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We bring value to our clients in the following ways:

• International Joint Ventures and Alliances—We have participated in structuring and negotiating several of the airline industry’s largest joint ventures involving North American, Latin American, European and Asian carriers, as well as related commercial arrangements, including codeshares and frequent flyer participation arrangements. Our international airline alliance work includes the representation of the only major U.S. airline to have switched alliances, a transaction involving several dozen airlines worldwide.
• Regional/Mainline Industry Segment—Our lawyers have represented both mainline carriers and regional jet operators in virtually all aspects of the U.S. domestic regional carrier business, including capacity purchase and codeshare arrangements, as well as M&A, investment and restructuring activity in the segment.
• Investments—We have represented a major U.S. airline in connection with a wide range of investments in domestic and international airlines.
• Antitrust—We have participated in a wide range of airline merger cases, as well as offered ongoing counsel in antitrust regulation. This includes representing a major airline in two related antitrust matters alleging conspiracies by global distribution systems. The team also represented Hainan Airlines Group, a privately owned airline group based in Hainan, China, in its acquisition of 100 percent of the issued share capital in Avolon Holdings Limited, a lessor of wide-body aircraft.
• Environmental—The FAA selected Sidley to assist the Department of Justice in advising the FAA on environmental matters ranging from the $13 billion improvements at Chicago O’Hare to the realignment of airspace in the New York-New Jersey-Philadelphia region. We are also advising a major domestic and international carrier on the environmental concerns related to improvements it has proposed at several U.S. terminals.
• Finance—Our lawyers have represented clients in financing transactions involving most major U.S. airlines and many major non-U.S. airlines. In connection with aircraft and other transportation finance, we have represented rating agencies, debt and equity investors, liquidity providers, guarantors and lessees in conventional U.S. leveraged leases, cross-border transactions, refinancing transactions and transactions involving the securitization of aircraft lease receivables. This includes transactions involving the issuance of enhanced equipment trust certificates. The practice features lawyers with extensive experience in equipment financing transactions throughout Asia, North and South America, the Middle East, Africa and Europe.
• Government Investigations—We represent airline clients in federal and state investigations, civil litigation, criminal trials, enforcement actions, regulatory inquiries and internal investigations. This includes having represented a major transportation company in connection with grand jury investigations of price-fixing in the air cargo and freight forwarder industries.
• Real Estate—We have assisted airlines in the financing and development of airline passenger terminals and other significant airport infrastructure facilities at JFK Airport, LaGuardia Airport, in Puerto Rico and elsewhere.
• Tax—Our lawyers have assisted airlines in federal and state tax structuring for many of the financing, investment, M&A and real estate transactions referenced above, and have handled tax litigation for a major U.S. airline in connection with state tax matters in various jurisdictions.
• Governance and Executive Compensation—We have worked on a variety of corporate governance matters, including proxy fights and shareholder activist matters, for our airline clients. We also regularly counsel clients in this industry in disclosure and executive compensation matters.

We bring value to our clients in the following ways:

• Litigation—We represent rail clients in U.S. federal, state and appellate courts, and in administrative proceedings before the Surface Transportation Board (STB) and Department of Transportation (DOT). Over the last 30 years, our award-winning appellate lawyers have represented railroad interests more than 50 times before the United States Supreme Court. We have successfully defended our clients in high-stakes rate disputes before the STB, with hundreds of millions of dollars at issue. Our team assists with preemption litigation, rate disputes, class action lawsuits and antitrust litigation.
• Transactions—Transactions involving railroads and rail assets require careful consideration to ensure that proposed deals both achieve their business objectives and secure regulatory approval. Sidley has extensive experience advising parties contemplating, negotiating and structuring rail transactions. Our lawyers also represent railroads and other parties seeking regulatory approval to acquire rail assets, including in railway company acquisitions and bankruptcy proceedings.
• Administrative Proceedings and Regulatory Advice—We assist railroads with regulatory issues and represent railroads in significant rulemakings or investigations. We have provided rail clients with preemption advice, represented them before the DOT and STB in matters involving transporting crude oil by rail and the federal Positive Train Control safety mandate, and counseled them regarding investigations by the National Transportation Safety Board (NTSB).
• Environmental Counseling and Litigation—Sidley regularly advises railroads on their environmental obligations and represents railroads in proceedings seeking environmental approval and in federal court. Recent examples include advising clients in National Environmental Policy Act (NEPA) proceedings, in environmental litigation such as Clean Water Act suits, and in STB environmental proceedings.
• Tax Controversy—Sidley’s Tax Controversy practice provides thoughtful and experienced advocacy on behalf of the railroad industry in federal, state and local tax disputes nationwide. We represent our clients at all stages of the administrative process, from audit through administrative appeal and post-appeals mediation, and at every judicial level, from federal and state trial courts to the United States Supreme Court. With our lawyers representing the majority of Class I railroads operating in the U.S., we provide an in-depth understanding of complex tax matters affecting the railroad industry.

Recent representative logistic matters include advising on:

• An internal investigation involving allegations of improper payments to foreign government officials in East Africa
• A potential dispute between a leading provider of integrated logistics and the City of Rochelle, Illinois regarding the use of certain rail trackage in the vicinity of Rochelle
• Anti-corruption due diligence of an international courier delivery services company in connection with an acquisition
• Hong Kong and United States securities law for an investment holding company with respect to its private placement of U.S. dollar-denominated secured convertible bonds pursuant to Regulation S outside the United States
• A Department of Energy (DOE) grant for Natural Gas Truck Project, and grant funding provided by DOE, to a leading truck rental, fleet management and supply chain company
• Anti-corruption compliance counseling involving potential Foreign Corrupt Practices Act violations in Indonesia
• A U.S. Department of Justice (DOJ) environmental crimes investigation regarding a hanger at the Aguadilla Airport in Puerto Rico for an American multinational courier delivery services company
• A response to a DOJ demand for penalties and injunctive claim based on alleged Resource Conservation and Recovery Act violations
• The securitization of a rental truck fleet for an industry leader in management and supply chain solutions
• A claim for liquidation damages assessed against a client by U.S. Customs and Border Protection