When the Securities and Exchange Commission issued a final rule in August 2014 setting disclosure requirements for publicly-registered MBS and ABS, one of the outstanding provisions was whether to apply the loan-level disclosure requirements to private-placement 144A deals. More than 18 months later, it’s unclear whether the SEC will increase disclosure requirements for private placements, though industry participants expect that some action is in the works. Charles Sweet, a practice development leader at the law firm of Morgan Lewis, noted that the SEC asked the Structured Finance Industry Group to submit refreshed comments regarding the outstanding provisions included in the so-called Regulation AB2 final rule. “They are...

Issuers of publicly-registered ABS are adjusting to so-called Regulation AB2 requirements established by the Securities and Exchange Commission, but observers say the pro-investor rules have increased issuer costs and slowed issuance. One of the biggest challenges for issuers from Reg AB2 has been the requirement for an asset-representations reviewer. The rule requires publicly-registered MBS and ABS to include an asset-representation reviewer whose work can be triggered by a certain level of delinquent assets in a pool or by an investor vote. Susan Thomas, the associate general counsel of Ford Motor Credit Company, said...

Commercial banks and savings institutions reported another decline in their holdings of non-mortgage ABS in late 2015, continuing an industry pullback that’s been ongoing for two years. Banks held $135.01 billion of ABS as of the end of 2015, according to a new analysis of call-report data by Inside MBS & ABS. That was down 4.2 percent from the third quarter and off 15.9 per-cent from the end of 2014. The supply of outstanding ABS itself fell slightly in the fourth quarter, down 2.3 percent to $704.91 billion, according to data from the Securities Industry and Financial Markets Association. The ABS market had been growing more-or-less steadily since bottoming out in 2012 before fading in the second half of last ...

Years of warnings from securities issuers and investors about regulatory uncertainty appear to have shifted to actual consequences as liquidity in the MBS and ABS markets has declined significantly in recent months. Almost every panel session at the ABS Vegas conference produced by Information Management Network and the Structured Finance Industry Group this week included comments regarding liquidity and regulation. Daniel McGarvey, the head of U.S. asset-backed products origination at Societe Generale, noted that in recent months spreads on MBS and ABS have increased due to illiquidity. “Credit risk is not currently a driver of credit spreads,” he said. “This should be a concern for all of us in the securitization market.” Delinquencies and losses, traditional factors in liquidity, remain...

A handful of recent and current U.S., European and international regulatory efforts “pose a serious threat to securitization as a critical source of funding for the real economy,” especially when taken together, a top securitization official told lawmakers in Washington, DC, this week. Testifying before the House Financial Services Subcommittee on Capital Markets and Government-Sponsored Enterprises, Richard Johns, executive director of the Structured Finance Industry Group, took on a handful of the industry’s most problematic regulatory initiatives. Among them were the liquidity ratio rules that U.S. regulators implemented in late 2014, and the new Basel III capital rules that were adopted by the Basel Committee on Banking Supervision. He also addressed...

Disclosure requirements for publicly-registered ABS have prompted fewer investor-friendly changes than might have been expected, according to analysts at Moody’s Investors Service. The Securities and Exchange Commission adopted the so-called Regulation AB2 disclosure rule in August 2014 and a number of issuers have filed Form SF-3 registration statements in compliance with the rule. “Very few issuers have provided additional collateral and/or performance information beyond the data they were already disclosing prior to SF-3 registration statement requirements,” Moody’s said of auto ABS issuers. The rating service said...

Last week, the Securities and Exchange Commission provided new guidance, in a question and answer format, about certain programming changes to its online disclosure system that have been made to support recently adopted revisions to Regulation AB and new Exchange Act Rule 15Ga-2. More specifically, the guidance covers the procedures that a filer must use in the Electronic Data Gathering, Analysis, and Retrieval (EDGAR) system that enable it to file a preliminary prospectus and to furnish Form ABS-15G, along with accompanying tables and third party due-diligence reports. It also addresses...

The advent of mobile phone financing has given U.S. asset-backed securitization a new twist with its unique risks and strengths relative to other consumer ABS, according to a new report from Moody’s Investors Service. Mobile phone financing represents a shift from the previous business model of subsidizing phone purchases for customers with two-year service contracts. Many cell-phone makers and wireless carriers, such as Apple, Samsung Electronics, T-Mobile, AT&T, Sprint and Verizon, now use financing contracts in most of their phone sales. The most common form of financing is...

Securitizations backed by proceeds from franchises such as Domino’s Pizza and Dunkin Brands hit a record in terms of issuance volume in 2015. Industry participants suggest the market for such deals, known as whole-business securitizations, is set to expand due to growing interest from investors. There was more than $7.0 billion in WBS issuance in 2015, exceeding the issuance of the three prior years combined, according to Cory Wishengrad, a senior managing director and head of structured products origination at Guggenheim Securities. Wishengrad and others involved with structuring franchise/royalty securitizations spoke at a recent roundtable hosted by Standard & Poor’s. “The WBS sector has made...

New issuance of non-mortgage ABS fell 6.6 percent last year even though the market’s biggest segment pushed to a new post-crash high, according to a new Inside MBS & ABS analysis. A total of $173.05 billion of non-mortgage ABS were issued in 2015, the second-highest annual output since 2008. The direction, however, was less encouraging. New issuance tumbled 17.1 percent from the third to the fourth quarter, sinking to $30.69 billion – the lowest three-month total in over three years. But with record sales in the U.S. auto industry, securitization of vehicle-finance contracts increased...[Includes two data tables]