Thomas Vandiver practices in various area of finance including public and municipal finance, banking, affordable housing, real estate law and corporate finance transactions. Tom is the head of Dentons' legacy US Public Finance practice and has more than 34 years of experience structuring and implementing tax-exempt bond and other finance transactions. He has also structured project financings involving energy tax credits, including photovoltaic/solar energy projects in which municipalities and school districts were the energy off takers. In the public finance area, Tom has served as bond counsel, underwriter's counsel, counsel to financial institutions as private placement investors and lenders, issuer's and borrower's counsel and counsel to credit enhancers and trustees in hundreds of financing transactions involving billions of dollars of tax-exempt and taxable bonds, notes and other obligations, as well as other conventional financings.
Tom also regularly counsels clients in connection with complex derivative transactions. These matters have provided financings for several hundred affordable housing projects throughout the country, for state and local governments, health care systems, senior living and retirement facilities, colleges, universities and private secondary schools, cultural institutions, manufacturing facilities, sports facilities, hotels and many other facilities, including for tribal borrowers. Tom is one of the leading lawyers in California for affordable housing transactions. In this area, he represents many of the major banks and financial institutions that provide financing and tax credit equity financing for these projects, having led his team through more than a hundred such projects in just the past three years. In addition, Tom regularly represents tax credit investors in Low Income Housing Tax Credit transactions and New Markets Tax Credit transactions. He has worked extensively on restructuring troubled financings, including restructuring of tax-exempt bonds. This experience has included a successful major restructuring of the financing and derivative contracts for a medical school and a university covering allied health services and nursing in South Central Los Angeles. Tom also led a team that had responsibility for the US$2 billion in bonds at airports around the US for United Airlines when Dentons represented the creditor's committee in that bankruptcy.
- Represented a major bank in structuring and closing more than 35 construction financings for affordable housing transactions in California in the past 18 months, including tax-exempt bonds, conventional loans, credit enhancements for Freddie Mac-backed public offerings and US Department of Housing and Urban Development financings. Each of these deals also included multiple layers of subordinated debt requiring implementation of Intercreditor and Subordination Agreements.
- Represented a nonprofit consortium lender originally formed under the sponsorship of the Federal Reserve Bank of San Francisco to facilitate and provide affordable housing financings for its member banks in Community Redevelopment Agency areas throughout the state of California. This has involved closing of more that 50 transactions providing permanent financing for affordable housing projects throughout California in the past 18 months.
- Represented a major bank through its community development division to provide tax credit equity for Low Income Housing Tax Credits in conjunction with an affordable housing project in the Koreatown area of Los Angeles.
- Represented a major health care system in the issuance of more than US$200 million of tax-exempt bonds financed through a bank private placement with multiple banks. Currently representing the same health care system in a new financing placed with four major banks, including interest rate swaps and totaling more than US$270 million as well as representing the same system in two syndicated revolving lines of credit totaling US$500 million.
- Represented a major Jesuit university in its bond financings and in connection with restructuring and replacing more than US$125 million in constant maturity interest rate swaps originally issued through Lehman Brothers.
Honors and Awards
- Selected for the Daily Journal’s Top 100 Lawyers in California for 2014
- Selected for inclusion in the 2012, 2013 and 2014 editions of The Best Lawyers in America in the practice area of Municipal Law
Activities and Affiliations
- Speaker, "Debt Financing for Affordable Housing 2012," Novagradic Affordable Housing Tax Credit Conference, New Orleans, May 2012.
- Speaker, "Current Trends in Venture Capital/Private Equity," SNR Denton daylong CLE program for in-house counsel, Los Angeles, January 2012.
- Speaker, "Debt Financing Strategies," Novagradic Affordable Housing: A Catalyst for Economic Growth Program, New Orleans, May 2011.
- Speaker, "Affordable Housing for Nonprofits," Annual Affordable Housing Tax Credit Conference, San Francisco, 2010.
- American Bar Association
- National Association of Bond Lawyers