Edwin E. Smith

Bio:

Edwin Smith concentrates his practice in commercial law, debt financings, structured financings, workouts, bankruptcies, and international transactions. He is particularly knowledgeable on commercial law and insolvency matters, both domestic and cross-border. His representations have included those in major bankruptcies including Refco, Lehman, and the City of Detroit. He often advises financial institutions on documentation and risk management issues.
Ed advises creditors and counter-parties on commercial and insolvency risks in sales, leasing, financing, investment securities, and derivatives transactions and has represented parties in major insolvencies. He has been a guest speaker for bar and trade organizations including ALI-CLE, the American Bar Association, the American Bankruptcy Institute, the International Insolvency Institute, the Association of Commercial Finance Attorneys, the Boston Hedge Fund Group, the Commercial Finance Association, the National Conference of Bankruptcy Judges, the Equipment Leasing Association, the Practicing Law Institute, the Risk Management Association, and various local bar associations. Having actively participated as a Uniform Law Commissioner in the drafting of a number of the recent revisions to the Uniform Commercial Code (UCC), Chambers USA noted he “probably knows as much about UCC as anybody in the country.”
SELECTED REPRESENTATIONS
Note: This list includes engagements completed prior to joining Morgan Lewis.
Public
Counsel to UBS AG in the Chapter 9 bankruptcy of the City of Detroit
Counsel to Cantor Fitzgerald & Co. in the Chapter 11 of The Sand Spring Funds
Counsel to various creditors of Lehman Brothers Holdings Inc. and its subsidiaries
Counsel to senior secured lenders of Muzak Inc.
Counsel to major contractor in U.S. Shipping Partners L.P.
Counsel to Chapter 11 plan administrators for Refco Inc. and its subsidiaries
Counsel to Chapter 11 trustee of Refco Capital Markets Ltd.
Counsel for prepetition and postpetition bank syndication agents in Omni Facility Services Inc.
Counsel for prepetition and postpetition bank syndication agents in NationsRent Inc.
Counsel for prepetition and postpetition bank syndication agent in Freedom Forge Corporation
Counsel for leveraged lease investor in Covanta Energy Inc.
Counsel to prepetition agent in Allied Digital Inc.
Counsel for prepetition and postpetition bank syndication co-agent in HVIDE Marine Inc.
Counsel for prepetition, postpetition and exit bank syndication agent in Lamonts Apparels Inc.
Counsel for prepetition syndication agent in Search Capital Corporation
Private
Counsel to private placement noteholders on workout of notes issued by a major finance company
Counsel to various noteholders in financially distressed structured investment vehicles
Counsel to major money center bank on syndicated secured loan to a large hedge fund
Counsel to international custodian on custody arrangements for various mutual and hedge funds, including funds of funds
Counsel for bank syndication agents syndicate members and holders of derivative obligation in numerous out-of-court debt restructurings
Counsel for domestic and foreign trade receivables securitization conduit
Counsel for issuer in cross-border synthetic securitization
Counsel for energy project lender and investor
Counsel to leading insurer of UCC security interests
Adviser to leading financial institutions on strategic and compliance issues in the areas of equipment leasing, payment systems, trade finance, securities custody arrangements secured transactions and derivatives
Adviser to numerous hedge funds on securities custody arrangements
AWARDS AND AFFILIATIONS
INSOL International
Uniform Law Commissioner, Commonwealth of Massachusetts (Life Member)
Chair, Drafting Committee to Amend the Uniform Fraudulent Transfer Act
Chair, Joint Review Committee for the 2010 amendment to Article 9 of the Uniform Commercial Code
Drafting Committees for the 1995 revisions of Article 5 (letters of credit) and the 1999 revisions of Article 9 (secured transactions) of the Uniform Commercial Code
Chair, Drafting Committee for 2002 amendments to Articles 3 (negotiable instruments) and 4 (bank deposits and collections) of the Uniform Commercial Code
Drafting Committee for the Uniform Certificate of Title Act, the Uniform Assignment of Rents Act and the Revised Uniform Liability Company Act
Past Chair, Uniform Commercial Code Committee of the Business Law Section of the American Bar Association
Permanent Editorial Board of the Uniform Commercial Code
U.S. Delegate to United Nations Commission on International Trade Law (UNCITRAL) working groups on international receivables financing and secured transactions guide
American Law Institute (Life Member)
National Bankruptcy Conference
Past President, American College of Commercial Finance Lawyers
Board Member, American College of Bankruptcy
International Insolvency Institute
Faculty Lecturer, Secured Transactions, Northeastern University Law School
Teaching Faculty, Morin Center for Banking Law Studies at Boston University Law School; courses include Secured Transactions, Transnational Lending and Trade Finance
Faculty Lecturer, Secured Transactions, Suffolk Law School
Faculty Lecturer, Secured Transactions, Harvard Law School
Boston Bar Association
Massachusetts Bar Association
New York Bar Association
Best Lawyers, Lawyer of the Year, Bankruptcy and Creditor Debtor Rights/Insolvency and Reorganization, Boston (2014)
Best Lawyers, Banking and Finance Law; Bankruptcy and Creditor Debtor Rights/Insolvency and Reorganization, Corporate, and Equipment Finance Law (2014–2015, 2017)
Best Lawyers, Banking Law, Bankruptcy and Creditor-Debtor Rights Law, Corporate Law, and Equipment Finance Law (1998–2012)
Best Lawyers, Lawyer of the Year, Corporate Law, Boston (2012)
Best Lawyers, Lawyer of the Year, Banking and Finance Law, Boston (2013)
Achievement Award jointly given by the Boston Bar Association, the Massachusetts Bar Association and the Uniform Law Foundation (2013)
Chambers 100 USA 2013 Shortlist, Banking & Finance
Chambers USA, Banking and Finance and Bankruptcy/Restructuring, (2005, 2007, 2009–2016)
Chambers Global, Banking and Finance (2006, 2010–2016)
Chambers USA, Star Individual, Banking and Finance, Massachusetts (2012–2016)
Homer Kripke Achievement Award by the American College of Commercial Finance Lawyers (2012)
Who’s Who Legal: The International Who’s Who of Banking Lawyers (2012)
Expert Guides: Guide to the World’s Leading Banking Lawyers, Leading Expert, United States (2009)
Excellence Award from the Uniform Commercial Code Committee of the Business Law Section of the American Bar Association (2009)
Super Lawyers, Massachusetts (2004–2007)
Lawdragon 3000, Leading Lawyers in America (2006)
Recognized in Who’s Who Legal (2016)
Listed, The Legal 500 US (2016)
ADMISSIONS
Massachusetts
New York
Registered Foreign Lawyer in England and Wales
Massachusetts Supreme Judicial Court
US District Court for the District of Massachusetts
EDUCATION
Harvard Law School, 1974, Juris Doctor
Yale University, 1968, Bachelor of Arts
SERVICES
Bankruptcy & Restructuring