Overview
Freehills acts for arrangers, issuers, underwriters, dealers, credit enhancers, trustees, facility providers, swap providers and originators on domestic and offshore issues. We regularly advise on a range of matters, including residential mortgage-backed securities (RMBS), commercial mortgage-backed securities (CMBS), NIM, auto and fleet receivables, trade/inventory receivables, collaterised debt obligations (CDOs), aircraft lease, public private partnerships (PPP) and other asset types.
This experience and our multidisciplinary team of lawyers allows us to offer advice covering:
- structural and strategic issues
- tax, GST and stamp duty issues
- corporate, licensing and disclosure issues
- International Swaps and Derivatives Association (ISDA) and other derivatives aspects
- Australian Prudential Regulation Authority (APRA), consumer finance and other regulatory requirements
- rating agency and credit and liquidity support provider issues.
Freehills maintains its involvement in the peak industry body, the Australian Securitisation Forum (ASF), contributing on regulatory, prudential and tax/stamp duty issues. Most recently, members of our team have led some of the ASF’s drafting initiatives in relation to APRA’s revised APS 120 (securitisation rules for authorised deposit-taking institutions (ADIs)).
Experience
Some of our major transactions in the key areas of the Australian securitisation market include:
Residential mortgage-backed transactions
- Heritage Building Society in relation to various term and warehouse residential mortgage backed transactions and APRA’s revised securitisation rules for ADIs.
- Investec Australia Ltd’s securitisation of its nonconforming mortgage portfolio arranged by SG Australia.
- Members Equity Bank in relation to all aspects of its:
- SMHL program, including nine global bond issues (both SEC-registered and Irish stock exchange-listed)
- Maxis Loans (formerly National Mutual Home Loans) program
- Super Loans, Mustang and Net Interest Margin programs.
- NAB as warehouse facility provider to various issues and programs.
- Permanent Trustee as trustee of the ARMS II program.
- Barclays Bank and JP Morgan as underwriters to various Interstar Millenium Series transactions.
Commercial mortgage-backed transactions
- Amcor’s structured note issue for a property portfolio arranged by UBS, and its recent unwind.
- APPF, Centro and Investa on CMBS issues.
- CPIT’s Aurora Place / CMBS refinancing arranged by ANZ.
- CSIRO’s securitisation of ACT properties arranged by Babcock & Brown.
- CSIRO’s property securitisation of its estate at Ryde in Sydney arranged by ABN AMRO.
- David Jones Ltd’s property securitisation of its Sydney and Melbourne CBD stores.
- MCS Property’s multi-tranche note issue.
Asset-backed transactions
- Avis Budget Australia on its auto fleet securitisation arranged by Westpac, the first of its type in the Australian securitisation market.
- Australian Executor Trustees on various structured bond issues, including the NSW Schools II Project PPP and RBS-arranged Queensland University PACE project bonds.
- BNY Trust in relation to:
- Allco’s freight rail securitisation
- Allco’s Aviation Fund repackaging program
- Allco’s AAF and SAFIF aircraft lease securitisation programs
- various PPP and structured bond issues.
- Allco Finance Group on the establishment of the Max Securities and Mortgage Trust and Société Générale as note purchaser and standby liquidity provider.
- ABN AMRO and Tasman and its subsidiaries in relation to the Tasman receivables program – including David Jones Ltd’s credit card receivables, BMW Australia’s hire purchase agreements, JEM transactions and auto loan receivables of a global auto manufacturer and financier.
- Great Southern Plantations on MIS investor loan securitisations arranged by Adelaide Bank.
- ANZ, NAB and Westpac as senior bond subscribers in two auto receivables securitisation by a global auto manufacturer and financier.
- ANZ Bank’s receivables securitisation for the Leda property group, through its FAST program.
- ANZ Bank’s receivables securitisation for Scottish Pacific.
- ANZ Bank, Davids Ltd and the liquidity facility providers on Davids Ltd’s trade receivables securitisation.
- BNP Paribas, Calyon and The Royal Bank of Scotland on the Australian aspects of a US$2.9 billion securitisation bridge facility for the acquisition of The Hertz Group by various private equity investors.
- Citibank and CRS and its subsidiaries in relation to the CRS receivables program – including the securitisation of receivables of BlueScope Steel Ltd, Robert Bosch, OneSteel Ltd, Alcoa Rolled Products’ export receivables and auto-loans receivables of a global auto manufacturer and financier.
- Medfin Australia and the MLC Ltd in relation to the Medfin Trust Series arranged by National Australia Bank.
- South Pacific Tyres’ debtor receivables securitisation program.
- Rothschild in relation to certain unrated issues, including the securitisation of fund manager fees.
- ABN AMRO on various structured construction bond issues – including for Parramatta Police Headquarters and Brisbane City Council’s new Brisbane premises.
Working with you
Freehills have a dedicated Securitisation team that works closely with tax, stamp duty and other legal teams within the firm on both wholesale and retail asset-back and structured credit transactions.
We are committed to being accessible, to providing breadth and depth and to working with clients in producing commercially innovative solutions.
