William E. Hiller

Partner

New York
Willkie Farr & Gallagher LLP
787 Seventh Avenue
New York, NY 10019-6099
T 212 728 8228
F 212 728 9228
whillerwillkie.com

William E. Hiller is a partner in the Corporate and Financial Services Department and Co-Chair of the firm's Finance Practice Group. William focuses on banking and institutional finance. He represents borrowers, issuers and lenders in a wide array of financings, including bridge financings, asset-based lending, high-yield bonds, project financing, acquisition financing, sidecar financing, debtor-in-possession financing, equipment financing, industrial development bonds, telecom financing, mutual fund financing, subscription financing, staple financing, floor plan financing and workouts.

Chambers USA 2016 ranks William nationally among the leading individuals practicing in the area of Banking & Finance. William is also recognized in the 2016 edition of The Best Lawyers in America for Banking and Finance. He was named one of Finance Monthly’s “Dealmakers of the Year” in 2014 for his work on Level 3’s $1 billion private bond offering, and in 2012 for work on the Knoll Inc $450 million multicurrency credit facility.  He was also named as a "Recommended Lawyer" in New York in the 2006/2007, 2007/2008, 2009/2010 and 2011/2012 PLC Finance: Secured Lending Handbook. Additionally, William has been consistently recognized by Best Lawyers in America in the areas of Banking and Finance. 

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Highlights

William E. Hiller is a partner in the Corporate and Financial Services Department and Co-Chair of the firm's Finance Practice Group. William focuses on banking and institutional finance. He represents borrowers, issuers and lenders in a wide array of financings, including bridge financings, asset-based lending, high-yield bonds, project financing, acquisition financing, sidecar financing, debtor-in-possession financing, equipment financing, industrial development bonds, telecom financing, mutual fund financing, subscription financing, staple financing, floor plan financing and workouts.

Selected Significant Matters

William has done bridge and acquisition financings for:

  • Teva Pharmaceutical Industries Ltd. in its $33.75 billion acquisition financing commitment in support of its acquisition of Allergan’s Generic Pharmaceuticals business (comprising $27 billion in loans under a senior unsecured Bridge Loan Credit Facility and $6.75 billion in loans under an Equity Bridge Loan Credit Facility)
  • Counsel to Fidelity National Information Services, Inc. in connection with its $6.9 billion bridge loan commitment to finance its acquisition of SunGard
  • Platinum Equity Capital Partners III, L.P. in connection with its acquisition of the third-party logistics business of Caterpillar, Inc.
  • The Bank of Nova Scotia
  • The lead arranger in connection with a $1.67 billion bridge commitment to Host Marriott, L.P. with respect to its acquisition of 38 hotels from Starwood Hotels and Resorts
  • Telcordia Technologies, Inc. in connection with its staple financing commitment for a first lien and second lien bridge facility
  • Level 3 Communications, Inc. in connection with $1.750 billion senior secured and senior unsecured bridge facility to finance its acquisition of Global Crossing Limited
  • Teva Pharmaceuticals Industries in connection with its $1 billion acquisition facility with respect to its acquisition of Taiyo Pharmaceutical Industry Co., Ltd. and its $3.5 billion bridge loan agreements with respect to its acquisition of Cephalon, Inc.
  • Aberdeen Asia-Pacific Income Fund, Inc. in connection with its $600 million revolving credit facility and its $200 million term loan facility
  • An individual’s $25 million unsecured loan to a national museum
  • An equity sponsor in connection with a  $7.1 billion financing for its previously proposed acquisition of Penn National Gaming
  • Loral Space & Communications, Inc. and other sponsors in connection with the approximately $3 billion financing for the acquisition of Telesat Canada
  • An equity sponsor including in connection with a $1 billion credit facility to finance the acquisition of various hotel casinos by Resorts International Holdings, LLC, a $700 million credit facility to finance the acquisition of Fairmont, Raffles and Swissotel hotels and a $3.765 billion credit facility to finance the acquisition of the Fairmont Hotel chain

In addition, William has acted as counsel to:

  • Portfolio companies of Warburg Pincus Equity Partners, L.P. and affiliates (including a $670 million credit facility in connection with the acquisition of a company providing fixed, mobile and broadband communications software and services, a $400 million credit facility in connection with the acquisition of a supplier of highly engineered aircraft components and a credit facility of approximately $500 million in connection with the acquisition of a worldwide developer, manufacturer and marketer of highly specialized polymer-based membranes used in separation and filtration processes)
  • Ryerson Inc. in connection with the issuance of its $600 million aggregate principal amount of 9% Senior Secured Notes due 2017 under Rule 144A
  • Broadview Networks, Inc. in connection with its $25 million debtor-in-possession financing
  • Level 3 Communications, Inc. in connection with substantially all of its bond and bank financings, including its $1.2 billion Tranche B II 2019 Secured Loans
  • the majority lenders in connection with the restructuring of the credit facility of Kerzner International Limited
  • Knoll, Inc. and its subsidiaries in its $450 million amended and restated secured multicurrency credit facility
  • Bank of America, N.A., as administrative agent, in connection with the $1 billion revolving credit facility provided to Host Hotels & Resorts, L.P.
  • Ventas Realty L.P. in connection with its $2 billion revolving credit facility
  • Cushman & Wakefield Inc. in its $500 million secured multicurrency revolving credit and term loan facility
  • Teva Pharmaceutical Industries in connection with its $2.5 billion syndicated credit facility and its subsequent five-year, $3 billion unsecured revolving credit facility
  • Iron Bow Technologies LLC in connection with its revolving credit and floor plan financing
  • EchoStar Corporation in connection with its $75 million debtor-in-possession financing for TerreStar Networks, Inc.
  • various hedge funds in connection with their loans to (and bond investments in) various entities, including Capmark Financial Group
  • an information services provider in connection with its multi-billion dollar credit facility
  • an investor in connection with the proposed $485 million chapter 11 exit facility for three Atlantic City, New Jersey casino-hotels
  • a specialized pharmaceutical company (dermatology) in connection with its $750 million revolving credit and first lien and second lien term loan facilities
  • a medical technology company in connection with its $10 million debtor-in-possession financing facility, $150 million chapter 11 exit term loan facility and $25 million chapter 11 exit revolving credit facility
  • a Mexico bank in connection with its $75 million secured line of credit to a drilling company
  • a Bermuda reinsurance company in connection with its $195 million secured revolving and term loan agreement
  • various mutual funds in connection with their secured and unsecured financings, including subscription financings, from various lenders, including Goldman Sachs Bank, State Street Bank and JPMorgan Chase Bank, N.A.
  • a movie production company in connection with the restructuring of its indebtedness to third parties (including a securitization vehicle)
  • New York art galleries in connection with their credit facilities
  • a New York bank in connection with various letter of credit facilities
  • a New York bank, as administrative agent,  in connection with its multicurrency credit facility provided to an international hospitality company
  • a leading healthcare real estate investment trust in connection with its $150 million credit facility
  • a provider of treasury, FX trade processing and other back office operations in connection with its multicurrency revolving credit and term loan credit facility
  • a telecommunications company in connection with its $950 million undersea cable project financing

William’s experience also includes exit financings, covenant light transactions, high yield bond offerings, first lien/second lien financings and letters of credit facilities.

Prior Experience

Prior to joining Willkie, Mr. Hiller was associated with another Wall Street law firm, focusing on secured and unsecured commercial lending and leveraged lease transactions.

Selected Professional and Business Activities

William was selected to serve on Law360’s Banking Editorial Advisory Board.  He is a member of the Banking Law Committee of the New York State Bar Association and the Uniform Commercial Code Subcommittee and Commercial Financial Services Subcommittee of the Section of Business Law of the American Bar Association.  He is also a member of the Association of the Bar of the City of New York. 

Selected Publications and Lectures

William’s publications include "Effect of Payoff Letter’s Termination Provisions on a Credit Agreement’s Waiver of Damages" (Firm Client Memorandum, January 22, 2016); “Delaware Chancery Court Guides Interpretation of Typical Indenture Change of Control Provision” (Firm Client Memorandum, December 21, 2015); “Legislation Effective in New York to Combat Paper Terrorism” (The Practical Lawyer, April 2014, pp 49-51), "The Unauthorized Filing of a Uniform Commercial Code Termination Statement Has No Legal Effect" (Firm Client Memorandum, March 14, 2013), "In re Miller: Recent Case Highlights the Difficulty of Perfecting Security Interests Against Individuals under Article 9 of the UCC" (Firm Client Memorandum, October 24, 2012); "Bank Regulatory Agencies Issue Proposed Joint Guidance on Leveraged Lending" (Firm Client Memorandum, April 3, 2012); "Effects Of Roswell V. Alternative Construction" (Bankruptcy Law360, Finance Law360, April 14, 2011); "Creditors Beware: Lessons from Recent Court Decisions" (Practical Law The Journal, September 2010, pp 66-79); "The New Normal in Acquisition Finance Commitments," (Bankruptcy Law360, Finance Law360, August 27, 2010); "Liability of Private Equity Fund Portfolio Company for ERISA Liabilities of Other Portfolio Companies" (Commercial Lending Review, May-June 2008); "Credit Agreement Pricing Grids: Dealing with Borrower Computation Errors" (Commercial Lending Review, September-October 2006; "Interpreting Ambiguities in Loan Agreements" (Commercial Lending Review, March 2004); "What Lenders Need to Know About Unfunded Pension Liabilities" (Commercial Lending Review, May 2003; "Cut Legal Fees Now: Action Steps for Lenders" (Commercial Lending Review, Winter 1996-1997); "Simplify Your Loan Agreement to Earn Your Borrower's Good Will" (Commercial Lending Review, Spring 1999); "High Yield Bond Primer" (Banking Law Journal, October 1998); "The Achilles Heel of Secured Lending" (American Banker, 1996); "Case 99-4: Tripped Up by Trademark Collateral" (Commercial Lending Review, Winter 1999); "Case 00-4: A Vote to Die For" (Commercial Lending Review, Winter 2000-2001); "Case 01-4: Beware the Wrath of Old Article 9" (Commercial Lending Review, Fall 2001); and "Waging the Workout War: A Short List of Commandments" (Commercial Lending Review, Fall 2002).