Automobile Investment Legal Services

The Department of the Treasury (Treasury) requires expert legal services in support of loans, equity investments, and/or other direct or indirect investments related to the auto industry for programs instituted pursuant to the Emergency Economic Stabilization Act of 2008 (EESA). Under the contract, the contractor(s) may be tasked with providing expert advice and guidance with respect to loans, equity investments, and other direct or indirect investments in various auto industry participants; developing legal documentation with respect to loans, equity investments, and other direct or indirect investments related to the auto industry; negotiating relevant transactions; and performing related legal services within the general contract scope. The auto industry is comprised of manufacturers, suppliers, dealerships and related entities.



All legal documentation shall conform with the EESA and related regulations, Treasury policy, and best practices. Specific work requirements will be defined in individual task orders. Because the Contractor will assist Treasury in responding to urgent economic circumstances, task orders are expected to involve extremely short deadlines.



Treasury anticipates that tasks in several of the following areas will be awarded under this contract:



Area 1. Debtor-in-Possession (DIP) Facility Structuring. The Contractor may be tasked to provide expertise and guidance in the formulation of a DIP facility structure and to draft related legal documentation for direct or indirect financing of distressed auto industry participants, including DIP financing.



Area 2. DIP Loan Closings. The Contractor may be tasked to negotiate DIP loan transactions to to auto industry participants using existing form documentation, and to conduct the closing of such transactions.



Area 3. Financing and Restructuring Transactions. The Contractor may be tasked to negotiate loans or other financing of auto industry participants, including amending or otherwise modifying existing loans to such parties by the Treasury. The Contractor may be tasked to provide expertise and guidance in the restructuring of loan agreements, including drafting forbearance agreements and other restructuring documentation. Contractors should have expertise in secured lending facilities, including facilities involving international collateral.



Area 4. DIP Financing Transactions. The Contractor may be tasked to structure, negotiate and close large, complex DIP loans to auto industry participants.



Area 5. Asset-Backed Financing. The Contractor may be tasked to provide expertise and guidance in the formulation of financing facilities involving the purchase and sale of, or addition of credit enhancement to, asset-backed securities. The Contractor also may be tasked to negotiate the transactions with auto industry participants, and conduct the closing of such transactions.



Area 6. Other Transactions. The Contractor may be tasked to provide expertise and guidance in the formulation of loans, equity investments, other direct investments and other credit support relating to the auto industry participants. The Contractor would provide expertise and guidance in developing the form, structure, terms and conditions of such documentation. The Contractor also may be tasked to negotiate the transactions, and conduct the closing of such transactions.



Area 7. Claims and Bankruptcy Advice. The Contractor may be tasked to advise Treasury in connection with bankruptcy issues, including analysis of assignments and claims relating to loans to or investments in auto industry participants. The Contractor also may be tasked to analyze assignments, sales and claims relating to such transactions.



Area 8. Disposition of Assets. The Contractor may be tasked to advise Treasury in connection with disposition of assets in connection with Treasurys loans and investments relating to auto industry participants. The Contractor also may be tasked to negotiate the transactions relating to the disposition of such assets, and conduct the closing of such transactions.



Other Areas. Treasury may also issue other task orders within the general scope of this contract. The specific services to be performed by the Contractor will be defined in individual task orders.