Collateralized Loan Obligations

Orrick has been a pioneer in the collateralized loan obligation (CLO) market since their emergence in the late 1980s and early 1990s. Our lawyers have played key roles as innovators in both the original market and in the evolution of post-crisis CLO 2.0 and 3.0 transactions.

Our transatlantic CLO practice features a robust team of transactional and regulatory lawyers based in London, New York, Washington, D.C., and Charlotte, and is regarded as a market leader across the United States and Europe. We represent arrangers and underwriters, issuers, collateral managers and investors in a wide range of CLO structures, including broadly syndicated and private credit/middle market CLOs. Our team is supported by leaders in securities law, tax, investment-management law, bankruptcy, insolvency, ERISA and derivatives, ensuring a fully integrated approach to all aspects of CLO transactions.

Our CLO team is a core component of Orrick’s Structured Finance group and its broader Finance Business Unit, leveraging the collective knowledge and expertise of all lawyers in these groups. The team adopts a collaborative, partner-led approach to each transaction, setting us apart from many competitors and delivering significant value to our clients.

The broad scope of the practice lends itself well to structuring complex deals to comply with a variety of regulatory requirements, including U.S. risk retention rules, the EU Securitization Regulation and the UK Securitization Framework. Our CLO partners meet regularly with EU and UK regulators, MEPs and the European Commission to discuss the impact of regulation on the CLO market, making us the “go to” firm for regulatory advice in the areas of securitization and asset-backed finance.

In addition, our team has extensive experience in representing traders of distressed debt, including negotiation of trades pursuant to LSTA documentation, advising credit opportunity funds and other structured funds and handling all aspects of workouts — from analyzing default and enforcement provisions to amending deal documents and managing collateral liquidations through both public and private sales under Article 9 of the Uniform Commercial Code.

Consistently ranked by Chambers, Legal 500 and IFLR, our partners are recognized as leading practitioners in the evolution of post-crisis CLO 2.0 and 3.0 transactions and described as “pre-eminent experts” with “exceptional understanding of the market,” “creative solutions,” and a “superb advisory practice.”

Managing Complex Issues in Structured Finance Transactions

  • New issues, resets, refinancings, reissues and upsizings
  • U.S. risk retention, EU and UK securitization regulation compliance
  • ESG features
  • Warehouse financing, including through the use of total return swaps, loan agreements and participations
  • Master warehouse structures
  • Rights of transaction parties in defaults and liquidations
  • Purchase and sale of collateral management platforms
  • Creation (and wind down) of capitalized management vehicles and majority-owned affiliates
  • Private ratings on asset-backed lending transactions
  • Securitization of capital call facilities, NAV facilities and LP stakes