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.


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Mayer Brown is an associate sponsor of ABS East 2019 at the Fontainebleau Miami Beach, and Mayer Brown partner Ryan Suda will be presenting a panel at 2:50 p.m. on September 23rd entitled “Deciphering Emerging CLO Structures”.

Topics discussed will include:

  • The new ‘mascot’ feature received negative press. What are the facts vs. fiction regarding

Transactions in the collateralized loan obligation (“CLO”) market have generally included some form of LIBOR replacement provisions for over a year, stemming from the announcement in July 2017 by Andrew Bailey, the head of the UK Financial Conduct Authority (“FCA”), that the FCA intended to phase out LIBOR in its present form by the end

Mayer Brown Partners Ryan Suda and Sagi Tamir will speak at the 8th Annual Investors’ Conference on CLOs and Leveraged Loans being held on May 20-21, 2019 in New York City. This conference explores important industry and regulation updates, key trends, opportunities and challenging headlines facing the leveraged loans market.

Ryan Suda will moderate the panel on “The Innovation Game: Alternative CLO Structures” and Sagi Tamir will participate on the “Assessing the Landscape: Europe and the U.S.” panel on May 21.


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On March 15, 2019, the Japanese Financial Services Agency (the “JFSA”) published the final version of its amendment to the regulatory capital requirements relating to investments by certain types of Japanese financial institutions, including Japanese banks and bank holding companies, in securitizations. The amendment, which takes effect on March 31, 2019, adds to such regulatory capital requirements (i) a set of due diligence and information collection requirements for investments by covered Japanese financial institutions in securitizations and (ii) a risk retention rule for such investments. To provide guidance regarding these new regulatory requirements, the JFSA published, together with the final version of the amendment, a series of responses to selected comments that it received with respect to its initial proposal of these regulatory changes as well as a series of answers to frequently asked questions concerning the application of these regulatory changes. This Legal Update focuses on the risk retention rule portion of the amendment.
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