REPRESENTATIVE TRANSACTIONS

I. BOND AND OTHER SECURITIES FINANCINGS

– $1,800,450,000 Puerto Rico Aqueduct and Sewer Authority Bonds, Series 2012A (Senior Lien), and $295,245,000 Puerto Rico Aqueduct and Sewer Authority Bonds, Series 2012B (Senior Lien), February 29, 2012 (Issuer’s Counsel)

– $101,035,000 Puerto Rico Industrial, Tourist, Educational, Medical and Environmental Control Facilities Financing Authority Hospital Revenue and Refunding Bonds, Series 2011A (Hospital Auxilio Mutuo Obligated Group Project), and $11,590,000 Puerto Rico Industrial, Tourist, Educational, Medical and Environmental Control Facilities Financing Authority Hospital Revenue and Refunding Bonds, Series 2011B (Hospital Auxilio Mutuo Obligated Group Project), July 7, 2011 (Issuer’s Counsel)

– $1,316,204,456 Puerto Rico Aqueduct and Sewer Authority Bonds, 2008 Series A (Senior Lien), and $22,445,000 Puerto Rico Aqueduct and Sewer Authority Bonds, 2008 Series B (Senior Lien), March 18, 2008 (Issuer’s Counsel)

– $159,055,000 Puerto Rico Aqueduct and Sewer Authority Bonds Revenue Refunding Bonds, 2008 Series A (Guaranteed by the Commonwealth of Puerto Rico), and $125,700,000 Puerto Rico Aqueduct and Sewer Authority Bonds Revenue Refunding Bonds, 2008 Series B (Guaranteed by the Commonwealth of Puerto Rico), March 18, 2008 (Issuer’s Counsel)

– $850,000,000 Puerto Rico Aqueduct and Sewer Authority Bond Anticipation Notes, Series 2007B, May 30, 2007 (Issuer’s Counsel)

– $7,600,000 Puerto Rico Industrial, Tourist, Educational, Medical and Environmental Control Facilities Financing Authority Doral Financial Center Project, November 1, 2002 (Bond Counsel)

– $5,000,000 Puerto Rico Industrial Development Company Preferred Stock Investment in Vectron, Inc., December 2001 (Investor’s Counsel)

– $19,000,000 Puerto Rico Industrial, Tourist, Educational, Medical and Environmental Control Facilities Financing Authority The Hampton Inn & Suites Project, October 31, 2000 (Bond Counsel)

– $30,000,000 Puerto Rico Industrial, Tourist, Educational, Medical and Environmental Control Facilities Financing Authority Palmas del Mar Country Club Project, October 26, 2000 (Bond Counsel)

– $18,000,000 Puerto Rico Industrial, Tourist, Educational, Medical and Environmental Control Facilities Financing Authority Coco Beach Golf & Country Club Project, September 28, 2000 (Underwriter’s Counsel)

– $68,290,000 Puerto Rico Industrial, Tourist, Educational, Medical and Environmental Control Facilities Financing Authority Paradisus Coco Beach Resort Project, September 28, 2000 (Underwriter’s Counsel)

– $38,400,000.00 Puerto Rico Industrial, Tourist, Educational, Medical and Environmental Control Facilities Financing Authority Embassy Suites Hotel & Casino – San Juan Project), March 15, 2000 (Bond Counsel)

– $75,330,000.00 Puerto Rico Industrial, Tourist, Educational, Medical and Environmental Control Facilities Financing Authority Cayo Largo Inter-Continental Beach Resort Project, September 28, 1999 (Bond Counsel)

– $200,003,601.20 Puerto Rico Industrial, Tourist, Educational, Medical and Environmental Control Facilities Financing Authority Plaza Las Américas Project March 24, 1999 (Borrower’s Counsel)

– $28,395,000.00 Puerto Rico Industrial, Tourist, Educational, Medical and Environmental Control Facilities Financing Authority Hospital Auxilio Mutuo Obligated Group, April 1, 1997 (Borrower’s Counsel)

– $11,500,000.00 Puerto Rico Industrial, Tourist, Educational, Medical and Environmental Control Facilities Financing Authority Hampton Inn Hotel Project, January 25, 1996 (Bond Counsel)

– $43,450,000.00 Puerto Rico Industrial, Tourist, Educational, Medical and Environmental Control Facilities Financing Authority Plaza Palma Real Project, November 30, 1995 (Bond Counsel)

– $63,855,000.00 Puerto Rico Industrial, Tourist, Educational, Medical and Environmental Control Facilities Financing Authority Hospital Auxilio Mutuo Obligated Group Project, January 15, 1995 (Borrower’s Counsel)

– $63,150,000.00 Government Development Bank for Puerto Rico S&P Index Notes, October 27, 1994 (Underwriter’s Counsel)

– 22,605,000.00 Puerto Rico Industrial, Tourist, Educational, Medical and Environmental Control Facilities Financing Authority San Patricio Plaza Project, December 21, 1993 (Letter of Credit Bank’s Counsel)

– $87,500,000.00 Puerto Rico Industrial, Tourist, Educational, Medical and Environmental Control Facilities Financing Authority (San Juan Marriott Project), September 20, 1993 (Underwriter’s Counsel)

– $17,000,000.00 Puerto Rico Industrial, Tourist, Educational, Medical and Environmental Control Facilities Financing Authority Plaza Juan Díaz Project, April 27, 1993 (Bond Counsel)

– $10,000,000.00 Banco Bilbao Vizcaya – Puerto Rico and The Upjohn Manufacturing Company Subordinated Capital Notes 1993 Series A, April 16, 1993 (Underwriter’s Counsel)

– $17,004,491.95 Puerto Rico Industrial, Medical, Educational and Environmental Pollution Control Facilities Financing Authority Damas Foundation Project, September 24, 1991 (Borrower’s Counsel)

– $30,500,000.00 Puerto Rico Industrial, Medical, Educational and Environmental Pollution Control Facilities Financing Authority El San Juan Hotel Project, September 10, 1991 (Letter of Credit Bank’s Counsel)

– $58,423,933.45 Puerto Rico Industrial, Medical, Educational and Environmental Pollution Control Facilities Financing Authority Plaza del Caribe Project, August 7, 1991 (Borrower’s Counsel)

– Joint Proxy Statement/Prospectus Banco Popular de Puerto Rico and Banco de Ponce Merger, July 19, 1990 (Banco Popular de Puerto Rico’s Counsel)

– $55,300,000.00 Puerto Rico Industrial, Medical, Educational and Environmental Pollution Control Facilities Financing Authority AT&T – Puerto Rico Fiber Optic Cable Project, July 14, 1989 (Borrower’s Counsel)

– $12,930,000.00 Puerto Rico Industrial, Medical, Educational and Environmental Pollution Control Facilities Financing Authority Plaza Guayama Shopping Center Project, June 9, 1989 (Underwriter’s Counsel)

– $11,950,000.00 Health Endowment, Inc. Hospital Revenue Bonds, 1988 Series A (HMCA P.R., Inc. Project), December 28, 1988 (Bond Counsel)

– $8,500,000.00 Puerto Rico Industrial, Medical, Educational and Environmental Pollution Control Facilities Financing Authority HPH Real Estate Corporation Project, October 13, 1988 (Bond Counsel)

– $63,548,694.21 Bancorp Financial Inc. VELCO 1988 A – Grantor Trust Asset Backed Certificates, September 21, 1988 (Underwriter’s Counsel)

– $58,936,343.00 Bancorp Financial Inc. Secured Serialized Notes, February 25, 1988 (Underwriter’s Counsel)

– $38,000,000.00 Puerto Rico Industrial, Medical, Educational and Environmental Pollution Control Facilities Financing Authority Southmark San Juan, Inc. – Sands Hotel and Casino Project, October 8, 1987 (Bond Counsel)

– $8,500,000.00 Puerto Rico Industrial, Medical, Higher Education and Environmental Pollution Control Facilities Financing Authority The Normandie Hotel Project, July 19, 1987 (Bond Counsel)

– $76,558,946.00 BP Leasing Corporation Serialized Asset-Backed Certificates, February 11, 1987 (Underwriter’s Counsel)

– $15,670,000.00 Puerto Rico Industrial, Medical, Higher Education and Environmental Pollution Control Facilities Financing Authority Damas Hospital Project, May 16, 1986 (Borrower’s Counsel)

– $75,000,000.00 Community Development Corporation, September 12, 1985 (Bond Counsel)

– $100,000,000.00 The Conservation Trust Fund of Puerto Rico, July 18, 1985 (Underwriter’s Counsel)

– $11,000,000.00 Banco de Ponce Treasury Indexed Preferred Stock, Series A, June 28, 1985 (Co-Underwriter’s Counsel)

– $100,000,000.00 Ponce Federal Bank, F.S.B. Extendible Tender Notes, 1985 Series A, February 22, 1985 (Underwriter’s Counsel)

– $160,000,000.00 Commonwealth of Puerto Rico Public Improvement Bonds of 1986, June 4, 1984 (Co-Underwriter’s Counsel)

 

II. CERTAIN CORPORATE AND COMMERCIAL BANK FINANCINGS

– $350,000,000 Credit Facilities- Puerto Rico Aqueduct and Sewer Authority and Oriental Bank, as Administrative Agent, October 24, 2013 (Counsel to Puerto Rico Aqueduct and Sewer Authority)

– $41,000,000 Credit Facility- Torre Chardón, S.E. and Oriental Bank, July 3, 2013 (Counsel to Torre Chardón, S.E.)

– $250,000,000 Credit Facilities – Plaza Las Américas, Inc. and Banco Popular de Puerto Rico, as Administrative Agent, March 26, 2013 (Counsel to Plaza Las Américas, Inc.)

– $169,000,000 Credit Facilities – PS Acquisition, Inc., Campo Rico Warehouse and Distribution Center, Inc., and Banco Popular de Puerto Rico, October 31, 2007 (Counsel to the Administrative Agent)

– $42,925,000 Credit Facilities – Puerto Rico Trade and Export Company and Banco Popular de Puerto Rico, May 17, 2007 (Counsel to Banco Popular de Puerto Rico)

– $250,000,000.00 Credit Facilities – Puerto Rico Aqueduct and Sewer Authority and Banco Popular de Puerto Rico, as Administrative Agent, September 11, 2006 (Counsel to Puerto Rico Aqueduct and Sewer Authority)

– $175,000,000.00 Credit Facilities – Sistema de Salud Metropolitano and Affiliates, and Westernbank Puerto Rico, August 2006 (Counsel to Sistema de Salud Metropolitano)

– $75,000,000 Credit Facilities – Muñoz Bermúdez, S.E. and Banco Popular de Puerto Rico, July 22, 2004 (Counsel to Banco Popular de Puerto Rico)

– $15,700,000 Credit Facilities – Las Piedras Construction Corp. and Banco Popular de Puerto Rico, April 17, 2004 (Counsel to Banco Popular de Puerto Rico)

– $40,000,000 Credit Facilities – Universal Insurance Group, Inc., September 19, 2003 (Counsel to Banco Popular de Puerto Rico)

– $20,000,000 Credit Facilities – Hato Rey Psychiatric Hospital, Inc. and Banco Popular de Puerto Rico, September 24, 1999 (Counsel to Banco Popular de Puerto Rico)

– $120,000,000 Credit Facilities – PavíaHealth, Inc., M. Pavía Fernández, Inc., and Banco Popular de Puerto Rico, September 1, 1999 (Counsel to Banco Popular de Puerto Rico)

– $200,000,000 Credit Facilities – Telecomunicaciones de Puerto Rico, Inc., Puerto Rico Telephone Company, Inc., Celulares Telefónica, Inc., and Banco Popular de Puerto Rico (Counsel to Banco Popular de Puerto Rico), July 21, 1998

III. REAL ESTATE TRANSACTIONS

- Counsel to Empire Gas Corporation (largest Liquefied Petroleum Gas (“LPG”) distributor in Puerto Rico) in connection with the bankruptcy acquisition of San Juan Gas and the ProCaribe LPG Terminal from Enron Corporation.

- Counsel to Doral Securities in the structuring of a mortgage backed securities program in the Dominican Republic.

- Counsel to Banco Popular de Puerto Rico in connection with the leveraged buyout of Cayman Islands’ entities that owned fast-food and restaurant chains in Puerto Rico.

- Counsel to Sistema de Salud Metropolitano (largest hospital conglomerate in Puerto Rico) in connection with the acquisition and financing of the Pavía Hospital System.

- Counsel to Mainports Puerto Rico, Inc. and Holland Group in connection with the Port of the Américas and the Port of Mayagüez development and concession projects.

- Counsel to Puerto Rico Industrial Development Company in connection with the $5,000,000 Preferred Stock Investment in Vectron, Inc.

- Counsel to Seller in the sale of Hospital Metropolitano, Inc.

- Counsel to Puerto Rico Industrial Development Company (“PRIDCO”) and Puerto Rico Industrial Investment Corporation (“PRIICO”) in connection with the $32,000,000 financing for the construction and development of new industrial facilities to be leased by Microsoft Puerto Rico in Humacao, Puerto Rico.

- Counsel to PRIDCO and PRIICO in connection with the $30,000,000 financing for the acquisition by PRIDCO of certain industrial facilities and the construction and development of new industrial facilities to be leased by Baxter Healthcare Corporation of Puerto Rico in San Germán, Puerto Rico.

- Counsel to PRIDCO and PRIICO in connection with the $17,800,000 financing for the construction and development of industrial facilities to be leased by Hewlett Packard Caribe Limited in Aguadilla, Puerto Rico.

- Counsel to PRIDCO and PRIICO in connection with the $19,100,000 financing for the construction and development of industrial facilities to be leased by Stryker Puerto Rico Limited in Arroyo, Puerto Rico.

- Counsel to PRIDCO in connection with the pre-acquisition, pre-development and pre-tenant phases relating to the construction and development of specialized industrial facilities in the Commonwealth of Puerto Rico.

- Counsel to PRIDCO in connection with the acquisition of the Star-Kist tuna processing plant in Mayagüez, Puerto Rico, from Heinz Corporation.

- Counsel to Government Development Bank for Puerto Rico (“GDB”) in the competitive bid process to design, develop, and construct proposed new headquarters for the Puerto Rico Justice Department, a specialized development of a secured law enforcement facility with post-Sept. 11 security requirements.

- Counsel to Tourism Development Fund (“TDF”) of GDB in connection with the workout of its financing of the St. Regis Bahía Beach Resort.

- Counsel to TDF in connection with the sale to OMNI Hotels Corporation of TDF loans to Rio Mar Associates L.P., S.E.

- Counsel to TDF in connection to the workout of TDF guaranteed debt of CCHPR Hospitality, LLC (Sheraton Convention Center) and SGDP Hotel, LLC (a part of the Paseo Caribe Projects).

- Counsel to Puerto Rico Solid Waste Authority in connection with the execution of the Waste Delivery and Support Agreement.

- Counsel to local developers of residential and commercial real estate at all stages of development, including management and operation of commercial, hospitality, and retail properties.

- Counsel to Houston-based energy company in its bid to acquire Caribbean portfolio of power assets of Atlanta-based energy company, comprising power generation, transmission, and distribution facilities in Jamaica, Trinidad-Tobago, Curaçao, and Grand Bahama.

- Counsel to Puerto Rico developers in connection with potential real estate acquisitions and developments in Panamá.

IV. GOVERNMENT PRIVATIZATION

- Counsel for Puerto Rico Highway Authority and Department of Ports in connection with matters arising under the Teodoro Moscoso Bridge Project and Financing.

- Counsel for the Department of Health of the Commonwealth of Puerto Rico in connection with the privatization of public hospitals, including the impact on public tax-exempt debt.

- Counsel for Puerto Rico Industrial Development Company in connection with the acquisition of Star-Kist tuna facilities in Puerto Rico.

- Counsel for the Commonwealth of Puerto Rico in connection with the workout of “El Comandante” Racetrack bondholder debt.