Securitisation

Our securitisation experts have advised on and structured and restructured some of the market's most complex deals, covering all asset classes and all major international jurisdictions.

Overview

Uncertain market conditions fuelled by the global financial crisis have substantially increased the cost and reduced the availability of securitisation financing in the Australian and global structured capital markets. Post crisis, we have continued to advise on restructuring and refinancing of many transactions.

Kicking off the thaw in the markets, Henry Davis York's securitisation lawyers, were called upon to advise on some of the first offerings of securitised debt since the onset of the global financial crisis. These included the issuance of redeemable bonds in three separate deals for Members Equity Bank.

Depth of Experience

Henry Davis York advises issuers, underwriters, dealers, credit enhancers, trustees, facility providers, swap providers and originators. We have advised on residential mortgage-backed securities, commercial mortgage-backed securities, auto and fleet receivables, trade/inventory receivables, collateralised debt obligations, aircraft lease receivables, public private partnership bond offerings and many other asset classes.

Leaders in Covered Bonds

As increasing pressure mounts for Australian banks to find alternative forms of debt financing, along with the growing trend in other countries to participate in the US$3trillion global covered bonds market, Henry Davis York has been at the forefront of the debate and in educating the market on the future for a covered bonds regime in Australia.

With international covered bonds experience and a considerable depth and breadth of academic research knowledge, our experts are well-positioned to advise on the intricacies ofthis financial instrument.

Expertise

Our expertise includes advising on:

  • structural and strategic issues in the context of refinancings and workouts
  • tax, GST and stamp duty
  • licensing and disclosure requirements
  • Australian Prudential Regulation Authority (APRA), regulated credit and other regulatory requirements 
  • covered bonds.

Credentials

Perpetual - SMHL Securitisation Fund 2009-3

Henry Davis York acted for Perpetual on the recent SMHL Securitisation Fund 2009-3 transaction which completed a trifecta of domestic debt market issuances for Members Equity Bank in the second half of 2009. We worked on all three deals for Perpetual, the issuer of the bonds. By issuing bonds that were redeemable or convertible at the option of the bondholder, the deal attracted a high level of cash fund participation and broadened the investor base for Members Equity Bank. This deal was one of the first public offerings completed since the start of the global financial crisis and marked a reopening in Australia's securitisation markets as it was completed without the cornerstone investment by the Commonwealth Government's Australian Office of Financial Management.

Perpetual - Mahogany Capital

We are advising the Australian note trustee in connection with issues arising out of the collapse of Lehman Brothers and the flow-on implications for a $125 million retail credit linked notes issued by an Australian special purpose company, Mahogany Capital Limited, including advising in relation to legal proceedings commenced in England and the implications of related proceedings commenced by Lehman Brothers in the US against BNY Trust, the English note trustee for the Lehman programme.

The English litigation is being closely watched by the structured credit industry. Its ultimate outcome directly affects the value of more than US$12 billion of similar structured notes in various Lehmans program. The English litigation (Perpetual v BNY Trust) has been the subject of various papers issued by the rating agencies and learned legal practitioners.

Investec - Investec Experien

We have advised Investec on the establishment of two new warehouse securitised funding structures for its Experien healthcare funding business.

Allco

We have acted on the restructuring and refinancing of various Allco securitisation trusts funding the Scottish Pacific factoring business.

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We have a deep understanding of structured capital