Structured Finance
Overview
There continues to be significant innovation in the type and variety of structured financings and structured products in the market. Locke Lord represents insurance companies and other members of the financial industry as issuers, sponsors and investors in connection with a wide range of structured investments. These include insurance-linked securities, guaranteed investment contracts, collateralized debt obligations (CDOs), collateralized mortgage obligations (CMOs), real estate mortgage investment conduits (REMICs), equity and debt investment funds, financial asset securitization investment trusts (FASITs) and various energy-related securities. Transactions in which our lawyers have participated include representation of:
- A U.S.-based insurance company and its affiliates in the purchase of approximately $330 million of highly-structured and proprietary guaranteed investment contracts issued by a Bermuda issuer;
- A foreign financial institution in connection with the design of various investment structures utilizing FASITs to achieve tax, regulatory and investment objectives for foreign insurers;
- A financial guaranty insurer in a motion picture receivables securitization for a major film studio with an insured value of $165 million and a music royalty receivables securitization with an insured value of $30 million;
- The seller in structuring a $197.4 million sale and leaseback of prison facilities and the related securitization of rental payments arising therefrom;
- A New York monoline insurer in connection with an offering of $630 million of taxable secured notes involving an innovative securitization of oil and gas volumetric production payments;
- A major German reinsurance company as issuer in connection with an offshore placement of $400 million of guaranteed subordinated step-up floating rate notes;
- An international life reinsurer in consecutive Regulation XXX note offerings involving the issuance of $850 million and $455 million of debt securities;
- Various U.S. and Canadian life insurers as co-sponsors of CLO and CDO offerings in which their investment adviser subsidiaries acted as collateral managers;
- A major U.S. life insurer in its $450 million securitization of private equity limited partnership investments;
- A foreign bank in its $115 million securitization of U.S. dollar-denominated check remittances followed by a $300 million offering through a commercial paper conduit;
- An international bank in its $1 billion structured investment in a subsidiary of a major Brazilian bank;
- The issuer in a $145 million securitization of an energy capacity contract;
- A New York bond insurer in connection with a $134 million tax-exempt financing involving a unique securitization of oil and gas producing properties;
- A New York bond insurer in a $279 million taxable financing involving a unique securitization of oil and gas overriding royalty payments;
- A national banking organization as master servicer, administrator and collateral agent in establishing eight (8) conduit issuers of commercial paper collateralized by business loans to a closed system of franchisees;
- A national credit rating agency in CDO transactions;
- Numerous thrifts in a CMO program of a major investment bank;
- A major U.S. investment bank in connection with the issuance of credit-linked notes to create synthetic supplemental directors and officers insurance coverage;
- The arranger in various structured financings for a Canadian borrower that was a subsidiary of a U.S. energy company;
- Numerous U.S. and Canadian life insurers in the establishment and maintenance of their EURO and global medium-term note programs collateralized by funding agreements;
- A major U.S. investment bank in a prepaid power purchase transaction secured by all assets of a cogeneration facility in a bankruptcy remote structure;
- A residential electricity provider in ERCOT in a secured wholesale commodity supply facility using a bankruptcy remote structure secured by all of the electricity provider’s assets;
- A residential electricity provider in the PJM market area in a secured credit sleeve arrangement whereby a major European bank provided credit support, wholesale gas and power and access to the wholesale commodities markets;
- A major U.S. investment bank in an energy management agreement for a coal producer whereby the bank consulted with the producer with respect to the marketing of coal and access to the market by purchasing all of the output of the coal company for resale to the market; and
- A major U.S. investment bank in an energy management agreement for a power plant whereby the bank consulted with the owner of the plant with respect to the marketing of energy and purchase of fuel and access to the market by purchasing all of the output of the power plant for resale to the market and procured all fuel for the plant.
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