Structured Finance and Securitization: A Discussion of Structuring Techniques | Insights | Venable LLP (2024)

November 07, 2023 - ET

Stafford

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Jay Gavigan and Leonela Vaccaro Padrón will co-present "Structured Finance and Securitization: A Discussion of Structuring Techniques" on November 7, 2023 for a CLE-accredited Strafford webinar.

This CLE webinar will provide an overview of key structured finance techniques used in both financing securitizations (often for accounts receivable financings and financings of similar assets) and capital markets securitizations such as CMBS, RMBS, CLOs, and CDOs. The panel will provide an overview of relevant types of transactions, including benefits and objectives of each, discuss asset types common to securitization, and compare them with alternate methods of financing.

Securitization is a subset of structured finance that allows creditors to monetize certain assets by transferring them to a bankruptcy remote special-purpose vehicle, or SPV, which in turn either borrows from traditional lenders or issues securities backed by those assets. Securitization transactions may be structured to retain both the assets and the indebtedness or to achieve balance sheet relief. Financing costs, including discounts, interest, and fees, also affect structuring decisions as well as industry and operational-specific considerations.

Securitization allows a company to monetize a pool of its assets by isolating the assets from the bankruptcy estate of the company originating them. The company assigns the selected assets to a bankruptcy remote "special-purpose entity," which then obtains financing that is secured by the selected assets.

The main parties to a securitization transaction include the originator/sponsor, the servicer, the trustee/collateral agent, the issuer or borrower, the underwriter or administrative agent, and the investors or lender. The main legal documents are the assignment agreement, indenture or credit agreement, and, if the debt is in the form of securities, the offering document. The indenture or credit agreement, as applicable, outlines the terms of the indebtedness incurred by the SPV and the rights and duties of the parties involved in the transaction.

Listen as our authoritative panel discusses securitization structures and the common issues that arise in these transactions.

Outline

  1. Securitization overview
  2. Comparison of securitization with other financing techniques
  3. Summary of securitization features and common types of asset pools
  4. Objectives of securitization
  • Isolating assets from bankruptcy
  • Lower-cost financing
  • Access to broader funding sources at more favorable rates
  • Parties to the transaction
    • Originator/sponsor
    • Servicer
    • Trustee/collateral agent
    • Issuer/borrower
    • Underwriter/lenders
    • Investors/lenders
  • Legal documents
    • Indenture/credit agreement
    • Offering document (if debt is in form of securities vs. loan)
    • Benefits/drawbacks of securitization over other structured finance products (e.g., factoring)
  • Key takeaways and practical considerations
  • Benefits
    The panel will review these and other key issues:

    • What is securitization and how does it work?
    • How does a securitization compare with other types of financing techniques (e.g., factoring, asset-backed financing, warehouse/repo transactions)?
    • What are the asset types common to securitization?
    • What are the benefits of securitization?
    • What are the key considerations for the various parties involved in these types of transactions?

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    Structured Finance and Securitization: A Discussion of Structuring Techniques | Insights | Venable LLP (2024)

    FAQs

    What is structured finance and securitization? ›

    Securitization is a subset of structured finance that allows creditors to monetize certain assets by transferring them to a bankruptcy remote special-purpose vehicle, or SPV, which in turn either borrows from traditional lenders or issues securities backed by those assets.

    What is the basic structure of securitization? ›

    Generally there are four basic elements to securitization: (1) Assets generating the cash ffow that are to be securitized (underlying asset), (2) Investors that invest in the cash ffows generated by the underlying asset, (3) An SPE that functions as the conduit linking the underlying asset and investors (often referred ...

    What is structured finance in layman's terms? ›

    Structured finance is a financial instrument available to large financial institutions or companies that have complex financing needs that cannot be ordinarily solved with conventional financing. It is used to manage risk and develop financial markets for complex emerging markets.

    What are the legal documents for securitization? ›

    The two main legal documents in a securitization transaction are generally the indenture and the offering document.

    What are the best banks for structuring? ›

    The Top Banks for Structured Finance

    The bulge bracket banks with large Balance Sheets tend to have the strongest groups here. Expect to see JP Morgan, Goldman Sachs, Bank of America, Citi, and Deutsche Bank near the top globally and in the U.S.

    Does structured finance pay well? ›

    Structured Finance Salary. $42,000 is the 25th percentile. Salaries below this are outliers. $60,000 is the 75th percentile.

    What is securitization in simple words? ›

    Securitization is the process in which certain types of assets are pooled so that they can be repackaged into interest-bearing securities. The interest and principal payments from the assets are passed through to the purchasers of the securities.

    Is securitization good or bad? ›

    The issuer or SPV acts essentially as a shell corporation. The SPV then sells the securities, which are backed by the assets held in the SPV, to investors. Securitizing is not an inherently good or bad thing. It is simply a process that helps banks turn illiquid assets into liquid ones and frees up credit.

    What is an example of a securitization? ›

    Thrifts securitize primarily residential mortgages through pass-throughs, pay- throughs, or mortgage-backed bonds. Commercial banks regularly originate and securitize auto loans, credit card receivables, trade receivables, mortgage loans, and more recently small business loans.

    Why is it called structured finance? ›

    The name “structured” is explained by the fact that these financial transactions are composed of collateral-backed securities; think of asset-backed securities and mortgage-backed securities.

    What is structuring finance? ›

    Structured finance deals with financial lending instruments that work to mitigate serious risks related to complex assets. For most, traditional tools such as mortgages and small loans are sufficient.

    How does structured finance mitigate risks? ›

    What are some of the key purposes of structured finance? Risk Management. Bundling assets spreads risk among multiple investors and reduces the impact of defaults or market fluctuations.

    What is the difference between structured finance and securitization? ›

    Securitization – which is really a synonym for structured finance – finances car loans, credit card loans, home loans, equipment loans, small business loans, and more.

    How do you make money on securitization? ›

    Securitization allows the original lender or creditor to remove assets from its balance sheets to underwrite additional loans. Investors profit as they earn a rate of return based on the associated principal and interest payments made on the underlying loans and obligations by the debtors or borrowers.

    What does securitisation mean in finance? ›

    Securitization is the process in which certain types of assets are pooled so that they can be repackaged into interest-bearing securities. The interest and principal payments from the assets are passed through to the purchasers of the securities.

    What is the difference between a structured product and a securitized product? ›

    A securitized bond is collateralized, typically by a real asset like a house or an airplane. A structured product, meanwhile, is backed solely by the creditworthiness of the bank that issues it.

    What is an example of structured asset finance? ›

    Structured asset finance
    • Jet aircraft.
    • Helicopters.
    • Mining equipment.
    • Construction equipment.
    • Rolling stock.
    • Marine vessels.
    • Manufacturing plants.
    • Technology equipment, including data centres.

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