Latham & Watkins
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Articles by company
Impact of the Corporate Governance and Insolvency Act 2020 on securitisation transactions
In this In Practice article, the author discusses the key implications of the Corporate Governance and Insolvency Act 2020 (CIGA) for securitisation transactions.
1 JAN 2021SPAC -linked margin loans
The recent increase in the use of special purpose acquisition companies (SPACs) has been generating much discussion in the press, the finance industry and among lawyers and regulators. The trend began in the US and is spreading across the globe, with securities exchanges in a number of jurisdictions competing to position themselves as an alternative listing venue of choice for SPACs. In this In Practice article, the authors consider their structure and risk profile and whether the securities that they issue have the potential to be a new asset class for margin lenders.
1 JUN 2021US SRT structures require cross-practice and cross-geography legal expertise
As the US “significant risk transfer” market catches up to its European equivalent, cross-practice legal teams are playing an important role in ensuring compliance with regulatory requirements for both banks and investors.
31 MAY 2024European middle market CLOs could rise in 2024: despite some challenges
Collateralised loan obligations (CLOs) are a prominent feature in the European capital markets landscape. Last year, public issuance of CLOs in Europe generated a volume of €26bn from 69 deals, remaining relatively steady from 2022 despite a slow start to the year. However, the market is off to a strong start in 2024, with year-to-date volume at the end of February standing at €6.3bn and with market participants predicting a bumper year.
31 MAR 2024Fund finance: the securitisation question
Does a transaction in the European fund finance market constitute a “securitisation” under EU and UK securitisation regulatory frameworks? The answer impacts the potential regulatory capital treatment and liquidity of the financing and, accordingly, the pricing that lenders may be able to provide. Funds need to be aware of this question and the regulatory implications across Europe.
1 MAR 2022Don’t forget about the NSIA: potential implications for securitisations
In this In Practice article, the authors explore some practical steps to address NSIA compliance risks for securitisation transactions, including: the importance of due diligence and determining if a transaction falls within scope of the NSIA’s notification requirements; considering if a voluntary notification is necessary to mitigate call-in risk; structuring security provisions to avoid potential pitfalls; and building in contractual provisions to ensure compliance by transaction parties.
1 JUN 2022The Draft RTS on ESG disclosures for STS securitisations: a hit or a miss?
Draft technical standards concerning sustainability disclosures aim to make STS securitisations more appealing from an ESG investment perspective. This In Practice article examines the proposed regime and identifies some practical shortcomings.
1 SEP 2022The FCA’s new consumer duty could affect FCA regulated investors in asset backed financings of products offered to retail customers
The policy statement and final guidance on the consumer duty published on 27 July 2022 by the UK’s Financial Conduct Authority (FCA) set out a new Principle for Business for regulated firms, new cross-cutting rules and detailed expected outcomes that these rules and the new principle should have on retail customers (together the “Duty”). The Duty has multiple implementation stages with the key dates being: (i) 31 July 2023, when the Duty will apply to all new products and services and existing products and services that are open to sale or renewal; and (ii) 31 July 2024, when the Duty will extend to all closed products and services. This article explores some practical considerations for FCA regulated investors in asset backed financings (Investors) of products offered to retail customers when determining whether the Duty applies to them.
1 MAR 2023Conflicting signals? Potential impacts of the SEC’s proposed conflicts of interest rule on UK and EU CLO managers
On 25 January 2023, the US Securities and Exchange Commission (SEC) proposed a far-reaching rule (Rule 192)11 to prohibit securitisation transactions involving or resulting in a material conflict of interest between certain securitisation participants and investors. The rule is required by s 27B of the Securities Act,122 as inserted by s 621 of the Dodd-Frank Act.233 In this In Practice article the authors consider the impact of Rule 192 on UK and EU CLO managers. 3
1 JUN 2023Finding room for asset-backed financings alongside high yield and leveraged loan transactions
In the current environment of inflation and higher interest rates, securitisations may play an increasingly prominent role in offering access to cheaper and diversified funding. In this article, the authors explain why a corporate group may wish to consider exploring whether a securitisation would be available to it – and permitted under any existing high yield and/or leveraged loan documentation.
1 NOV 2022
