CDO

Rating Agency Developments

 

On December 7, 2016, Moody’s published its ratings methodology for sustainable net cash flow and value for CMBS and CRE CDO CLO real estate collateral in the Americas and ex-Japan Asia Pacific. Report.

On December 6, 2016, DBRS published its methodology for rating European covered bonds. Report. Addendum.

On December 1, 2016, DBRS updated its master ratings methodology for U.S. asset-backed securitizations (“ABS“). Report.

On December 1, 2016, DBRS updated its ratings methodology for U.S. structured finance transactions. Report.

On December 1, 2016, DBRS updated its methodology for evaluating U.S. ABS originators. Report.

On December 1, 2016, DBRS updated its methodology for evaluating U.S. ABS servicers. Report.

On December 1, 2016, Fitch updated its U.S. RMBS master rating criteria. Report.

On December 1, 2016, Fitch updated and merged its ratings criteria for analyzing U.S. RMBS backed by seasoned performing, re‑performing and non‑performing loans purchased in the secondary market and issued starting in 2014. Report.

On December 1, 2016, Fitch updated its global consumer ABS rating criteria for analyzing ABS backed by consumer receivables globally. Report.

On December 1, 2016, Fitch updated its ratings criteria for analyzing large loans in CMBS. Report.

Rating Agency Developments

 

On August 10, 2016, KBRA published its rating methodology for global closed-end fund securities issuances. Report.

On August 10, 2016, KBRA published its rating methodology for global investment funds. Report.

On August 10, 2016, KBRA published its rating methodology for enhanced equipment trust certificates and secured aircraft debt. Report.

On August 10, 2016, KBRA published its rating methodology for global passenger airlines. Report.

On August 9, 2016, Fitch updated its rating criteria for sports facilities, leagues and franchises. Report.

On August 8, 2016, S&P published its methodology for rating corporate cash flow and synthetic collateralized debt obligations (CDOs). Report.

On August 8, 2016, S&P published its methodology for rating above the sovereign in structured finance transactions. Report.

On August 4, 2016, Fitch published its rating criteria for SHFA mortgage insurance or guarantee funded programs. Report.

On August 4, 2016, Fitch updated its rating criteria for commercial mortgage-backed securities and loans in EMEA. Report.

Rating Agency Developments

On December 10, Moody’s released its approach to rating sustainable net cash flow for CMBS and CRE CDO CLO Real Estate collateral in the Americas and ex-Japan Asia Pacific.  Approach

On December 10, Moody’s released its approach to rating US and Canadian Conduit/ Fusion CMBS.  Approach

On December 10, Fitch released its criteria to rating U.S. fixed-rate multiborrower CMBS surveillance and re-REMIC criteria.  Criteria

On December 9, Fitch released its guidelines for rating prefunded U.S. municipal bonds.  Guidelines

On December 9, Fitch released a table of covered bonds spread levels.  Table

On December 8, Moody’s released its methodology for rating business and consumer service industry.  Methodology

On December 8, Moody’s released its methodology for rating global oilfield services industry.  Methodology.

Second Circuit Vacates Judge Rakoff’s Ruling Rejecting SEC-Citigroup Settlement

On June 4, the U.S. Court of Appeals for the Second Circuit vacated a November 28, 2011, decision of the U.S. District Court for the Southern District of New York in which the district court declined to approve a settlement of claims that the SEC brought against Citigroup Global Markets Inc.  The SEC alleged that Citigroup had negligently misrepresented its role and economic interest in selecting RMBS to be included in the pool of reference obligations in respect of a billion-dollar synthetic CDO transaction.  The lower court critiqued the SEC’s practice of settling enforcement actions without requiring defendants to admit fault.  The Second Circuit held that the court’s role in approving an SEC settlement is limited to determining whether there is a factual basis to support the proposed consent judgment, that the judgment is fair and reasonable, and, if injunctive relief is imposed by the judgment, that the public interest would not be disserved.  The appellate court further ruled that the SEC’s discretion to settle on terms it finds acceptable must be given substantial deference, and held that the lower court misapplied the law and abused its discretion by requiring the parties to show adequacy of the settlement and the truth of the SEC’s allegations.  The Second Circuit remanded the case to the district court to again consider settlement approval applying the correct, more deferential standard of review.  Decision.

Rating Agency Developments

On December 12, Moody’s released its methodology for rating intellectual property ABS.  Moody’s Report.

On December 12, Fitch released its criteria for rating pooled multifamily housing bonds.  Fitch Report.

On December 11, Fitch released its criteria for surveillance of existing U.S. CMBS fixed-rate and multi-borrower transactions.  Fitch Report.

On December 9, DBRS issued a request for comment on rating CLOs and CDOs of large corporate credit.  Comments must be received by January 6, 2014.  DBRS Report.

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Goldman Sachs Sued by CIFG Assurance

CIFG Assurance North America, Inc. (CIFG) filed a summons with notice against Goldman, Sachs & Co. (Goldman) in New York State Supreme Court on December 4, 2012.  CIFG alleges that Goldman fraudulently induced CIFG to provide a financial guaranty insurance policy on a credit default swap in connection with the Fortius II CDO.  CIFG alleges that Goldman did not disclose that the CDO manager, Aladdin Capital Management, was acting at Goldman’s behest to include in the CDO particular collateral, including RMBS that Goldman wanted to sell.  CIFG asserts claims for fraud and for material misrepresentation in the inducement of an insurance contract.  It is seeking reimbursement of the nearly $34 million dollars it allegedly paid under the policy it issued when the Fortius II CDO failed.  Summons.

FINRA Fines Citigroup $35 Million for Violation of FINRA and SEC Rules

On May 22, 2012, the Financial Industry Regulatory Authority (“FINRA”) fined Citigroup $35 million for alleged rule violations, including providing investors with inaccurate information in connection with several RMBS offerings. Citigroup consented to the $35 million fine, but neither admitted nor denied FINRA’s findings. FINRA found that between January of 2006 and October of 2007, Citigroup posted inaccurate performance data and static pool information on its website after receiving information indicating that the data was incorrect. The agency further found that the errors in the information were significant enough potentially to have affected prospective investors’ assessments of six subprime and Alt-A RMBS offerings. Additionally, the organization found that Citigroup failed to maintain required books and records and failed to supervise the pricing of certain CDO securities, violating, among other things, SEC Rules 17(a)-3(a)(8) and 17a-4.  AWC Letter.

Court Denies Goldman Sachs’s Motion to Dismiss in Case Arising out of Abacus CDO

On April 24, 2012, New York State Court Judge Barbara Kapnick denied a motion brought by Goldman Sachs Group Inc. (“Goldman Sachs”) to dismiss an action brought by ACA Financial Guaranty Corp. (“ACA”) arising out of ACA’s provision of financial guaranty insurance wrapping the Abacus 2007-ACI CDO issued by Goldman Sachs. ACA alleged that Goldman Sachs misrepresented material facts about the economic interest of the hedge fund Paulson & Co. Inc. (“Paulson”), an investor in the CDO. According to ACA, Paulson, which participated in the selection of the portfolio of mortgage loans backing the CDO, was represented to be a long investor but in fact took a short position against the deal. Judge Kapnick found ACA’s allegations sufficient to state a claim that Goldman Sachs fraudulently concealed the information about Paulson’s position and thus fraudulently induced ACA to insure the CDO.  Order.

Second Circuit Upholds Dismissal of $37 Million CDO Suit Against Goldman Sachs

On April 19, 2012, the United States Court of Appeals for the Second Circuit affirmed a lower court’s dismissal of a lawsuit brought by Landesbank Baden-Wurttemberg (“Landesbank”) lawsuit against Goldman Sachs & Co. (“Goldman Sachs.”) Landesbank asserted claims for fraud, negligent misrepresentation, and unjust enrichment, alleging that Goldman Sachs misstated the quality of the mortgages underlying the collateral that backed a CDO and secretly took a position to profit from the CDO’s failure. In affirming the lower court, the Second Circuit determined that Landesbank failed to allege a specific motive for Goldman to commit fraud and failed to allege the existence of any special relationship between Goldman and Landesbank sufficient to support a negligent misrepresentation claim.  Order.

Rating Agency Developments

On March 9, Fitch updated its dual-party pay criteria for long-term ratings on letter of credit-supported U.S. public finance bonds.  Fitch Report.

On March 9, Fitch announced that senior secured ratings of corporate property bonds issued by EMEA REITs or property investment companies (PICs) could attract an additional single notch above their senior unsecured ratings.  Fitch Release.

On March 9, S&P gave advance notice of proposed CDO criteria changes for securitizations backed predominantly by emerging market corporate debt.  S&P Release.

On March 8, S&P released its methodology for rating U.S. and Canadian stand-along and large loan CMBSS&P Report.

On March 6, S&P requested comments by June 6 on revised methodology and assumptions for rating U.S. local governmentsS&P Report.

On March 5, Fitch updated its non-U.S. public sector entities criteria.  Fitch Report.

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