Structured Finance & Securitizations
Our Structured Finance & Securitizations Group leads the world's most complex structured finance and securitization transactions. Our lawyers bring unparalleled experience in all types of securitizations and structured financings, pioneering groundbreaking deals with unusual assets that demand innovative bankruptcy and M&A approaches. Our award-winning work spans diverse industries and complex asset-backed securities.
Ranked among global elite advisors in the industry, our lawyers excel at anticipating obstacles and resolving business and legal impediments to completing complex securitizations. As the recognized market leader in whole-business securitizations, we've successfully structured hundreds of deals for a broad range of asset classes, including franchise royalties, infrastructure assets (including fiber and cell towers), trade receivables, intellectual property, commercial vehicle and equipment fleets, patent royalties, equipment leases, billboards, and contract rights. We are experts in media and entertainment financing, developing an array of innovative structures for the securitization of music catalogs, sports media rights, film slates and television series.
Our team is consistently recognized by leading industry journals, including the Financial Times, Chambers and Legal 500. We have also been awarded “Dealmaker of the Year” by The American Lawyer for our pioneering work in the securitization of “difficult to monetize assets” and “Structured Finance and Securitization Deal of the Year” by IFLR Americas for innovation through dealmaking.
“Each member of the Paul, Weiss team is extraordinary and they handle some of the most complex and sophisticated securitizations.”
– Chambers USA
Recognition
Chambers USA: Band 1 in Capital Markets: Securitization
- Awarded the 2024 Structured Finance and Securitization Deal of the Year by IFLR1000 for advising Apollo Global Management in acquiring Credit Suisse's Securitized Products Group
- Legal 500 US: a top-tier firm in Structured Finance: Securitization in 2024, recognizing the work of four of our partners with top rankings
- For the fourth consecutive year, IFLR1000 recognized our lawyers as “Highly Regarded” and “Market Leaders” in Structured Finance and Securitization
Recent Engagements
- Brookfield in the $1.7 billion structured equity and debt financing of direct and indirect interests in portfolios of music assets acquired by Primary Wave, a private music publishing and talent management company, as well as a $1 billion securitization of music assets.
- California Public Utility Commission (CPUC) in numerous issuances totaling over $15 billion (tax exempt and taxable) in energy bonds to finance energy costs for the three major electrical utilities in California during California’s energy crisis.
- CKE Restaurants Holdings, the owner, operator, and franchiser of quick-service restaurants and a portfolio company of Roark Capital Group, in multiple whole-business securitizations totaling billions of dollars, backed by domestic and international franchise agreements along with royalties from real estate, franchisee license, IP and cash flow from some corporate-owned franchises.
- Driven Brands, a leading franchisor and operator of aftermarket automobile services and parts distribution centers and an affiliate of Roark Capital Group, in multiple ABS and whole-business securitizations totaling nearly $2.5 billion, backed by substantially all of the franchise assets of its automotive quick-service brands, which include Maaco, Meineke, Econo Lube N’ Tune, 1-800-Radiator and Take 5, including Driven’s first whole-business securitization as a public company and the first cross-border whole-business securitization.
- Dunkin’ Brands Inc., one of the largest quick service restaurant franchises, in numerous whole-business securitizations totaling over $3 billion, backed by all existing and future franchise and development agreements, real property assets and rental income, certain joint ventures, certain product sourcing agreements and intellectual property.
- Goldman Sachs and its affiliates as agent, lender and initial purchaser in connection with the establishment of a financing platform for music copyrights, royalties and related assets for Blackstone-backed Hipgnosis, with up to $1 billion financing of music copyrights, royalties and related assets for Hipgnosis. Hipgnosis is the largest UK-listed investor in music catalogs and royalties with gross assets of $2.2 billion. The newly launched financing shelf included a warehouse credit facility (Paul, Weiss represented Goldman Sachs as agent) and the subsequent issuance of ABS (Paul, Weiss represented Goldman Sachs as initial purchaser) in each case with respect to assets totaling approximately $400 million.
- Go To Foods (formerly known as Focus Brands), the franchisor and operator of eight highly recognizable quick service restaurant brands, in multiple whole-business securitizations totaling over $1 billion, backed by all existing and future franchise and development agreements and intellectual property.
- K.G.K. Diamonds BV, a Belgium-based rough and polished diamond distributor and manufacturer, in its inaugural $140 million cross-border securitization backed by existing and future rough and polished diamond inventory; and in its second cross-border inventory-based securitization.
- Merchants Fleet, North America's fastest-growing fleet management company, in the secured financing aspects of its sale of Merchants Automotive Group (d/b/a Merchants Fleet and Merchants Auto) to a group including Bain Capital, ADIA (the Abu Dhabi Investment Authority) and the Merchants Fleet leadership team, consisting of over $2.5 billion in fleet leasing and asset-backed variable funding and term notes, backed by a first-priority security interest in the company’s fleet leasing and other related assets.
- MetroNet, a telecommunications company and the largest privately-owned fiber to the premises (FTTP) platform in North America and portfolio company of Oak Hill Capital and KKR, in its $1 billion inaugural securitization, additional $700 million issuance and over $1.5 billion in numerous lending, topco and warehouse facilities, backed by MetroNet’s fiber network and infrastructure assets and customer receivables in mature neighborhoods.
- Nothing Bundt Cakes, a category-defining franchised bundt cake concept with locations across the United States and Canada and a portfolio company of Roark Capital Group, in its inaugural $335 million whole-business securitization and subsequent whole-business securitizations.
- SBA Communications, one of the largest wireless cell tower operators in the Western hemisphere, in connection with over $7.25 billion of securitizations, backed by mortgage liens on cell towers.
- Subway, in its $3.35 billion inaugural whole-business securitization, the largest whole-business securitization on record, its $400 million variable funding note issuance and its $2.335 billion whole-business securitization.
- Ziply Fiber, an American telecommunications company and portfolio company of WaveDivision Capital, in its inaugural securitization consisting of over $1.5 billion issuance of term notes and $400 million issuance of variable funding notes, secured by FTTP infrastructure, underlying rights and receivables.
