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Kim E. Ramsey

Partner Emeritus

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Areas of Focus

  • Leveraged Finance

Kim E. Ramsey

Partner Emeritus

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kramsey@akingump.com

Areas of Focus

  • Leveraged Finance
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Areas of Focus

  • Leveraged Finance
Biography
  • Practice focused on debt finance, including structured finance.
  • Represented corporations, private funds, issuers, noteholders and underwriters.
  • Worked with counsel across the United States and Europe, as well as Australia, New Zealand, Canada, Asia and Mexico.

Kim Ramsey retired from the partnership in 2020. She advised companies, funds and others on complex debt finance transactions—public and private debt offerings, securitizations, debt restructurings, power plant sale leasebacks, receivables financings, credit facilities and distressed debt investments.

Kim drew upon her deep knowledge and experience regarding complex finance structures used in a variety of industries and, in the case of securitizations, multiple asset classes, to assist her clients.

Representative Work
  • Advised a private fund, as depositor and a purchaser, in connection with 20 securitization transactions involving the issuance of notes backed by receivables due from a domestic sovereign in 144A offerings. An initial co-investment structure was subsequently modified to address control, collateral and regulatory matters important to the fund.
  • Advised the issuer in a senior secured notes offering initial issuance of $363,832,777 with up to $4 billion of additional secured notes authorized for issuance, with the proceeds to be used to fund a $600 million revolving loan to a health care service provider secured by receivables due such service provider by a domestic sovereign. This transaction involved the preparation of a novel indenture addressing unique payment, prepayment, collateral and remedies structures to work with the revolving loan and related repurchase agreement financing.
  • Counseled an issuer affiliate of a public real estate investment trust (REIT) in connection with a private securitization involving a new asset class, the issuance of rated senior and subordinated classes of bonds, and a green bonds ASE Carbon Count certification. The bonds are backed by membership interests in 22 land lease entities owning various real property interests derived from 78 standard and hybrid lease transactions relating to utility-scale solar and wind projects. This transaction involved the development of a transaction and collateral structure for a new asset class and the satisfaction of rating agency, institutional investor, and client objectives and requirements.
  • Advised First Energy and three sponsoring electric utilities in connection with a utility securitization to recover $435 million of phase-in costs and involving the issuance of multiple classes of SEC- registered AAA-rated debt securities. Utilized a pass-through trust structure enabling the participation of the three electric utility companies, which provided benefits, including reduced issuance costs and other efficiencies and economies of scale, resulting in lower costs for utility customers and reduced administrative and operating costs.
  • Represented a technology company and certain domestic and offshore subsidiaries in connection with an accounts receivable financing with a maximum facility amount of $265 million. This transaction involved extensive negotiations and drafting of provisions designed to protect the confidentiality of sensitive information related to the company, including the identity of other lenders and other credit facility terms, all off market terms.
  • Advised a private fund in connection with the purchase of a credit-linked note (credit protection) under a global structured note program relating to a reference pool of multifamily mortgage loan obligations (notional amount $864,651,895).
  • Advised several private and public companies in connection with accounts receivable purchase facilities and other factoring arrangements.
  • Advised the underwriter in an electric utility-sponsored SEC-registered utility securitization involving the issuance of approximately $182 million in transition bonds backed by bondable transition property.
  • Advised an asset management company in connection with its role as special servicer and, in certain cases, B-piece buyer in multiple registered and unregistered CMBS transactions.
  • Advised a public retail company in connection with an aggregate $110 million in acquisition financing provided under ABL revolving and term loan facilities.
  • Advised three separate private funds in CLO 144A/Reg S transactions.
  • Advised an ad hoc noteholder group in an out-of-court restructuring of approximately $1.58 billion of debt of an equity asset management company, involving four exchange offers, the issuance of $600 million of new senior subordinated notes and amendments to the company’s $1.75 billion senior secured credit facility.
  • Advised an ad hoc first lien lender group in an out-of-court restructuring of approximately $1 billion of debt of a logistics company involving an exchange offer, the issuance of two series of secured notes, amendments to the company’s senior secured credit facility and an ABL facility.
  • Advised a creditors committee in connection with the restructuring of $11.5 billion of securitized commercial mortgage loans.
  • Advised creditors committees, noteholder groups and private funds in connection with multiple power plant sale-leaseback debt restructurings.
  • Advised a noteholder group in connection with a $2.35 billion out-of-court debt restructuring, involving a public/private equity firm with more than $4 billion of structured assets.
  • Advised a private fund in the sale of $582 million AAA CMBS and a related 144A reREMIC transaction.
  • Advised a private fund in connection with an SEC investigation relating to several RMBS CDO transactions backed by an approximate aggregate $8.7 billion of RMBS.
  • Advised an ad hoc creditor group in connection with the restructuring of $300 million of first and second lien receivables funding facilities.
  • Advised a private fund in connection with a restructuring involving the sale of approximately $200 million of participation interests in European and U.S. leveraged loans.
  • Advised a portfolio company of a private equity fund in connection with an aggregate $1.825 billion in acquisition financing provided under a senior secured credit facility and a senior unsecured bridge loan, and the subsequent refinancing of a portion of the bridge loan through a second-priority senior secured notes offering.
  • Advised an Indian nation capital improvements authority in the issuance of approximately $160 million in secured tax-exempt and taxable bonds, in a 144A/Reg S transaction.
  • Advised a private equity lender syndicate in a bridge loan, the proceeds of which were principally used to finance the acquisition by an Indian tribe of its initial reservation, and the subsequent conversion of a portion of such debt into subordinated notes in connection with a high-yield note offering by the tribe to finance the development of a casino.
  • Advised a private fund in a CDO transaction involving the issuance of approximately $288 million of notes backed by asset-backed securities and synthetic securities related to asset-backed securities, in a 144A/Reg S transaction.
  • Advised the gaming subsidiaries of an Indian nation in a registered exchange offer following a 144A debt issuance of $200 million in senior notes.
  • Advised a public company in the monetization of a royalty stream.
  • Advised a private fund in connection with the resecuritization of approximately $120 million of mortgage-backed securities, including the related issuance of collateralized notes, in a 144A transaction.
  • Advised a public commercial mortgage REIT in connection with a universal shelf registration of $200 million of common stock, preferred stock, debt securities and warrants.
  • Advised a creditors committee in connection with corporate finance, securities, and mergers and acquisitions matters related to the restructuring of approximately $2.28 billion of liabilities of a public manufacturing company.
  • Advised a public commercial mortgage REIT in connection with a $200 million securities acquisition facility (in the form of a repurchase transaction).
  • Advised a public commercial mortgage REIT in connection with the recapitalization of approximately $375 million in debt with financing from a secured credit facility (in the form of a repurchase transaction), and equity and senior subordinated debt investments from a real estate fund.
  • Advised a public commercial mortgage REIT in connection with approximately $850 million of recapitalization financing provided upon emergence from Chapter 11 (including a secured credit facility in the form of a repurchase transaction, and two series of publicly traded secured high-yield notes).

Education

  • J.D., St. Mary's University School of Law, 1981

  • B.B.A., University of Texas at Austin, 1977

  • B.A., University of Texas at Austin, 1976

Clerkships

  • U.S.D.C., Western District of Texas

Bar Admissions

  • Texas

Recognitions
  • Best Lawyers in America, Corporate, 2018, 2019 and 2020.
Affiliations and Public Service
  • Member, CRE Finance Council.
  • Member, Legal Opinions Committee and Business Law and International Law sections, American Bar Association.
  • Regularly represented the KIPP Foundation on a pro bono basis, on credit enhancement transactions in support of KIPP school finance transactions.

Insights and Achievements

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