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On May 12, 2020, the Federal Reserve Bank of New York (the “Fed”) issued new Frequently Asked Questions and a revised term sheet in connection with the Term Asset-Backed Securities Loan Facility (“TALF 2020”). This Legal Update summarizes the FAQs and the revised term sheet, highlighting key changes and noting where further information or materials

The Federal Reserve issued a revised term sheet  on April 9, 2020, for the Term Asset-Backed Securities Loan Facility (“TALF 2020”) that was initially announced on March 23, 2020. This Legal Update summarizes the revised terms and conditions applicable to TALF 2020 and updates a Legal Update we previously issued on March 24, 2020.

Since its adoption in 2010, the Federal Deposit Insurance Corporation’s (the “FDIC”) securitization safe harbor rule, 12 C.F.R. § 360.6 (the “Rule”), which relates to the treatment of financial assets transferred in connection with a securitization or participation transaction, has required that securitization documents require compliance with Regulation AB of the Securities and Exchange Commission (“SEC”), 17 C.F.R. §§ 229.1100 et. seq. (“Regulation AB”) even in circumstances where Regulation AB by its terms would not apply to the issuance of obligations backed by such financial assets.   On January 30, 2020, the FDIC finalized and adopted changes (the “Adopted Change”) to certain provisions of the Rule to eliminate such requirement where Regulation AB would not otherwise apply to the related securitization transaction.  
Continue Reading FDIC Adopts Changes to Securitization Safe Harbor Rule

In this fall edition of our Structured Finance Bulletin, we discuss structuring and legal considerations for multi-jurisdiction trade receivables financing transactions as well as the latest innovations in CLO structures.

We also revisit the European Union securitization regulations and the application in the United Kingdom of the European Union securitization regulations following Brexit and describe the benefits of structuring lending arrangements as repurchase facilities.

Finally, we take a deep dive into the CFPB’s recent proposed debt collection rulemaking and discuss the Japanese risk retention rules and the SEC’s concept release regarding several exemptions from registration under the Securities Act of 1933.


Continue Reading Structured finance bulletin – Fall 2019

Minnesota Statute § 53C.02 prohibits a person from engaging in the business of a “sales finance company” within the State of Minnesota without a motor vehicle sales finance company license.  Section 53C.01, subd. 12 defines a sales finance company as:

“…a person engaged, in whole or in part, in the business of purchasing retail installment contracts in this state from one or more retail sellers…”


Continue Reading Minnesota issues guidance on definition of “sales finance company” for licensing purposes

In this inaugural edition of our Structured Finance Bulletin, we discuss some trending issues that began impacting the structured finance and asset-backed and mortgage-backed securities spaces in late 2018, which will play a more prominent role in the execution and marketing of securitization transactions in 2019.
Continue Reading Mayer Brown’s structured finance bulletin