PPIF Legal Services

The Department of the Treasury (Treasury) requires expertise and guidance in the development of equity and debt investment and co-investment programs pursuant to the Emergency Economic Stabilization Act of 2008 (EESA), including the preparation and review of legal documentation for such programs, the negotiation and closing of investment in one or more financial institutions, and the resolution of related matters in connection with EESA. This may include but is not limited to the Treasury's program for investing in Public Private Investment Funds (PPIF) pursuant to EESA. The following services may be required as set forth in individual task orders: 1. Development of equity and debt investment and co-investment programs pursuant to EESA, including the preparation and review of legal documentation for such programs, the negotiation and closing of investment in one or more financial institutions, and the resolution of related matters in connection with EESA. 2. Devising legal structures for PPIF funds, Treasury's investment in those funds, and the development of model term sheets; 3. Providing legal due diligence on applications from private asset managers for selection as PPIF fund managers and providing Treasury with the facts and legal analysis necessary to support selection of PPIF fund managers; 4. Drafting and negotiating fund-specific term sheets and operative documents relating to the funds and Treasury's investment in and loans to the funds; 5. Reviewing, commenting upon, and negotiating any documents drafted by or on behalf of other parties to the PPIF transactions (such as fund managers or investors); 6. Closing transactions with PPIF managers and other investors; and 7. Post-closing maintenance of individual PPIF structures, analysis of any legal issues with individual PPIF structures, drafting and negotiating amendments to the structures or documents pertaining to Treasury's investment in those structures, and analysis and execution of PPIF program changes in general. Work requirements will be defined in individual task orders. The Contractor will assist Treasury in responding to urgent economic circumstances, as such, task orders are expected to involve extremely short deadlines. If a task order is issued for the PPIF program, services shall include drafting and reviewing documentation for the PPIF program (including but not limited to term sheets and operative documents), negotiating and closing individual PPIF transactions, overseeing the PPIF program following closing, and drafting, executing, and amending individual PPIF transactions and documentation. As part of the PPIF program, Treasury plans to invest TARP funds alongside private capital to purchase legacy assets.