Although the loan industry has long looked at loans as being obligations that arise in a commercial lending relationship, which are therefore not securities under Federal and state securities laws, the law supporting this...more
6/2/2020
/ Blue Sky Laws ,
Collateralized Loan Obligations ,
Coronavirus/COVID-19 ,
Debt Securities ,
Fiduciary Duty ,
Investment Adviser ,
Investment Advisers Act of 1940 ,
Lenders ,
Loans ,
Reves Test ,
Secured Notes ,
Securities ,
Securities Act of 1933 ,
Securities Exchange Act ,
Syndicated Loans
Mark Twain is often misquoted as saying "History never repeats itself, but it often rhymes." Whoever said them, these words certainly come to mind in the current economic crisis brought about by the COVID-19 pandemic....more
5/2/2020
/ Borrowers ,
CLO Indenture ,
Collateralized Loan Obligations ,
Coronavirus/COVID-19 ,
Default ,
Distressed Debt ,
Equity Securities ,
Financial Crisis ,
Insolvency ,
Lenders ,
Market Participants ,
Trading Restrictions
On April 9, 2020, the Federal Reserve Board of Governors (the “Fed”) released an updated term sheet (the “Updated Term Sheet”) for the Term Asset-Backed Securities Loan Facility (“TALF”) program. While the Updated Term Sheet...more
No Good News, but No Bad News Either -
On 16 October 2019 the European Commission (EC) adopted a delegated regulation supplementing Regulation (EU) 2017/2402 (the Securitisation Regulation) and setting out the final...more
10/31/2019
/ Collateralized Loan Obligations ,
Disclosure ,
EU ,
European Commission ,
European Securities and Markets Authority (ESMA) ,
Final Rules ,
Investors ,
Market Participants ,
Originators ,
Regulatory Standards ,
Securitization ,
Securitization Standards ,
Special Purpose Entities ,
Sponsors ,
Technical Standards ,
Transparency
The new Japanese Risk Retention Rules will lead to increased loan and collateral manager due diligence by Japanese investors but not wholesale changes to the CLO market.
Background -
On March 15, 2019, the Japanese...more
On December 28, 2018, the Japanese Financial Services Agency (the “JFSA”) published a number of notices detailing proposed changes in the regulatory capital requirements applicable to Japanese banks and certain other...more
In an eagerly anticipated (and much speculated upon) decision, a three judge panel of the United States Court of Appeals for the District of Columbia Circuit (“DC Circuit Court”) issued a unanimous opinion on Friday, February...more
2/23/2018
/ Appeals ,
Asset-Backed Securities ,
Collateralized Loan Obligations ,
Dodd-Frank ,
Final Rules ,
Fund Managers ,
Lack of Authority ,
Loan Syndication and Trading Association (LSTA) ,
Reversal ,
Risk Retention ,
Vacated
The staff of the Division of Corporate Finance (the “Staff”) of the U.S. Securities and Exchange Commission issued an interpretive letter (the “Interpretive Letter”) to Sancus Capital Management LP and its affiliates (“Sancus...more
Over the last year and a half, asset managers of collateralized loan obligations (“CLO Managers”) have been focused on developing various strategies to enable them to comply with the retention requirements of the final U.S....more
8/17/2016
/ Affiliates ,
Asset-Backed Securities ,
Capital Raising ,
Collateralized Loan Obligations ,
Disclosure Requirements ,
GAAP ,
Investor Protection ,
Residual Interest ,
Risk Retention ,
Safe Harbors ,
Securitization ,
Valuation
The European Commission published a draft regulation on a European framework for simple, transparent and standardised securitisation on 30 September 2015 (the “Draft Regulation”). The Draft Regulation aims to achieve a better...more
10/8/2015
/ Capital Requirements ,
Collateralized Loan Obligations ,
Commercial Loans ,
Disclosure Requirements ,
Draft Guidance ,
Due Diligence ,
EU ,
Investors ,
Lenders ,
Originators ,
Risk Retention ,
Sanctions ,
Securitization ,
Securitization Standards
Following Dechert’s Legal Update published on 14 September 2015, we have had sight of an updated draft of the proposed EU legislation on securitisations. The updated draft shows signs that regulators have taken on board some...more
The Financial Times published leaked drafts of proposed EU legislation on securitisations on August 25.1 The draft regulations, which would be directly effective in EU member states if adopted, propose changes to the current...more
In anticipation of the effective date of the Final Rule on December 24, 2016 (early Christmas gift?), CLO market participants have been constructing solutions that allow collateral managers to raise the capital necessary to...more
Since its initial release we have received numerous inquiries from market participants (clients and non-clients alike) concerning the meaning and ramifications of the final U.S. risk retention rule (the “Final Rule”) on...more
The federal regulatory agencies responsible for implementing regulations under The Dodd-Frank Wall Street Reform and Consumer Protection Act finalized rules for risk retention requirements in CLO transactions (the “Final...more
Predicting enforcement of the final rule regarding U.S. risk retention is an uncertain task. This OnPoint is designed to provide guidance on possibilities related to consequences of non-compliance, enforcement approaches by...more
We will leave the hand wringing and teeth gnashing to others. We expect there will be a lot of that in the days ahead. We have had our say on the misguided premises and tortured statutory interpretation underpinning the final...more
Under the final version of the Volcker Rule issued this week, issuers and sponsors of new CLO issuances should consider structuring CLOs to conform to the exclusions contained in the rule, and banks and bank affiliates that...more
12/17/2013
/ Bank Holding Company ,
Banking Sector ,
Collateralized Loan Obligations ,
Derivatives ,
Dodd-Frank ,
FDIC ,
Federal Reserve ,
Financial Regulatory Reform ,
Hedge Funds ,
Investment Fund Vehicles ,
Investment Funds ,
Leveraged Loans ,
Loans ,
Private Equity Funds ,
Reporting Requirements ,
Secured Debt ,
Volcker Rule