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Structured Finance

Structured Finance
Structured Finance
Expertise / Practices / Capital Markets / Structured Finance

Our Structured Finance team has industry-leading know-how. We have pioneered many of the techniques and deal structures that are used in Canada today, including tax-efficient structures for lease portfolios that achieve rating-based bankruptcy remoteness requirements, and the co-ownership model used to securitize revolving portfolios of credit cards and wholesale auto loans. Our dedicated team of lawyers includes several partners with more than 20 years of experience doing structured finance deals, covering all asset classes.

Structuring sophisticated financial products requires a deep understanding of the regulatory environment in which prospective issuers, investors and other market participants operate. Beyond the core areas of expertise (including commercial, securities and insolvency law), our team includes experts from other key practice areas (such as tax, financial institutions, derivatives, corporate governance, commercial real estate and intellectual property). Our highly ranked and award-winning practices in each of these areas, combined with our extensive structured finance expertise, allow us to provide clients with highly efficient, full-service advice. Our breadth of practice is complemented by our knowledge of the regulatory processes and regular interactions with policymakers, regulators and rating agencies.

From the beginning, our team has led the way advising on many of Canada’s marquee structured finance transactions and actively participating in important market developments. Our many firsts, as well as unique roles (such as acting for Canada’s securities regulators to write securities rules for asset-backed securities and representing respected industry groups), demonstrates our dedication and commitment to the area.

As a pre-eminent firm highly focused on the structured finance market, Blakes is very well positioned to provide informed, practical and creative advice to assist our clients to efficiently access opportunities and innovate. We have the expertise, know-how and dedication to serve your interests on a cost-effective, practical and creative basis. We would be pleased to share our ideas, experience and enthusiasm to help address your particular structured finance requirements.

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Recent Experience
  • Representing the Province of Ontario to develop, document and implement the legislation and commercial aspects of its Fair Hydro Plan, financed by “Fair Hydro Trust” under an innovative structured financing platform that is functionally similar to a U.S.-style “stranded costs’ transaction.

  • Structuring domestic securitizations, including innovative lease securitizations designed to be tax effective and to respond to evolving rating agency requirements.

  • Representing Element Fleet Management Corp. and ECN Capital Inc. to establish and implement domestic and cross-border securitization programs for various asset classes, including aircraft loans and leases, automotive loans and leases, equipment loans and leases, and railcars assets.

  • Represented both buyers and sellers of consumer loan portfolios subject to existing securitizations or to be financed from the proceeds of newly established securitization financing programs.

  • Implementing the Canadian component of numerous cross-border securitizations involving trade receivables, loans, mortgages and leases, including both private and public transactions, as counsel to many of the world’s largest issuers and investment banks.

  • Represented buyers and sellers of commodity pools and related financial assets, including bankruptcy remote sales of oil and gas inventories and uranium toll revenue streams.

  • Representing clients to address Canadian structuring issues arising as a result of U.S. and European regulatory reforms, including in relation to risk retention requirements.

  • Designing innovative co-ownership purchase/participation arrangements to allow smaller financial institutions to provide support to multi-seller conduits that securitize assets originated by small and medium-sized finance and leasing companies.

  • Representing the large investors in connection with the successful restructuring of C$35-billion of frozen non-bank asset-backed commercial paper, including playing a leading role in the design, development, adoption and implementation of the rescue plan.

  • Advising on several large originator insolvencies, including as Canadian counsel to the investors on Canada’s first debtor-in-possession securitization.

  • Addressing the structured finance aspects of several other large restructurings and divestitures that occurred in the wake of the global financial crisis, including the sale of two substantial credit card portfolios, amounting to over C$11-billion of receivables, which were subject to continuing public securitization platforms.

  • Representing a new public company in developing its core funding strategy using securitization.

  • Designing and implementing novel “co-ownership” and “split share” transaction structures, which are now commonly used to securitize revolving portfolios of credit cards, consumer loans and to stream attributes of underlying financial assets.

  • Designing and accessing the Canadian federal government’s support programs, including completing securitizations under the Canadian Secured Credit Facility, assisting medium-sized leasing companies to access the government’s Vehicle and Equipment Financing Partnership and designing a participation arrangement to provide funding support for medium-sized leasing and finance companies.

  • Designing and implementing transaction structures to repackage and monetize illiquid structured finance instruments.

  • Acting for leading Canadian retailers to develop and implement substantial “master trust” credit card securitization programs, including the first applications of the shelf prospectus regime for asset-backed securities.

  • Acting for the agents for one of Canada’s largest covered bond programs.

  • Acting for Canada’s securities regulators to draft the offering and disclosure laws that to apply to Canadian asset-backed securities.

  • Acting for the leading industry group in connection with Canada’s proposed regulatory regime for public and private asset-backed securities and securitized products.

Awards & Recognition

Members of the Blakes Structured Finance & Derivatives team are recognized as leaders in the field in the following publications:

  • Chambers Canada: Canada's Leading Lawyers for Business

  • The Best Lawyers in Canada

  • Chambers Global: The World's Leading Lawyers for Business

  • The Canadian Legal Lexpert Directory

  •  The Legal 500 Canada

  • The Lexpert Guide to the Leading US/Canada Cross-Border Corporate Lawyers in Canada

  • Legal Media Group’s Guide to the World’s Leading Banking, Financial and Transactional Lawyers