When Chicago Public Schools faced a financial crisis in 2016, Lewis Greenbaum's role went far beyond drafting bond documents. Working with the Board of Education, J.P. Morgan and PFM, he helped navigate a thicket of legal issues and steered the school system away from bankruptcy — an outcome he still counts among the proudest accomplishments of his nearly 50-year career.
"Working with a team of people at the Board of Education, J.P. Morgan and PFM, we had to struggle through multiple legal issues," Greenbaum said.
"Getting the board through that period without permanent problems associated with a bankruptcy filing was certainly an accomplishment," he said.
The episode illustrates the philosophy Greenbaum says guided his work as bond counsel: legal expertise creates the most value when it is paired with advocacy, ideas and an understanding of the client's broader problem. That approach carried him through hundreds of transactions worth billions of dollars and a career that will be recognized with his induction into The Bond Buyer Hall of Fame.
"You have to think about adding value," said Greenbaum. "If you're someone who just writes a document and hands it around and you're passive, then you haven't added the value that an advocate could. Being an advocate for your client can add value. Having a few good ideas can add value."
Greenbaum, the former head of Katten Muchin Rosenman's government and public finance practice, spent nearly 50 years as bond counsel on hundreds of transactions worth billions of dollars.
Sometimes, adding value meant changing the legal framework itself.
Greenbaum helped draft two statutes that govern how Illinois municipalities borrow money, turning legal ideas into tools that issuers across the state could use.
"The bond lawyer may think, 'Gee, this would be a really good statute to write,'" said Greenbaum. "But there needs to be a constituency in support of it and sometimes you have to build that constituency."
Building that support helped produce the Local Government Debt Reform Act and the Municipal Bond Reform Act, which modernized Illinois public finance law and reshaped how hundreds of municipalities access the capital markets.
Greenbaum also drafted the law that brought tax increment financing to the District of Columbia.
His clients over the years included the city of Chicago, the Chicago Board of Education, the Chicago Transit Authority, Chicago O'Hare International Airport, the University of Illinois, the state of Illinois, the Illinois Finance Authority, Cook County, and the Illinois State Toll Highway Authority.
A problem-solving mentality took Greenbaum far beyond Illinois.
In Alaska, Greenbaum helped structure a financing for hydroelectric power that required more than simply determining how to fund a project.
"The state had a lot of money," said Greenbaum. "It could cash-fund things, or it could borrow for them. In the case of projects that have a very long and effective life, they preferred to bond them."
The larger challenge was how to use profitable dams near population centers to help support smaller power operations in remote areas while keeping electricity affordable across the system.
"We wanted to make sure that electricity could be priced at a rate that blended all the rates together," he said. "All of that had to be negotiated at the same time that we were financing a hydroelectric project from scratch."
Greenbaum's willingness to solve complicated financing problems did not translate into an assumption that more complex structures were always better.
He also advised on public-private partnership initiatives in Milwaukee, Los Angeles, Pittsburgh and Allentown, Pennsylvania, experience that left him with a qualified view of where P3s work best.
"I'm not really sure about the future of P3s," said Greenbaum. "There's a tension between the concessionaire and the issuer that makes them difficult. They do seem to work better when there's a design-build component."
"I think they're less successful when the motivation for the P3 is when the issuer is interested in getting an upfront payment, or some stream of payments in exchange for granting a concession."
For Greenbaum, advocacy also means remembering that a transaction familiar to the professionals around the table may be anything but routine for the issuer.
He cautions experienced practitioners against becoming complacent about steps that feel routine to them.
"Events that become routine are not routine to bond issuers who might issue a bond once every two years, and those events have moments of anxiety," Greenbaum said. "If you can alleviate that anxiety and be close to the client, that's a value that's often not recognized in our practice."
