Recent Trends In Structuring Risk Retention Vehicles

By Jason Schwartz, Gregg Jubin and Adam Risell (February 14, 2018, 1:40 PM EST) -- In the wake of the 2007-2008 global financial crisis, the United States and Europe enacted "risk retention" rules that require sponsors of securitization vehicles to maintain a financial interest in those vehicles (i.e., "skin in the game").[1] Historically, collateral managers of collateralized loan obligation issuers (CLOs) have not had sufficient capital on hand to acquire significant interests in the CLOs they have managed.[2] Accordingly, to comply with the risk retention rules as CLO "sponsors," collateral managers often have relied on significant funding from third-party investors by organizing a capitalized manager vehicle (CMV).[3] The CMV, in turn, acts as the collateral manager of the applicable CLOs and acquires a financial interest in those CLOs. By September 2017, collateral managers of CLOs are estimated to have raised at least $10 billion from third-party investors to comply with these rules.[4]...

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