1
SECURITISATION AND STRUCTURED FINANCE
RMBS: Our Track Record June 2022
Arthur Cox is one of Ireland’s leading structured finance and securitisation practices, acting for major domestic and international clients. Our market-leading mortgage finance practice advises originators and sponsors (including domestic banks, non-bank lenders and loan portfolio buyers), arrangers, dealers, servicers, trustees and issuers on RMBS and covered bond transactions and associated tax and regulatory issues.
We have been at the forefront of the Irish securitisation market since the beginning, acting on the first ever mortgage securitisation in Ireland and more recently on Ireland’s first ‘STS’ RMBS under the Securitisation Regulation. We regularly advise on the establishment of Irish securitisation vehicles for use in bespoke (performing and nonperforming) portfolio acquisition and financing structures, warehouse financing (borrower and lender-side) and RMBS issuances. Our team has particular expertise in Securitisation Regulation, credit servicing and Eurosystem eligibility matters. We are dealers’ counsel on all Irish covered bond programmes (for AIB, Bank of Ireland and EBS). Arthur Cox Listings Services has acted as listing agent on a number of RMBS transactions (including for AIB, Goldman Sachs International, Morgan Stanley and Lone Star). We have advised on almost all recent RMBS deals and regularly advise clients on the issuer and arranger side, as well as in other capacities, including investors and trustees. Recent transactions include: On the issuer/sponsor side: • Advising Apollo on the acquisition of a portfolio of NPLs from AIB, and subsequent securitisation of these loans by Portman Square 2021-NPL1 DAC. • Advising CarVal on the acquisition of
a portfolio of NPLs from Ulster Bank, and subsequent securitisation of these loans by Rathlin Residential 2021-1 DAC.
notes by Glenbeigh 2 Issuer DAC and Glenbeigh 2 Issuer 2021-2 DAC. On the investor side:
• Advising AIB, EBS and Haven on the c. €4 billion issuance by Burlington Mortgages No. 1 DAC. This transaction was governed by Irish law and was Ireland’s first ‘STS’ RMBS.
• Advising M&G as seller, option holder and retention holder on the issuance of notes by Mulcair Securities No.3 DAC, backed by a portfolio of loans originated by Bank of Ireland.
• Advising Goldman Sachs International on notes issuance by Strandhill RMBS DAC.
• Advising an investor (and the trustee) on Bank of Ireland’s issuance by Mulcair Securities No.2 DAC.
• Advising Morgan Stanley on all of their Irish RMBS issuances, including:
• Advising M&G as option holder on Finance Ireland’s inaugural RMBS, which was awarded the GlobalCapital European Securitisation Awards RMBS of the Year and Finance Dublin RMBS of the Year 2020 and all subsequent RMBS transactions (no. 2 – 4), which were “STS transactions”.
• notes issuance by Warrington Residential 2022-1 DAC, backed by a portfolio of NPLs. • notes issuance by Primrose Residential 2022-1 DAC. • notes issuance by Shamrock Residential 2022-1 DAC. • notes issuance by Shamrock Residential 2019-1 DAC. • notes issuance by Jepson Residential 2019-1 DAC. • Advising Lone Star on all of their Irish RMBS transactions (performing and non-performing). • Advising Barclays as originator, and the issuer, on separate issuances of notes by Summerhill Residential 2021-1 DAC and Jamestown Residential 2021-1 DAC. • Advising Citi as originator, and the issuer, on separate issuances of
This publication is provided for your convenience and does not constitute legal advice. This publication is protected by copyright. © 2022 Arthur Cox LLP
• Advising an investor (and the trustee) on Bank of Ireland’s notes issuance by Mulcair Securities DAC. On the arranger side: • Advising Barclays as arranger and sponsor of the ‘Porto’ securitisations, including: • notes issuance by Fingal Securities RMBS DAC. • notes issuance by Roundstone Securities No.1 DAC. • notes issuance by Dublin Bay Securities 2018-1 DAC. • Advising Natixis as arranger of the arthurcox.com