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Securitization


Attorneys at Morrison & Foerster have pioneered several groundbreaking securitization transactions, including the first public offering of certificates representing interests in credit card receivables, the first rated commercial mortgage REMIC transaction, the first “arbitrage” CMOs issued by a thrift subsidiary, the first tender offer for mortgage-backed auction rate preferred stock, the first issuance of asset-backed commercial paper, the first German CLO transaction of synthetic aircraft leases, the first Japanese CBO transaction, the first Brazilian real estate receivables securitization transaction sold in the international market, the first "hybrid" (market-value and cashflow) CLO, the first U.S. private equity fund CFO transaction and the first covered bond transaction for a U.S. depositary institution.

Our extensive experience in securitization began in the 1970s with Crocker Bank’s innovative mortgage pass-through products. Morrison & Foerster attorneys continue to be active in securitization transactions involving real estate worldwide, including commercial and residential mortgage-backed securities, sale and lease back securitization transactions, conduit-type, multi-borrower/assets securitization transactions, Japanese real estate investment trusts ("J-REIT") and other pooled investment vehicles.

Morrison & Foerster attorneys have also participated in many other types of securitization transactions involving domestic, offshore, public and private entities, including auction rate preferred securities, asset-backed commercial paper, credit-card securitizations, automobile loan securitizations, cashflow CDOs, CBOs and CLOs, market-value CDOs, CBOs and CLOs, mezzanine investment fund CDOs, synthetic CDOs, CBOs and CLOs, synthetic lease transactions, synthetic asset securitization transactions, synthetic hedge fund transactions, principal protection products, CPPI products, repackaging programs and credit-linked note programs. In connection with such transactions, our attorneys have represented issuers, originators, underwriters, credit enhancers, investment advisers, asset managers, collateral managers, investors, derivatives dealers, government agencies and multi-national banking institutions in North America, South America, Europe and Asian countries.

Morrison & Foerster attorneys have extensive experience in the use of several types of derivatives in securitization transactions, including credit default swaps, total return swaps, interest rate swaps, currency swaps and options.

Our practice draws on the resources of attorneys in New York, San Francisco, Los Angeles, Tokyo, Washington D.C., London and elsewhere who are experienced in general corporate, capital markets, investment management, restructuring, derivatives, banking, secured transactions, real estate, ERISA and tax-related matters. The firm’s Washington, D.C. office provides unique experience in dealing with the U.S. Securities and Exchange Commission, the Department of Labor, OCC, Federal Reserve, FDIC and OTS on regulatory matters critical to securitization and up-to-the-minute counseling on legislative and regulatory developments.

See also IFLR Americas Securitisation Team of the Year.