Archives: Securitisation

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Indemnities – beware the consequences of “reasonableness”

The provision of indemnities, particularly those provided to corporate trustees and agents, is an important feature of an effectively functioning structured finance market.  It enables the parties involved to allocate the risks of unforeseen expenditure to those parties with the ultimate economic interest in the transaction and allows trustees and agents to keep their fees … Continue Reading

ESMA clarifies timelines for publication of credit ratings and rating outlooks

Credit rating agencies (‘CRAs’) that operate in the EU will be interested to hear that on 30 March 2017, ESMA published an update to its Questions & Answers (Q&A) on the ‘CRA’ Regulation (Regulation 1060/2009, as amended in 2011 and 2013).  The CRA Regulation requires CRAs within the EU to be registered and to comply … Continue Reading

Fairhold Securitisation – can noteholders claim advisers’ fees through the trustee?

This week saw the High Court clash between the swap provider, UBS, and the recently appointed replacement note trustee (Glas Trust Corporation) on the embattled Fairhold Securitisation.  The dispute at hand centres on whether or not the ad hoc noteholders group’s fees and expenses (comprising the fees of its financial adviser and lawyers) can be … Continue Reading

CMBS noteholder litigation: where do they stand?

The recent spate of litigation in CMBS transactions by noteholders to obtain interpretations of their rights directly in the English courts rather than through the note trustee raises two distinct questions: do investors have standing as a matter of both the transaction documents and general contract law to launch such proceedings and secondly should they … Continue Reading

Italian NPL Market: the tightrope walker and the seagull!

During the summer I wrote about the marvels of the Italian tightrope trick (The NPL Circus: the Italian Tightrope) and remarked on the massive feat of the Italian legislature in making the seemingly impossible, possible with the establishment of a state guaranteed securitisation structure that is capable of divesting a significant volume of non-performing loans … Continue Reading

The NPL Circus: the Italian Tightrope

This summer, fans of the non-performing loan (NPL) circus, are in for a treat with the launch of the Italian tightrope trick. Spurred on by the recent European Banking Authority stress tests, the news last week that Banca Popolare di Bari will become the first bank to utilise the Italian state guarantee scheme and deploy securitisation … Continue Reading

The Class X Factor: It’s a NO from the Chancellor

It’s not been a good month for Class X Noteholders. Following the judgment in the Windermere VII case (see our commentary here) in which Snowden J found against the Class X Noteholder, the Chancellor of the High Court, Etherton J, in Titan Europe 2006-1 P.L.C. and others [2016] EWHC 969 (Ch) similarly rejected the arguments … Continue Reading

Italian reform and the latent potential for CMBS

Fuelled by continued macro-economic uncertainty, the European CMBS market is currently experiencing a prolonged period of malaise. Meanwhile the Italian legislative cogs have continued to turn. The news last week that the Italian government has finally approved a decree on NPL securitisations, which comes hot off the heels of the proposals to establish a private … Continue Reading

CMBS 2016: Tailwinds and wishes

Earlier this month I set out my CMBS predictions for 2016 in the Investment Adviser (Broadening the scope of CMBS loan issuance), where I predicted that macro-economic conditions would continue to challenge the re-establishment of CMBS as financing tool for European commercial real estate (CRE).  Indeed, the first few weeks of the year have done … Continue Reading

Agency CMBS – the perfect pill for a large loan CMBS pricing headache!

The recent below par pricing of two Goldman Sachs arranged CMBS deals demonstrate the potential perils of CMBS as a distribution tool for CRE debt.  Indeed, these two deals bring into stark focus the pricing quandary that currently confront many conduit lenders.  On the one hand, lenders are having to competitively price loans in a … Continue Reading

Agency CMBS – the sophisticated tool for raising cheaper commercial real estate debt!

As was the case prior to the global financial crisis, the current driver for all new European CMBS deals stems from the adoption by investment banks of the originate-to-distribute business model for financing commercial real estate assets.  This trend is showing no sign of abating in the CMBS 2.0 era with twenty of the twenty … Continue Reading

Moving out of the dog house? The case for easing punitive capital requirements on securitisations

Eight years on from the credit crisis, the drive to rehabilitate securitisation continues. The most recent body to speak up for the increasingly regulated structures is the European Banking Authority, which last month published an Opinion and an accompanying Report on the establishment of a European framework for qualifying securitisations for the purposes of determining favorable regulatory … Continue Reading

CHAPS and CREST settlement days to be extended in summer 2016

I bring good news from the Bank of England. Whether you have been up all night trying to close a £1 billion securities transaction for your client, or you are buying a house and there’s a last minute snag, the deadline for settling securities transactions and making high-value cash transfers is due to be extended … Continue Reading

Just when you thought Deco-ast was clear for special servicer replacements

If you thought the wrangling over special servicer replacements was over following Richard Snowden QC’s judgment in US Bank v Titan Europe 2007-1 (NHP) plc in April last year, think again. Ever since Fitch issued their press release confirming that as a matter of policy it would not provide rating agency confirmations (RACs) in relation to the … Continue Reading

CMBS 2.0 – Quantum or Solace

Sunday marked the fourth anniversary since Deutsche Bank successfully brought to market Deco 2011-CSPK (“Chiswick Park”).  As many market observers will testify, this was a defining moment  for the European CMBS market as it not only marked the return of true primary issuance but the transaction included structures that were designed to overcome many of … Continue Reading

The Capital Markets Union – a great race?

The Investment Plan, developed by the European Commission, has the potential to be one of the most important and radical changes to how the European Union operates in the last 25 years.  Not only will it seek to harmonise the financial and regulatory barriers to investment, but it will look to harness the collective power of … Continue Reading
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