CLOs

"Cadwalader has once again more than earned its tier one status in structured finance and securitization through its representation of blue-chip corporate and investment banking clients [in] matters [including] CLOs and CDOs." - IFLR 1000

Cadwalader has actively represented issuers, underwriters, and collateral managers in collateralized loan obligation ("CLO") transactions and related product types for over 12 years. We have extensive experience with both "cashflow" and synthetic total return structures. We also have a dominant market position in "CLO 2.0" activity helping shape the legal aspects of CLOs as the asset class emerges from the financial downturn. While such transactions are primarily backed by broadly syndicated bank loans (i.e., "leveraged loans"), we have also been involved with transactions backed by middle market loans, high-yield bonds, and interests in other CLOs.

Our attorneys have also represented underwriters, issuers, portfolio managers and other large financial institutions in connection with the workout of distressed CLOs and leveraged loan warehouse transactions, including both cash and synthetic structures. In connection with such workouts, we have conducted extensive negotiations with all affected parties, including trustees, rating agencies, investors, warehouse lenders and credit enhancement providers. We have represented clients in the establishment of funds or other vehicles to acquire such assets. In addition, Cadwalader has extensive experience in representing traders of distressed debt, including negotiation of trading done pursuant to the Loan Syndications and Trading Association, Inc.'s (LSTA) documentation, credit opportunity funds, and other structured funds. Cadwalader has advised on all aspects of workouts including analysis of default and enforcement provisions, amendments to deal documents and liquidations of collateral by both public and private sales under Article 9 of the Uniform Commercial Code.

Our CLO practice has recently been focusing on the latest innovations in the CLO 2.0 market, including structuring transactions (both European and US) to comply with the European risk retention requirements (Article 122a for credit institutions and equivalent rules for insurers, reinsurers, UCITS and alternative investment funds). Our London office has advised on most of the CLO 2.0 transactions in the European market, including the Cairn III CLO managed by Cairn Capital and the ALME Loan Funding 2013-1 transaction managed by Apollo Credit Management.

  • Advised CQS as collateral manager on the Grosvenor Place 2013-1 CLO transaction
  • Advised Natixis as arranger on the HayFin Ruby II Luxembourg SCA transaction
  • Advised a AAA investor on the Cairn III CLO transaction managed by Cairn Capital
  • Advised a AAA investor on the ALME Loan Funding 2013-1 transaction managed by Apollo Credit Management
  • Advised Glitnir Banki hf. as originator and liquidation agent on the Holt Funding ECB eligible CLO involving a portfolio of European and US. corporate loans
  • Advised Invesco on the sale of seven of its European CLO mandates
  • Advised five CLO transactions in connection with the Chapter 11 proceedings of their collateral manager, GSC
  • Advised CIFC Deerfield on the sale of its European CLO platform to BNP Paribas
  • Advised Citigroup Global Markets Limited as lead manager on the St. James’s Park CLO transaction managed by Blackstone
  • Advised EuroDekania Management as investment manager on the Neptuno CLO III B.V. arranged by Barclays
  • Advised Lehman Brothers as arranger on the Betula Funding 1 B.V. ECB eligible CLO
  • Advised Bear Stearns as arranger on the Harbourmaster X CLO transaction managed by Harbourmaster
  • Advised Lehman Brothers as arranger on the LightPoint Pan-European CLO transaction managed by Lehman Brothers
  • Advised Lehman Brothers as arranger on the Axius European CLO transaction managed by Invesco
  • Advised CQS as collateral manager on the Grosvenor Place CLO II B.V. transaction
  • Advised Wachovia Securities International as arranger on two Euro CLO transactions with a combined value of more than €1.4 billion, managed by AIG-MezzVest
  • Advised Dresdner Bank as arranger on the Gresham Capital CLO IV transaction managed by Investec
  • Advised Deerfield Capital Management as collateral manager on the Gillespie CLO transaction arranged by RBS
  • Advised Lehman Brothers as arranger and CQS as collateral manager on the Grosvenor Place III CLO transaction
  • Advised Lehman Brothers as arranger on the GSC European CDO IV transaction managed by GSC
  • Acted as deal counsel and for BlackRock Financial Management, Inc. on its and Europe’s first CRE CDO transaction, Anthracite Euro CRE CDO I p.l.c., arranged by Morgan Stanley & Co. Inc.
  • Advised Bear Stearns as arranger of the Harbourmaster VII CLO transaction managed by Harbourmaster
  • Advised Deerfield Capital Management on its Coltrane CLO, a quasi-market value transaction
  • Advised ABN AMRO and Bear Stearns as arrangers on the Harbourmaster Pro-Rata CLO I B.V. transaction, the first synthetic pro-rata CLO in the European market
  • Advised Prudential on its first European CLO, Dryden X, arranged by RBS
  • Advised Citigroup as arranger of a European synthetic CLO transaction, using a total-rate-of-return swap referencing a dynamically managed portfolio of European loans.

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23 Attorneys

Allen, Noah Associate Charlotte
T. +1 704 348 5164
Beach, Joseph W. Partner Charlotte
T. +1 704 348 5171
Bell, Suzanne Special Counsel London
T. +44 (0) 20 7170 8549
Cannon, Robert Special Counsel London
T. +44 (0) 20 7170 8735
Damianova, Assia Special Counsel London
T. +44 (0) 20 7170 8564
Day, Stephen Partner London
T. +44 (0) 20 7170 8535
De Grauw, Eva M. Associate New York
T. +1 212 504 5695
Gingold, David S. Partner New York
T. +1 212 504 6386
Goldstein, Stuart N. Partner Charlotte
T. +1 704 348 5258
New York
T. +1 212 504 6316
Jubin, Gregg Partner Washington
T. +1 202 862 2485
Krapivensky, Nathan Associate London
T. +44 (0) 20 7170 8622
Lian, Cathy Associate Washington
T. +1 202 862 2235
Miller, Jed Special Counsel New York
T. +1 212 504 6821
Quirolo, David Partner London
T. +44 (0) 20 7170 8635
Rotblat, Y. Jeffrey Partner New York
T. +1 212 504 6401
Schetman, Richard M. Partner New York
T. +1 212 504 6906
Shiren, Nick Partner London
T. +44 (0) 20 7170 8778
Silverstein, Gary T. Partner New York
T. +1 212 504 6858
Spanheimer, Nathan Special Counsel Charlotte
T. +1 704 348 5195
Wagner, Jeremiah M. Partner London
T. +44 (0) 20 7170 8542
Weidner, Neil J. Partner New York
T. +1 212 504 6065
White, Hunter A. Associate Washington
T. +1 202 862 2269
Williams, Peter J. Special Counsel New York
T. +1 212 504 6573

Contact(s)

Joseph W. Beach
+1 704 348 5171 
joseph.beach@cwt.com
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Stuart N. Goldstein
+1 704 348 5258 
stuart.goldstein@cwt.com
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Gregg Jubin
+1 202 862 2485 
gregg.jubin@cwt.com
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David Quirolo
+44 (0) 20 7170 8635 
david.quirolo@cwt.com
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Nick Shiren
+44 (0) 20 7170 8778 
nick.shiren@cwt.com
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Neil J. Weidner
+1 212 504 6065 
neil.weidner@cwt.com
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