Structured Finance

The depth of our Structured Finance practice stems from our long-standing commitment to the Canadian and international structured finance sector. For more than 30 years, we have been at the forefront of almost all notable structured finance developments and have made major contributions to the development of transaction structures for all major asset classes. Our clients include major banks, sellers/issuers, investment dealers, investors and transaction intermediaries. We also have regular interactions with industry associations, policymakers, regulators, tax authorities and rating agencies, whose decisions shape Canada’s structured finance market.

At the core of our Structured Finance group is a dedicated team of commercial, securities, insolvency and tax lawyers who focus a significant portion of their practices on structured finance. While our primary expertise is based in Toronto, we also have a significant national footprint, including in Montréal, Calgary and Vancouver.

Our team is complemented by market-leading expertise in all critical areas, including capital markets, securities regulation, consumer lending and regulation, financial services, equipment finance and leasing, financial institutions regulatory, real estate, insolvency and restructurings, litigation, and derivatives. Working together, we are well -positioned to provide informed, practical and creative advice to assist our clients with innovating and efficiently accessing opportunities.

Recent Experience

The Province of Ontario on developing, documenting and implementing the legislation and commercial aspects of its Fair Hydro Plan, financed by Fair Hydro Trust under an innovative structured financing platform that is functionally similar to a U.S.-style “stranded costs” transaction.
Element Fleet Management Corp. and ECN Capital Inc. on establishing and implementing domestic and cross-border securitization programs for various asset classes, including aircraft loans and leases, automotive loans and leases, equipment loans and leases, and railcars assets.
The buyers and sellers of consumer loan portfolios on their existing securitizations or financing from the proceeds of newly established securitization financing programs.
Many of the world’s largest issuers and investment banks on implementing the Canadian component of numerous cross-border securitizations involving trade receivables, loans, mortgages and leases, including both private and public transactions.
The buyers and sellers on the purchase and sale of commodity pools and related financial assets, including bankruptcy remote sales of oil and gas inventories and uranium toll revenue streams.
Small financial institutions on designing innovative co-ownership purchase/participation arrangements to allow them to provide support to multi-seller conduits that securitize assets originated by small and medium-sized finance and leasing companies.
The large investors in connection with the successful restructuring of C$35-billion of frozen non-bank asset-backed commercial paper, including playing a leading role in the design, development, adoption and implementation of the rescue plan.
Canadian counsel to the investors on Canada’s first debtor-in-possession securitization.
Various clients on the structured finance aspects of their restructurings and divestitures following the global financial crisis, including the sale of two substantial credit card portfolios, amounting to over C$11-billion of receivables that were subject to continuing public securitization platforms.
A new public company on developing its core funding strategy using securitization.
Medium-sized leasing companies on accessing the government’s Vehicle and Equipment Financing Partnership.
Medium-sized leasing and finance companies on designing a participation arrangement to provide them with funding support.
Leading Canadian retailers on developing and implementing substantial “master trust” credit card securitization programs, including the first applications of the shelf prospectus regime for asset-backed securities.
The agents on one of Canada’s largest covered bond programs.
Canada’s securities regulators on drafting the offering and disclosure laws that apply to Canadian asset-backed securities.
The leading industry group in connection with Canada’s proposed regulatory regime for public and private asset-backed securities and securitized products.

We also help our clients with:

Structuring domestic securitizations, including innovative lease securitizations designed to be tax-effective and to respond to evolving rating agency requirements.
Designing and implementing novel “co-ownership” and “split share” transaction structures that are now commonly used to securitize revolving portfolios of credit cards and consumer loans and to stream attributes of underlying financial assets.
Designing and accessing the Canadian federal government’s support programs, including completing securitizations under the Canadian Secured Credit Facility.
Designing and implementing transaction structures to repackage and monetize illiquid structured finance instruments.
Addressing Canadian structuring issues arising as a result of U.S. and European regulatory reforms, including in relation to risk retention requirements.

Awards & Recognition

Members of the Blakes Structured Finance & Derivatives team are recognized as leaders in the field in the following publications:

Chambers Canada: Canada's Leading Lawyers for Business
The Best Lawyers in Canada
Chambers Global: The World's Leading Lawyers for Business
The Canadian Legal Lexpert Directory
The Legal 500 Canada
The Lexpert Guide to the Leading US/Canada Cross-Border Corporate Lawyers in Canada
Legal Media Group’s Guide to the World’s Leading Banking, Financial and Transactional Lawyers