Randolph A. DelFranco practices in the areas of corporate, public and tribal finance, securities, mergers and acquisitions and investment management funds.
Mr. DelFranco has extensive experience in high-yield (Rule 144A) privately-placed debt offerings, IPO and secondary equity offerings, domestic and cross-border mergers and acquisitions, tender offers and other Securities Act and Exchange Act matters. He also is experienced in the formation of domestic and offshore investment management funds.
Mr. DelFranco has significant experience representing Indian tribes and investment banks in securities offerings to finance the development of entertainment and casino facilities and for "essential governmental purposes." Mr. DelFranco has worked on financings for tribes in New York, northern and southern California, New Mexico, Alabama and Minnesota, totaling approximately $3 billion. Mr. DelFranco assisted in obtaining one of the few positive private letter rulings from the IRS interpreting the essential governmental purpose test to allow a client to borrow $40 million on a tax-exempt basis for tribal infrastructure. Mr. DelFranco has lectured on numerous topics relating to Native American finance.
Mr. DelFranco has significant high-end public finance and public-private partnership (P3) experience having represented well-known issuers of tax-exempt bonds such as the Washington Public Power Supply System, the New York City Municipal Water Finance Authority, the New York State Housing Finance Agency, the New York State Thruway Authority and the City of Chicago. He also represented Orange County, California as special bond counsel during and after its bankruptcy. Mr. DelFranco has represented many of the major investment banks in New York, such as Merrill Lynch, Citigroup, Goldman Sachs, Bear Stearns, UBS Painewebber, and Lehman Brothers. As bond counsel and underwriters' counsel, he has worked on long-term bond financings totaling over $25,000,000,000.
Mr. DelFranco has been finance counsel with respect to numerous P3 transactions, such as the $730 million financing for the construction of the U.S. Patent & Trademark headquarters in Alexandria, Va.; the $450 million financing for new military housing at Fort Benning in Georgia; and the sale for $850 million of the New York Power Authority's nuclear power plants to a private owner.
Mr. DelFranco has lectured on a variety of finance and securities law topics such as the securities law aspects of the use of the Internet, Regulation FD and corporate governance matters, including the Sarbanes-Oxley Act.