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…”


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On May 20, 2019, the Supreme Court decided Mission Product Holdings, Inc. v. Tempnology, LLC, No. 17-1657.  In an 8-1 decision, and in a majority opinion authored by Justice Kagan, the Court held that  the debtor-licensor’s rejection of a trademark license under Section 365 of the Bankruptcy Code “has the same effect as a breach outside bankruptcy” and, as such,  the debtor, through such a rejection, could not rescind the non-debtor’s licensee’s right to continue to use the trademarks; in short, the debtor-licensor’s rejection of the license “cannot revoke the license.”  Slip Op. at 16-17.   Tempnology, of course, has immediate ramifications for structured finance vehicles involving trademarks licenses.  While Section 365(n) of the Bankruptcy Code gives the non-debtor licensee the option to retain the benefits of a rejected lease of intellectual property in return for continued royalty payments and the waiver of setoff and other rights, the Bankruptcy Code does not include trademarks within its definition of intellectual property;  until today, there has been a circuit split as to whether non-debtor licensees of trademarks had a similar option or whether the debtor effectively could rescind the license through rejection.  In Tempnology, the Court clearly holds that a debtor licensor cannot revoke a trademark license through rejection.

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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.
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Chambers and Partners published recently its Practice Guide Securitisation 2019. Mayer Brown’s German securitization lawyers were pleased to contribute the Germany chapter.

Asset based finance and in particular securitisations are an important tool to provide funding to the economy and regulatory risk transfer to financial institutions. The Germany chapter of Chambers and Partners’ Practice

We have recently survived the longest government shutdown in U.S. history and narrowly avoided another.  Congress passed a full appropriations bill on February 15, 2019, which the president signed.  Parts of the appropriations begin to expire as early as October 1, 2019. Here’s a look at how the ABS markets are affected during a government