James Waters concentrates his practice in representing financial institutions and borrowers in connection with the structuring, negotiation and documentation of domestic and international financing transactions and corporate restructurings and in providing general business advice to domestic and international enterprises. He has also served as a guest lecturer at SMU Dedman School of Law on NAFTA and related financial services regulations. Previously, Mr. Waters practiced law with a major New York law firm, and held a business position in the loan division of a financial institution with a national portfolio of debt, subordinated debt, and equity financings.
Mr. Waters' experience includes:
- Structuring and negotiating, on behalf of individual lenders and multi-jurisdictional bank syndicates, credit facilities to private equity funds, real estate development companies, and real estate investment trusts (REITs), and advising on related issues.
- Advising a leading Mexican railroad and freight operator in the negotiation and documentation of a $250 million commercial paper and term loan credit facility.
- Representing private equity funds, including hedge funds and venture capital funds, in connection with structuring, negotiating and documenting derivatives products and transactions.
- Advising a French financial institution in the provision (via its U.S. branch) of a credit facility to a Mexican petroleum enterprise, and negotiation and drafting of related documentation.
- Participation in advising a syndicate of domestic and foreign lenders in the enforcement of their rights with regard to an Argentine cable system operator under a $200 million note purchase agreement.
- Representing a major U.S. air carrier in the formation of its foreign operating branches in Europe, the Middle East, the Caribbean and Canada and advising the air carrier on registration, licensing and regulatory requirements in such jurisdictions, in connection with a $3.75 billion transaction.
- Providing legal counsel to investment management companies on a range of matters, including forming affiliated venture capital funds and advising on corporate governance and general business matters.
- Representing U.S. and foreign lenders as lead agents and arrangers in more than $15 billion of loans to opportunity funds, secured by the capital commitments of investors in the funds.
Civic Activities
- Board of Directors and Executive Committee, North Dallas Chamber of Commerce
- Board of Directors, World Affairs Council of Dallas/Fort Worth
- Counsel, Dallas Protocol Steering Committee
- Board of Trustees, Dallas Theater Center
Selected Representative Experience
Acted as General Counsel to Semiconductor Manufacturing Joint Venture
Advised in the formation and served as general counsel to a semiconductor manufacturing joint venture between Hitachi, Ltd. and Texas Instruments Incorporated.
$80 Million Total Return Swap - Mexican Industrial Company
Represented a leading French investment bank in an $80 million total return swap for a large Mexican industrial company, using the shares of an affiliate as the reference obligation, to enable the issuer to obtain access to capital based on the value of those shares without encumbering or liquidating them.
Derivatives Transactions
Represented private equity funds and hedge funds in structuring, negotiating, and documenting a wide range of derivatives transactions, including total return swaps, credit default swaps, interest rate swaps, foreign exchange swaps, and others.
Pemex Financing Projects
Advising a French bank on various financings with Pemex and PMI in transactions totaling more than a billion U.S. dollars.
Swaps and Other Derivative Transactions
Haynes and Boone has substantial experience in assisting clients who have swaps and other derivative transactions with failed or failing counterparties. Most recently it has assisted a major petrochemical manufacturer in assessing the applicability of the bankruptcy code derivative safe harbor provisions to various long term supply contracts with financially distressed petrochemical producers. Also, Haynes and Boone has assisted more that 20 swap and derivative counterparties in unwinding their ISDA based transactions with various U.S. and foreign affiliates of Lehman Brothers Holdings, Inc.
Online Publications
02/03/2009 -
Legislation Requiring Investment Fund Registration Introduced in the U.S. Senate
On January 29, 2009, Senators Chuck Grassley (R-Iowa) and Carl Levin (D-Michigan) introduced the Hedge Fund Transparency Act of 2009 (the “Act”) in the United States Senate with the stated purpose of imposing more extensive regulatory oversight of hedge funds. However, the bill is not limited to hedge funds; it generally would apply to, and dramatically impact, all private funds (including private equity and venture capital funds) that rely on an exemption from registration under Section 3(c)(1) or Section 3(c)(7) of the Investment Company Act of 1940, as amended (the “Company Act”).
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01/18/2006 -
Location for National Bank for Diversity Jurisdiction
On January 17, 2006, a unanimous United States Supreme Court held in Wachovia Bank, N.A. v. Schmidt that, for purposes of accessing federal courts under the current diversity jurisdiction statute, 28 U.S.C.§1348, a national bank is a citizen only of the state in which its main office, as set forth in its articles of association, is located.