Financial Services

The Gibbons Financial Services Team comprises transactional, regulatory, and litigation attorneys providing representation to clients involved in a broad spectrum of financial services matters. Our Financial Services Team leverages keen financial services industry insight to provide exceptional, high-level service in a broad range of litigations, corporate transactions, regulatory counseling, and criminal, regulatory, and internal investigations.

Integration of Firm Resources: Several of the firm’s broader departments regularly lend their assistance in financial services matters; for example:

- The Financial Restructuring & Creditors’ Rights Group frequently works with the Financial Services Team to provide counseling regarding the insolvency risks and/or benefits to the proposed course of action.

- The firm’s Tax Team works closely with the Financial Services Team to analyze the tax aspects of various finance transactions and, particularly, equipment finance and leasing transactions and commercial real estate finance structures.

- The Commercial & Criminal Litigation Group represents financial services clients, such as banks, broker-dealers, investment managers, private equity funds, hedge funds, insurance companies, savings banks, savings and loans, and mortgage banking companies, as well as directors and officers of such financial institutions, with respect to regulatory matters, employment issues, and the defense of claims against them by regulators or shareholders.

- The Gibbons Criminal Defense Team navigates the complex legal and financial issues that arise in connection with criminal, internal, and regulatory investigations of financial services firms and represents clients in connection with proceedings before the Securities & Exchange Commission (SEC), Financial Industry Regulatory Authority (FINRA), various United States Attorneys offices, regional stock exchanges, and state attorney general offices, as well as related criminal, civil, and administrative actions in federal and state courts and arbitration proceedings.

- Our Government & Regulatory Affairs attorneys regularly lend their experience in governmental relations by advocating before government officials on behalf of their clients’ business issues.

- The Transactional Real Estate Team becomes involved in any financial transaction involving a real property component, and the Environmental Group is called on whenever the applicability of any federal or state environmental law is at issue.

- The Financial Services Team works in concert with the Intellectual Property Group to advise our lender clients on the appropriate measures to take to both perfect and enhance the lender’s ability to realize on its security interests in trademarks, copyrights, patents, licenses, and other intellectual property rights.

- The Gibbons Corporate Group advises clients in the financial services sector, including banks, broker-dealers, investment managers, private equity funds, hedge funds, credit raters, and others, on securities and commodities laws and regulations, compliance matters, and regulatory investigations and proceedings. We serve as counsel and “special counsel” in internal investigations, government proceedings, and other matters before the U.S. Department of Justice (DOJ), SEC, FINRA, Commodity Futures Trading Commission (CFTC), National Futures Association (NFA), NASDAQ, and state attorneys general. We also counsel financial services clients on federal and state securities and commodities law disclosure and compliance, including periodic reporting and filings, insider trading compliance, the Sarbanes-Oxley Act of 2002, Dodd-Frank Act, JOBS Act, and public disclosure obligations.

Areas of Focus

Transactional lawyers in the firm have worked on an extensive array of financing transactions in the United States and internationally, including the following types of matters:

- Secured and unsecured commercial loans, including general working capital facilities, commercial and standby letter of credit facilities, and asset-based financings

- Factoring arrangements and securitizations

- Acquisition and leveraged buyout financings

- Commercial real estate financings, including construction loans

- Debtor-in-possession financings, loan restructuring, and workout transactions

- Project financings in the utility, alternative energy and telecommunications industries

- Direct and indirect leveraged lease financings, including cross-border leases, sale-leasebacks and lease-leasebacks

- Syndications and participations in multi-lender financings (representing agents, participants, and borrowers)

- Derivative instruments and asset and interest rate swap transactions
Many of our financial services transaction lawyers also have extensive experience in mergers and acquisitions, corporate finance (through the public and private offering of debt and equity securities), and the structuring of domestic and offshore investment vehicles and joint ventures. Accordingly, our knowledge of the mechanics of an overall transaction brings added value to our clients and facilitates transaction documentation, negotiation, and execution. Transactional lawyers in the firm have represented domestic and foreign banks and financial institutions, insurance companies, mezzanine lenders, and other institutional lenders and investors in financial services transaction matters.

Our financial services litigation practice covers the full range of institutional lenders’ litigation issues, including prosecution of the traditional lender remedies, defense of lender liability claims, creditor representation in diverse state and federal insolvency proceedings, prosecution and defense of restrictive covenant and trade secret litigation, and it covers as well the spectrum of securities claims, including claims arising from FINRA arbitration claims and the RMBS and CDO markets. The firm’s employment and commercial litigators have wide experience in the following areas:

- Mortgage foreclosures and related security interests, including obtaining the appointment of receivers to gain control of the business operations of defaulted borrowers, preserve collateral value, and obtain possession of income-producing real property in both recourse and non-recourse real estate and asset-based loans

- Replevin of personal property collateral, including the attendant remedy of obtaining a temporary or preliminary injunction to ensure that defaulted debtors cannot waste or dispose of collateral pending final judgment

- Defense of lender liability claims and counterclaims

- Prejudgment remedies, including attachments to restrain borrowers’ removal of assets from the jurisdiction and applications for the appointment of statutory receivers for insolvent borrowers

- Post-foreclosure collection remedies designed to expedite the liquidation of collateral, including the sale of foreclosure judgments, private sales, factored accounts receivable collection, and the like

- Protection of secured creditors’ rights in federal and state insolvency proceedings, including litigation of cash collateral disputes, plan confirmation issues, claims objections, and relief from stay motions in federal bankruptcy cases, and the prosecution of similar creditor remedies in state insolvency laws proceedings

- Defense of corporate issuers of CDOs against claims of fraud and breach of indenture agreements

- Defense of financial services companies against claims of violations of the Truth in Lending Act, Telephone Consumer Protection Act, and Fair Debt Collections Practices Act

- Protection of trade secrets in state and federal preliminary injunctive matters

- FINRA arbitrations involving employment, suitability, and other claims

- Regulatory litigation before DOJ, SEC, CFTC, FINRA, NFA, NASDAQ, and various states’ agencies

- Prosecution of mortgage fraud claims

- Defense of consumer finance claims

- Protection of financial institutions’ interests in tax lien foreclosure claims

- Pursuit of financial institutions’ interests in title insurer liquidation proceedings

- Defense of discrimination and harassment claims brought against financial services companies

- Wage and hour litigation
Litigation audits and counseling

Gibbons has represented major local and regional banks and other financial institutions, including insurance companies, international banks, private corporations, and federal agencies including the FHLMC (Freddie Mac) and FNMC (Fannie Mae), as well as the Farm Credit Administration and the National Credit Union Administration, in financial litigation matters, and has dealt with such diverse properties as multifamily residential buildings, co-operative apartment properties, shopping centers, nursing homes, commercial offices, industrial facilities, and real estate development projects.

Gibbons litigators regularly practice in the state and federal courts of New Jersey, Delaware, New York, and Pennsylvania, but many have handled litigation matters in numerous other jurisdictions.