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Spring 2020
5294 Representing Energy Borrowers - DOLE/DOLE/KEYES- 28216

Professor(s): Richard Dole (FACULTY)
Linda Dole (ADJUNCT)
David  Keyes (ADJUNCT)

Credits: 2

Course Areas: Business and Commercial Law 
Energy, Natural Resources and Environmental Law

Time: CANCELLED    Location:  

Course Outline: This two-hour course introduces students to a typical project financing transaction in which a parent corporation contributes an offshore drilling rig and related assets to a special purpose bankruptcy-remote, wholly-owned subsidiary. Notwithstanding the contribution, the parent will continue to operate and to use the offshore drilling rig. The subsidiary will dividend up to the parent most of the proceeds of a $350,000,000 loan which the subsidiary receives under a multibank credit agreement secured by the contributed assets. The transaction and the documentation are based upon an actual transaction. The class will discuss techniques for minimizing bankruptcy risks such as fraudulent transfers and substantive consolidation as well as special Texas law issues such as usury, statutes of frauds and express negligence.
Students, in teams, will participate in drafting exercises involving the reconciliation of a draft Credit Agreement and Term Sheet, as well as revising portions of an Asset Contribution Agreement, an Offshore Platform Use Agreement, a Security Agreement and related Financing Statement, and a Guaranty Agreement. Students also will draft portions of a legal opinion relating to the enforceability of the agreements comprising the transaction and the perfection of the security interests granted by the Security Agreement. Legal Opinion principles and attorney liability arising from legal opinions also will be discussed. Each student will prepare a short memorandum (not exceeding 750 words) addressing a particular issue presented by the structure of the transaction.

Course Syllabus: Syllabus

Course Notes: .  Quota = 12

Prerequisites: Yes  Secured Financing

First Day Assignments:

Final Exam Schedule: 05/05 9-11am      

This course will have:
Exam:
Paper:

Satisfies Skills Course Requirement: Yes
Satisfies Senior Upper Level Writing Requirement: No

Experiential Course Type: No

Bar Course: No

Course Materials (11/19/2019 1:08:04 PM)

Book(s) Required

Course Materials: Charles M. Fox, WORKING WITH CONTRACTS ? WHAT LAW SCHOOL DOESN'T TEACH YOU