finance Authority in multiple amendments required by the cessation of LIBOR
• Served as underwriter’s counsel in connection with the refunding of $153 million auxiliary system bonds by a large state university
• Served as bank counsel in connection with bondholder consent to amend and restate an auxiliary system bond resolution to modernize antiquated covenants
• Served as bank counsel in connection with the purchase of certificates of participation issued on behalf of a state university
• Served as bond counsel and borrower’s counsel to a nonprofit college in connection with a mandatory tender and remarketing
• Served as borrower’s counsel for a real-estate secured letter of credit and standby substitutions
• Served as bond counsel on a healthcare project financing placed with high yield investors
• Served as bond counsel to a Fortune 500 global corporation in connection with multiple remarketings and ongoing tax and securities regulatory compliance
• Served as co-bond counsel to a large municipality’s issuance of $280 million general obligation bonds
• Advised numerous borrowers in connection with default management and work out negotiations
• Counseled first time nonprofit borrower in connection with secured borrowing
• Assisted with structuring of a health facility P3 transaction
• Served as co-transaction counsel on a tender/exchange of tax-exempt bonds

Looking ahead

The IRS and SEC will continue to focus on compliance matters, including an increased interest in privately placed transactions. A continuing increased rate environment, combined with federal money from the Bipartisan Infrastructure Act, will contribute to lower numbers of new issuances and refundings for municipalities, but I anticipate continued demand by nonprofits to fund new projects and upgrades.

Insights

• Moderator, “Critical Factors for Moving a P3 Forward,” P3 Higher Education Summit, Washington, DC, October 8, 2024
• Speaker, NABL U Presents—The Workshop, “The Role of Issuer’s Counsel in a Bond Transaction,” Chicago, IL, October 20, 2023
• Moderator, The Bond Buyer Infrastructure, “State of the Union: An Overview of the State of the Muni Industry,” Chicago, IL, September 13, 2023
• Speaker, NABL U Presents—The Workshop, “The Role of Issuer’s Counsel—Before, During, and After Bond Issuance,” Chicago, IL, October 14, 2022