Hunton & Williams LLP Serves as Counsel in First-Ever Issuance of TALF-Eligible Notes Secured by Servicer Advance Receivables
New York, NY, June 12, 2009 — Hunton & Williams LLP represented American Home Mortgage Servicing, Inc. and an affiliated issuer, AH Mortgage Advance Trust 2009-ADV1, in a $550 million sale of term notes, in the first-issuance of TALF-eligible notes secured by a revolving pool of servicer advance receivables. These notes are eligible collateral for loans to investors under the Term Asset-Backed Loan Facility, or TALF, program administered by the Federal Reserve Bank of New York. The servicer advance receivables consist of AHMSI’s contractual rights to reimbursement for advances AHMSI makes in its capacity as servicer under servicing agreements for securitized residential mortgage loans.
Tom Hiner, lead partner in charge of the representation, said, “The TALF issuance was a win for investors and the company. In this issuance the ‘bid and ask’ spread between borrower and lender improved significantly over the spread that had been prevalent in the term ABS market.”
The structuring of advance financing facilities raises complicated issues regarding UCC, tax, bankruptcy and securities laws. The representation involved a multidiscipline, multiple office transaction team consisting of Rudene Bascomb, Andrew Blanchard and Janet McCrae for corporate finance; Cary Tolley, Leslie Okinaka, Cecelia Horner and Kendal Sibley for tax and ERISA; and Jack Molenkamp for true sale-bankruptcy and nonconsolidation matters.
Hunton & Williams has handled approximately 40 servicer advance financing facilities since 2001, representing servicers, lenders, investors and placement agents. Recent representations include a number of servicer advance financing facilities, using a variety of legal structures.
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