Structured Finance and Securitization

Holland & Knight's Structured Finance and Securitization Team advises clients on a variety of debt, equity and hybrid financing techniques.

Our attorneys represent a broad range of clients, including banks, financiers, lessors, lessees, manufacturers, borrowers, originators, servicers, airlines, maritime operations and government organizations.

Our team collaborates with attorneys throughout the firm to provide comprehensive counsel for a full range of structured finance transactions.

Overview

Securities backed by financial assets are a worldwide commercial funding source valued in the trillions of dollars. In recent years, structured finance transactions have increased in complexity and sophistication. Those seeking such arrangements need a law firm with a deep understanding of the finance industry, broad experience in financial transactions and the ability to adapt to market changes. Holland & Knight is that firm.

Drawing from a wealth of technical knowledge and industry experience, Holland & Knight's Structured Finance and Securitization Team advises clients on a variety of debt, equity and hybrid financing techniques. In addition, we ensure that clients remain in compliance with all applicable federal banking law and finance law requirements. Our attorneys use an informed and innovative approach to meet our clients' objectives in both domestic and international cross-border transactions and weigh tax consequences and legal constraints to develop the most advantageous funding arrangement possible.

Comprehensive Counsel for a Broad Range of Clients

Our Structured Finance and Securitization Team represents a broad range of clients, including banks, financiers, lessors, lessees, manufacturers, borrowers, originators, servicers, airlines, maritime operations and government organizations.

We regularly collaborate with attorneys in the firm's banking and finance, construction, taxation, maritime, aviation, real estate, bankruptcy and related practice groups to provide comprehensive counsel for a full range of transactions, including:

securitization transactions for all classes of assets
equipment leasing, with a concentration in the transportation industry
transactions for aircraft, vessel and rail equipment worldwide
residential mortgage loan and related asset financing, including servicing advance facilities and securitizations of agency mortgage servicing rights
project financings for infrastructure development
cross-border financings and investments
negotiation and documentation of complex secured and unsecured commercial credit transactions

Guidance You Can Trust

The combination of our attorneys' thorough knowledge, extensive experience and sincere commitment to provide responsive service is why clients entrust Holland & Knight's Financial Services Team to handle their legal needs. These attributes are also the reason why members of our team have been recognized among the top legal professionals in the country by leading publications, including:

Chambers USA – America's Leading Lawyers for Business recognized members of the following Holland & Knight practices as leaders in their fields:

Nationwide Aircraft Finance
Nationwide Shipping Finance
Banking & Finance – Florida
Public Finance, Regulatory and Transactional – Florida
Banking & Finance – Georgia
Banking & Finance – Tennessee

Chambers Global recognized members of the following Holland & Knight practices as leaders in their fields:

Aviation: Finance – Global-wide
Shipping: Finance – Global-wide
Banking & Finance – USA
Banking & Finance – Latin America-wide
Banking & Finance – Mexico
Banking & Finance – Colombia
Capital Markets – Mexico
Capital Markets – Colombia

Chambers Latin America recognized members of the following Holland & Knight practices as leaders in their fields:

Banking & Finance – Latin America-wide
Banking & Finance – Mexico
Capital Markets – Mexico
Capital Markets – Colombia

The Best Lawyers in America recognized members of the following Holland & Knight practices as leaders in their fields:

Banking and Finance Law
Equipment Finance Law
Financial Services Regulation Law
International Trade and Finance Law
Leveraged Buyouts and Private Equity Law
Litigation – Banking and Finance
Project Finance Law
Public Finance Law
Securitization and Structured Finance Law
Venture Capital Law

The Legal 500 recognized members of the following Holland & Knight practices as leaders in their fields:

Latin America: International Firms – Capital Markets
Banking & Finance – Colombia
Banking & Finance – Mexico
Capital Markets – Colombia
Capital Markets – Mexico
Projects and Infrastructure – Mexico

Representative Engagements

Represented a senior secured lender in a $50 million revolving loan to a Canadian asset-based lender secured by a portfolio of existing and future asset-based commercial loans
Represented an agent and lead lender in a $60 million loan facility to finance a portfolio of foreign development loans
Represented an agent and lead lender in $50 million loan facility to finance a portfolio of commercial loans
Represented a fund client as the senior agent and sole lender in an $80 million revolving and term loan facility to a Cayman Islands limited partnership to finance a portfolio of middle-market Canadian ABL assets
Represented a senior secured lender in a $450 million revolving loan secured by a portfolio of commercial loans
Represented a senior secured lender in a $120 million revolving loan secured by a portfolio of commercial loans
Represented an agent and lead lender in a $20 million multi-draw term loan facility to a business development company
Represented an agent and lead lender in a $875 million syndicated revolving loan facility to a special purpose vehicle (SPV) borrower to finance a portfolio of middle-market existing and future commercial loans originated by borrower's affiliated funds and business development companies
Represented an agent and lead lender in a $500 million syndicated revolving loan facility to an SPV borrower to finance a portfolio of middle-market existing and future commercial loans originated by borrower's affiliated funds
Represented a senior agent and lender in a $400 million back-levered facility to a direct lending fund to finance a portfolio of existing and future commercial loans originated by the borrower
Represented an agent and lead lender in a $375 million syndicated revolving loan facility to an SPV borrower to finance a portfolio of middle-market existing and future commercial loans originated by borrower's affiliated funds
Represented an agent and lead lender in a $150 million syndicated revolving loan facility to an SPV borrower to finance a portfolio of middle-market existing and future commercial loans originated by borrower's affiliated funds and business development companies
Represented an agent and lead lender in a $200 million syndicated revolving loan facility to an SPV borrower to finance a portfolio of middle-market existing and future commercial loans originated by borrower's affiliated funds and business development companies
Represented an agent and lead lender in a $215 million syndicated revolving loan facility to an SPV borrower to finance a portfolio of middle-market existing and future commercial loans originated by borrower's affiliated funds
Represented an agent and lead lender in a $250 million syndicated revolving loan facility to an SPV borrower to finance a portfolio of middle-market existing and future commercial loans originated by borrower's affiliated funds
Represented an agent and lender in a $250 million revolving loan facility to an investment manager-affiliated SPV and its co-investment vehicle to finance a portfolio of existing and future commercial loans
Represented an agent and Class A lender in connection with a $250,000 multi-currency revolving loan facility to an Irish SPV secured by a portfolio of U.S.-, Canadian- and European-originated merchant cash advance receivables
Represented a fund client as a mezzanine lender in a $255 million syndicated term loan facility ($30 million Class B) to an Irish-organized designated activity company to finance a portfolio of foreign and domestic merchant cash advance assets
Represented a senior secured lender in an aggregate $145 million revolving loan to sister finance companies (including a newly formed finance startup company with a $20 million sub-facility) secured by small business loans and merchant cash advances
Represented an agent and Class A lender in connection with a $75 million revolving loan facility secured by a portfolio small business recurring revenue-based commercial loans
Represented a senior agent and lender in a $55 million syndicated revolving loan facility to a business development company to finance a portfolio of existing and future commercial loans originated by the borrower
Represented an agent and lead lender in a $150 million revolving credit facility backed by commercial loans originated by the borrower's affiliated finance and business development companies
Represented a senior secured lender in a $100 million revolving warehouse loan facility secured by a portfolio of commercial loans (asset based, cash flow and real estate)
Represented an agent and lead lender in a $100 million syndicated revolving credit facility backed by interests in middle-market commercial loans (cash flow loans)
Represented an agent and lead lender in a $200 million syndicated revolving credit facility backed by interests in middle-market commercial loans (asset-based loans)
Represented numerous syndicate and noncontrol lenders in loans to business development companies and other finance companies of various sizes

Represented a senior agent and lead lender in multiple revolving loan facilities to finance portfolios of existing and future commercial real estate secured loans in multiple jurisdictions in an aggregate commitment of $270 million secured by commercial real estate loans originated and acquired by the borrower
Represented an agent and lead lender in a $100 million revolving loan to finance the acquisition of a portfolio of commercial multi-family properties
Represented a senior agent and lead lender in an $80 million syndicated revolving loan facility to finance a portfolio of existing and future loans originated by the borrower and secured by performing hospitality properties
Represented an institutional lender in connection with the origination of a $100 million revolving credit facility to finance the acquisition by an international private equity firm of distressed and performing commercial mortgage loans secured by commercial properties throughout the U.S.
Represented an institutional lender in connection with the origination of a $50 million credit facility to finance the origination of commercial mortgage loans secured by assisted living and nursing home facilities throughout the U.S.
Represented an institutional lender in connection with the origination of a $50 million credit facility to finance the origination of commercial mortgage loans secured by residential investment properties throughout the U.S.
Represented a lead lender in a $35 million revolving loan to finance the acquisition of a portfolio of commercial real estate owned (REO) properties and performing loans, along with a warehouse facility for future acquisitions of loan portfolios by the borrower
Represented a lead lender in a $25 million revolving loan to finance the acquisition of a portfolio of performing and distressed loans, along with a warehouse facility for future acquisitions of loan portfolios by the borrower
Represented a lead lender in an approximately $24 million term loan to finance the acquisition of a portfolio of REO properties and performing and distressed loans
Represented a lead lender in an approximately $23.7 million term loan to finance the acquisition of a portfolio of REO properties and distressed loans
Represented a lead lender in an approximately $21.7 million term loan to finance the acquisition of a portfolio of performing loans

Represented an agent in a syndicated $50 million revolving warehouse loan facility secured by unsecured consumer loans originated in an internet-based, peer-to-peer lending platform
Represented a lender in a $20 million revolving warehouse loan facility secured by unsecured consumer loans originated in an internet-based, peer-to-peer lending platform
Represented an agent in a syndicated $95 million revolving warehouse loan facility secured by unsecured consumer loans originated in an internet-based, peer-to-peer lending platform
Represented an agent in a syndicated $75 million revolving warehouse loan facility secured by unsecured consumer loans originated in an internet-based, peer-to-peer lending platform
Represented an agent in a $40 million revolving warehouse loan facility secured by student loans originated by a private student lending platform
Represented a lender in a $35 million revolving warehouse loan facility secured by unsecured consumer and commercial loans originated on various internet-based, peer-to-peer lending platforms

Represented an agent in a syndicated $15 million term loan and a $65 million revolving credit facility secured by portfolio of automobile receivables
Represented a lead lender in a $50 million revolving credit facility secured by a portfolio of automotive receivables originated by auto dealers across Canada
Represented a lead lender in a $25.5 million revolving credit and term loan facility, with a $20 million accordion feature, secured by automotive receivables originated by auto dealers across the U.S.
Represented a lead lender in a $50.5 million revolving credit facility, secured by automotive receivables originated by auto dealers across the U.S.
Represented an agent in a $15 million revolving warehouse facility, with a $135 million accordion feature, secured by automotive receivables originated by an online automobile finance company
Represented a lead lender in a $30 million multi-draw term loan facility secured by a portfolio automotive receivables originated by auto dealers across the U.S.
Represented a lead lender in a $70 million revolving credit facility, secured by automotive receivables originated by auto dealers across the U.S.

Represented a Class B lender group in two syndicated revolving loans facilities (one for $260 million and one for $425 million, with an aggregate Class B commitment of $175 million to several commonly owned consumer finance companies secured by secured and unsecured consumer loans)
Represented first-out participant banks in numerous transactions to lever existing and side-by-side loan facilities originated by private funds
Represented last-out participant private funds in numerous transactions to lever existing and side-by-side loan facilities originated by banks and other finance companies
Represented an agent and lender group in a $200 million delayed draw term loan facility backed by pool of credit card receivables
Represented a lead lender in a $448 million senior secured revolving credit facility secured by a portfolio of merchant loan receivables
Represented an agent and lead lender in a $50 million revolving credit facility secured by a portfolio of merchant loan receivables
Represented an agent and lender in a $35 million revolving credit facility, with a $25 million accordion feature, secured by maritime finance receivables
Represented a lead lender in a $35 million term loan secured by a portfolio of student loans originated by a for-profit college
Represented a lead lender in a $40 million term loan secured by a portfolio of Chapter 13 bankruptcy receivables
Represented a client as the senior agent and initial purchaser in an up to $100 million note purchase facility to a Delaware limited liability company (LLC) to finance a portfolio of factored accounts receivable assets
Represented a lead lender in a $100 million revolving credit facility secured by a portfolio of tax lien receivables across multiple states
Represented a lead lender in a $80 million revolving credit facility secured by a portfolio of tax loans in Texas
Represented a lead lender in a $45 million revolving credit facility secured by a portfolio of tax loans (Texas) and tax lien receivables across multiple states
Represented an agent in a $30 million revolving warehouse loan facility, with a $20 million accordion feature, secured by home improvement loans
Represented a lead lender in a $15 million multi-draw term loan facility secured by a portfolio of credit card receivables
Represented an agent and lead lender in a $50 million revolving credit facility secured by a portfolio of income share agreements
Represented a lead lender in $75 million revolving credit facility secured by a portfolio of residential mortgage loans
Represented a lead lender in a $17 million revolving credit and multi-draw term loan facility secured by a portfolio of charged-off unsecured consumer receivables
Represented a global banking institution in a $200 million receivables purchase facility for a multi-national manufacturing company
Represented a global banking institution in a $500 million receivables purchase facility for a multi-national technology company
Represented a global banking institution in a $300 million receivables purchase facility for a multi-national company
Represented a global banking institution in several on- and off-balance sheet trade receivables securitizations, including the following:
- a $700 million securitization of trade receivables for a global company in the electronics market
- a $300 million securitization of trade receivables for a multi-national cloud computing services company that included receivables originated in multiple jurisdictions (U.S., Canada, Germany, France, Switzerland and the United Kingdom)
- a $150 million securitization of trade receivables for the largest U.S. tank truck transporter and logistics provider

Represented the lender in a PDP facility for 60 Airbus A220 aircraft with a U.S. airline
Represented a leading aircraft leasing company as lender in the PDP financing of 18 Boeing 777 and 737 aircraft with a U.S. airline
Represented the lender in the PDP financing of 15 Airbus A321neo aircraft with a U.S. airline
Represented the lender in the PDP financing of 65 Airbus aircraft with a Latin American airline
Represented a leading aircraft leasing company as lender in the PDP financing of nine Airbus A320neo aircraft with a Latin American airline
Represented a leading aircraft leasing company as lender in the PDP financing of three Boeing 787-9 aircraft with a Latin American airline
Represented a leading aircraft leasing company as lender in the PDP financing of five Boeing 737 MAX aircraft with a Latin American airline
Represented the lender in a PDP facility for 20 Airbus aircraft with a European airline
Represented the mezzanine lender in a PDP facility for 12 Airbus A320 aircraft
Represented the lender in a PDP facility for 60 Airbus aircraft with an Asian airline
Represented the lender in a PDP facility for 40 Airbus aircraft with an Asian airline

Represented a national nonbank lender to provide approximately $400 million in financing relating to excess servicing spread and contractual rights relating to agency and nonagency residential loans
Represented multiple national loan servicers and their affiliates in connection with establishing securitization programs issuing term notes, term loans and variable funding notes collateralized by mortgage servicing rights and/or servicing advances pertaining to Ginnie Mae and Fannie Mae mortgage loans
Represented a national residential mortgage loan servicer with respect to 1) the acquisition of servicing rights to approximately $17.7 billion in Freddie Mac, Fannie Mae, Ginnie Mae and private label loans from a national bank, and 2) obtaining consents and approvals necessary to consummate the transfers of servicing and amend private servicing agreements to allow for financing of servicing advances
Represented a national lender to residential real estate investors in connection with a $350 million unrated securitization collateralized by residential transition loans
Represented a national mortgage lender in connection with several reconstitutions of its sold mortgage loan portfolios and related term note issuances of approximately $450 million by national bank counterparties
Represented a national residential mortgage loan servicer and its real estate investment trust (REIT) affiliates in connection with establishing numerous mortgage servicing rights financing facilities, with a combined capacity of approximately $2 billion relating to Fannie Mae and Freddie Mac mortgage loans
Represented one of the nation's largest residential mortgage originators in connection with establishing numerous residential loan warehouse facilities with a combined capacity of more than $11 billion, including direct repurchase agreements and structured arrangements
Represented multiple servicers to establish servicing advance financing facilities, structured as securitizations, to achieve additional cash availability and for purposes of beneficial liquidity treatment pursuant to Federal Housing Administration (FHA) and Federal Housing Finance Agency (FHFA) financial tests
Represented national nonbank lender in connection with establishing multiple variable funding note lending arrangements pursuant to Fannie Mae and Ginnie Mae mortgage servicing rights and advance securitization financings
Served as U.S. counsel in connection with issuance of approximately 400 million euros of notes backed by Spanish residential mortgage loans

Represented a co-sponsor in connection with a $160 million securitization involving unsecured and secured consumer loans
Represented the issuer in connection with a $1.7 billion bond issuance secured by 137 aircraft on lease to U.S. airlines
Represented the sponsor and servicer in connection with a $1.37 billion asset-backed securities (ABS) transaction involving 36 aircraft
Represented the sponsor and servicer in connection with a $1.2 billion aircraft securitization involving 49 aircraft
Represented the sponsor and servicer in connection with a $612 million ABS transaction involving 29 aircraft
Represented the sponsor and servicer in connection with a $485 million ABS transaction involving 20 aircraft
Represented the sponsor and servicer in connection with a $511.7 million ABS transaction involving 18 aircraft
Represented the sponsor and servicer in connection with a $330 million ABS transaction involving 30 commercial jet engines
Represented the sponsor and servicer in connection with a $290 million ABS transaction involving 30 commercial jet engines
Represented the sponsor and servicer in connection with a $226 million ABS transaction involving 36 commercial jet engines