Duane Morris LLP - Case Study - Local Benefits, Global Reach

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University of San Diego Benefits from Duane Morris' Local Counsel, National Reach

Copeland Connects USD with Duane Morris' Resources Across the Country

The University of San Diego (USD), a large private university with more than 700 faculty members and more than 7,000 undergraduate, graduate and law students, needed new outside counsel. As USD began its search, Robert Copeland, who counted USD as a longtime client, joined Duane Morris, the full-service law firm with more than 650 attorneys and offices throughout the country and in London.

Although Duane Morris has offices in San Diego, San Francisco and Los Angeles, USD was concerned that working with a large, international law firm would be a challenge, compared with the university's former, regional firm.

After an exhaustive search, USD selected Duane Morris as its new outside counsel, at which point USD asked Duane Morris for assistance in preparing a $93 million tax-exempt bond to fund key capital improvement projects. This proved to be USD's first experience with Duane Morris' ability to seamlessly blend local and national resources and provide responsive service.

Copeland, a corporate attorney in Duane Morris' San Diego office, worked closely with USD's Paul E. Bissonnette, the vice president for finance and administration, and Kelly Capen Douglas, the university's general counsel. Having served USD for the previous 11 years, Copeland understood the needs of the university and the importance of the funding to the university's growth and future.

To raise the capital, USD needed creative counsel and meticulous coordination of the complex bond issue process. With numerous parties involved, the success of the bond issue depended not only on timing, but on Duane Morris' ability to guide the process effectively and efficiently.

In Duane Morris' Philadelphia office, Dianne Meyer, chair of the firm's Commercial Finance Practice, and Bob Archie, Jr., a skilled and experienced finance partner, worked through the bond financing process to ensure the bond documents complied with USD's charter and bylaws, as well as with the requirements of the state of California and the Internal Revenue Service. The Duane Morris team, in collaboration with the participating investment banks, helped create an innovative, variable-to-fixed interest rate swap structure that allowed USD to lock in a 40-year interest rate of 3.466 percent. Duane Morris kept USD's level of debt service relatively unchanged by wrapping a previous bond issue in the new bonds and through self-liquidating projects. Through careful planning, USD was able to maintain its good credit rating from Moody's. USD further enhanced the transaction with a letter of credit and achieved an "Aaa" rating for the 2005 bond issue, making the offer more attractive to investors while lowering the cost of capital for USD.

Throughout the complicated bond issue, Duane Morris attorneys delivered responsive service and counsel despite the geographic distances. The bond issue was successful, closing quickly and selling out within hours. The funds raised allowed USD to begin three major campus construction projects to meet the needs of the growing university.

Duane Morris has also assisted with a number of real estate issues. Julie Mebane, a Real Estate partner in the San Diego office, handled a variety of matters, including reviewing and renegotiating contracts for student housing, athletic facilities and telecommunications equipment.

Additionally, Duane Morris attorneys from Houston, New York, Philadelphia, San Diego and San Francisco address the wide range of legal issues the university encounters on a daily basis.

Intellectual Property partners Daniel Minteer of San Diego and Richard Redano of Houston and attorneys from Duane Morris' New York office have counseled USD on copyright, trademark and patent law, including the drafting and filing of a patent application in the electrochemical arts. The attorneys have also advised USD on fair use issues for classroom materials used by instructors. In intellectual property-related litigation, Duane Morris is handling a copyright infringement claim brought by a former USD employee.

In Philadelphia, partner W. Michael Gradisek and the Employee Benefits and Executive Compensation Group have advised on all aspects of the tax qualified status of USD's IRS Section 403(b) plans. In addition, Duane Morris has provided counsel to USD's Human Resources Department and the General Counsel's office on the university's fiduciary obligation in the selection of investment managers and service providers for the 403(b) plans.

For all of the university's diverse and changing needs, including multimillion-dollar finance, real estate, intellectual property and employment issues, USD simply draws on its strong relationship with Copeland to access the full range of Duane Morris' local and national resources.

"I was pleased with the level of responsiveness, which is critical. Timing is crucial in the bond market. There are many different parties with different needs and perspectives - the banks, the underwriter, the rating agencies, the bond counsel, the university - and everyone has to pull together and work cooperatively to have a successful offering. I've seen situations where law firms are not as responsive as they should have been, and the client loses due to changing market conditions. That didn't happen with Duane Morris." - Paul E. Bissonnette, Vice President for Finance and Administration, USD

"We value the relationship with Duane Morris. We've got a good, responsive team, one that's providing us with the legal services we need. The relationship enables all of us to provide the university with proactive legal counsel and excellent service." - Kelly Capen Douglas, General Counsel, USD