The Finance View: Bigger, simpler, cheaper? How to position the modern securitisation counsel

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Michael West assesses the impact of the ongoing rehabilitation of structured finance

Securitisation lawyers have been hard pressed since the financial crisis, diversifying their practices and often even ditching the S word. However, relief has been increasingly at hand in the last two years as the thinking of regulators and policy-makers has swung from seeing the financing tool as a cause of the banking crisis to key for getting more investment into the economy. Highlighting this shift at a speech to the Global ABS 2015 conference in Barcelona in June, the Bank of England’s executive director of prudential policy David Rule gave public backing to proposals to create EU-wide criteria for simple, standard and transparent (SST) products, a move he said would ‘play an essential role in de-stigmatising European securitisation, helping the market to develop on a sustainable track and attracting a broader investor base’.

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Clifford Chance advises Co-Op Bank as it avoids financial watchdog’s ‘substantial fine’

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Clifford Chance (CC) has advised the Co-Operative (Co-Op) Bank as the high-street lender avoided a substantial fine following an investigation by the Financial Conduct Authority (FCA) and the Prudential Regulation Authority (PRA) for breaching listing rules.

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Dealwatch: US trio’s City teams take lead roles on GHG’s £1.5bn three-year debt restructuring alongside Simmons and CC

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Teams at the London offices of Paul Hastings; Weil, Gotshal & Manges, and Milbank, Tweed, Hadley & McCloy all took on key roles in the three-year negotiations over Simmons & Simmons-client General Healthcare Group’s (GHG) £1.5bn debt restructuring.

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Linklaters finance practice knocked as firm loses leading partners in Germany and Hong Kong

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Linklaters has suffered senior exits in two key financial centres, with former German international board member Eva Reudelhuber departing for Gleiss Lutz in Frankfurt and Davis Polk & Wardwell hiring capital markets partner Jon Gray in Hong Kong.

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Coming off the naughty step: Bakers’ Jonathan Walsh charts the quiet rehabilitation of asset-backed lending

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Securitisation has taken a battering in recent years. A complex financing technique, little understood by the public, it was an easy scapegoat as a principal cause of the global financial crisis. For a while after the crisis it seemed as if various supervisory authorities would regulate it to the point of extinction.

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The mother of invention – why necessity and high prices will push private equity to new heights

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Travers Smith’s Paul Dolman argues a reviving buyout industry will increasingly drive European deal markets

2014 was a year that saw the number and value of private equity (PE)-backed exits reach unparalleled highs globally. More benevolent economic and market conditions, including an increase in global M&A activity, created renewed confidence in the industry. With a mountain of dry powder to deploy – that’s unused equity in the industry slang – and more debt funding available than has been the case for years (and on more favourable terms), PE firms have been very busy looking for new investment opportunities. This has resulted in fierce competition for any high-quality assets that come to market. Coupled with the continued high valuations of comparable companies on the public markets and near-zero interest rates, this has inflated valuations and resulted in the purchase-price multiples for leveraged buyouts in Europe reaching an average of ten times EBITDA – highs not seen since the peak of the last cycle.

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Coming off the naughty step

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Baker & McKenzie’s Jonathan Walsh charts the quiet rehabilitation of asset-backed lending

Securitisation has taken a battering in recent years. A complex financing technique, little understood by the public, it was an easy scapegoat as a principal cause of the global financial crisis. For a while after the crisis it seemed as if various supervisory authorities would regulate it to the point of extinction.

Thankfully, that did not happen. But over the past six or seven years (depending on when you think the financial crisis actually hit) rules aimed at stifling the securitisation market have been pumped out on both sides of the Atlantic. We have had rules on bank capital, rating agencies, investors and more. The additional regulations are complex, in some cases contradictory, and affect all aspects of securitisation transactions and the parties involved in such transactions.

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Important decision of Swiss Federal Supreme Court on intra-group financing arrangements

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Bär & Karrer’s Till Spillmann and Luca Jagmetti discuss its practical consequences.

The Swiss Federal Supreme Court ruled in a recent decision that up-stream and cross-stream loans granted by Swiss companies must be entered into on arm’s-length terms. If not at arm’s length, the decision seems to suggest that such loans constitute de facto distributions and may only be granted for an amount not exceeding the lender’s freely distributable reserves. If already granted, it reduces the lender’s ability for future dividend distributions by the amount corresponding to the nominal value of the loan. The court also imposed stringent requirements on satisfying the arm’s length test.

Further, the court raised the question of whether Swiss companies are allowed to participate in zero-balancing cash pools at all.

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Rumbling on – Barclays’ profits plunge after £750m Forex provision

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The fallout from the Forex rigging scandal continues to rumble on with Barclays this week being the latest in a long line of banks to set aside huge sums to deal with the matter. The bank this week announced that it had set aside an additional provision of £750m in the last quarter of 2014 for ongoing investigations and litigation relating to Forex rigging investigations and related litigation.

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