Areas of Concentration Asset-backed securitizations. Mortgage-backed securitizations. Future flow transactions. Bank lending.

Transcription

1 Mark I. Michigan Shareholder; Co-Chair, Structured Finance & Derivatives Practice Corporate & Securities Structured Finance & Derivatives Financial Institutions Direct: Direct Fax: New York MetLife Building 200 Park Avenue New York, NY T F Mark I. Michigan represents borrowers and lenders, issuers, underwriters, and service providers in virtually all types of financing transactions including corporate and sovereign debt issues, secured and unsecured debt facilities and assetbacked and mortgage-backed securitization and warehouse transactions. Areas of Concentration Asset-backed securitizations Mortgage-backed securitizations Future flow transactions Bank lending Warehouse lending Sovereign debt issuance Significant Representations Asset-Backed Securitizations Representation of Marriott Vacations Worldwide Corporation, Marriott Ownership Resorts, Inc. as originator and servicer and MVW Owner Trust as issuer of over $250 million of Timeshare Loan Backed Notes. Representation of Duferco Steel Inc. as originator and servicer and Duferco Funding Inc. in a $125 million trade receivable securitization. Representation of Eagle I Limited as issuer and Jetscape Commercial Jets Malta Ltd. as servicer in connection with the issuance of over $350 million of Series A, B, C and E Notes secured by aircraft leases and related collateral, a transaction that was selected as the 2014 Airline Economics Debt Deal of the Year. Representation of Marriott Vacations Worldwide Corporation, Marriott Ownership Resorts, Inc. as originator and servicer and MVW Owner Trust as issuer of over $225 million of Timeshare Loan Backed Notes. Representation of Propel Financial Services as originator and servicer and PFS Tax Lien Trust as issuer in connection with the issuance of over $130 million of notes collateralized by Texas tax liens. Representation of Marriott Vacations Worldwide Corporation, Marriott Ownership Resorts, Inc. and MVW Owner Trust as issuer of Timeshare Loan Backed Notes of $250 million. Representation of Harvest Funding, LLC as borrower and Rabo Agrifinance, Inc. as originator and servicer in connection with the securitization of over $1 billion in agricultural loans. Representation of Starwood Vacation Ownership Inc. and SVO 2012-A VOI Mortgage LLC as issuer of over $165 million of Vacation Ownership Interest Loan Backed Notes. Representation of Marriott Vacation Club Owner Trust as issuer of Timeshare Loan Backed Notes in excess of $235 million. Representation of SVO 2011-A VOI Mortgage LLC as issuer of Vacation Ownership Interest Loan-backed Notes, Series 2011-A in a Rule 144A securitization. Representation of Starwood Vacation Ownership Inc. and SVO 2010-A VOI Mortgage LLC as issuer in connection with the issuance of over $250 million of Class A and Class B Notes backed by timeshare receivables in a Rule 144A transaction.

2 Representation of Starwood Vacation Ownership Inc. and SVO 2009-B VOI Mortgage Corp. as issuer in connection with the issuance of over $150 million of notes backed by timeshare receivables in a Rule 144A transaction. Representation of an issuer of Equipment Loan Asset Backed Notes in several public and private securitizations. Representation of an investor in over $70 million of subordinated notes issued by AmeriCredit Automobile Receivables Trust and backed by loans secured by new and used automobiles, light duty trucks and vans. Representation of hedge fund in connection with investments in auction rate securities issued by various municipalities. Representation of U.S. Education Loan Trust IV, LLC in connection with its issuance of $780 million of floating rate and rate reset senior and subordinate 144A and Regulation S notes backed by a pool of Consolidation, Stafford (subsidized and unsubsidized), PLUS and GradPLUS loans. Representation of Descap Securities Inc as underwriter in connection with the issuance of approximately $73 million of securities in the first cross-border securitization of Panamanian residential mortgage loans. Represented multinational steel trading, production, and distribution group as borrower in unique syndicated commodity finance facility combined with an asset-backed securitization which was recognized as "one of the 15 Best Deals of 2004" by Global Trade Review magazine, the world's leading international trade finance magazine. Representation of Bear Stearns & Co. Inc. and Chase Securities Inc. as placement agents in connection with the issuance of $325 million of floating rate notes issued by Dreamworks Film I Trust to finance the production costs of live action films of DreamWorks LLC and secured by future receivables from such films. Representation of U.S. Education Loan Trust III, LLC as issuer in connection with the issuance of over $340 million of reset rate and auction rate student loan asset-backed notes. Representation of U.S. Education Loan Trust II, LLC as issuer in connection with the issuance of over $280 million of auction rate student loan asset-backed notes. Representation of U.S. Education Loan Trust I, LLC as issuer in connection with the issuance of over $190 million of auction rate student loan asset-backed notes. Representation of Ryder Vehicle Lease Trust in connection with the public offering of $410 million of senior notes backed by truck lease receivables. Mortgage-Backed Securitizations Representation of Deutsche Bank Securities, Inc. as underwriter in connection with the issuance of mortgagebacked securities by a Mexican issuer. Representation of Yale Mortgage Funding LLC as issuer in connection with the issuance of approximately $106 million of mortgage-backed securities. Representation of Structured Asset Mortgage Investments Inc., Structured Asset Mortgage Investments II Inc. and Bear Stearns Asset Backed Securities I, Inc. as depositor and Bear, Stearns & Co. Inc. as underwriter in connection with the issuance of over $9 billion of mortgage-backed bonds. Representation of Raymond James & Associates, Inc. as placement agent in connection with the issuance of $62.5 million of floating rate mortgage-backed notes in first cross-border securitization of mortgage loans originated in, and secured by mortgaged properties located in, Costa Rica. Representation of Bear Stearns Funding Inc. and Column Financial as lenders in connection with the origination of conduit mortgage loans aggregating in excess of $10 billion. Representation of Morgan Stanley & Co. Incorporated as underwriter in connection with the private offering of over $238 million of fixed rate collateralized bonds secured by commercial and multifamily properties. Representation of Goldman Sachs & Co. as underwriter in connection with the establishment of a commercial shelf and the initial issuance of over $480 million of mortgage-backed pass through certificates. Representation of Lehman Brothers Inc. as underwriter in connection with the public issuance of more than $700 million of real estate mortgage investment conduit pass-through certificates backed by two pools of adjustable and fixed-rate commercial, multifamily and residential mortgage loans and participation interests therein acquired from the Federal Deposit Insurance Corporation.

3 Future Flow Transactions Representation of Credomatic International Corporation as originator and CIC Central American Card Receivables Limited as issuer of additional series of notes secured by collections on American Express credit card receivables. Representation of BAC San Jose DPR Funding Ltd. as issuer and BAC San Jose S.A. as originator in connection with the issuance of over $200 million of Series Floating Rate Notes and Series Fixed Rate Notes secured by the issuer s interest in diversified payment rights. Representation of Credomatic International Corporation, Credomatic de Costa Rica and Cinco Tierras Holdings Ltd in connection with the issuance of $350 million of notes backed by Visa and MasterCard merchant voucher receivables. Representation of Credomatic International Corporation as originator and CIC Central American Card Receivables Limited as issuer in the first regional future flow securitization of American Express credit card receivables in Central America. Representation of Credomatic International Corporation in connection with the issuance of $125 million of floating rate trust certificates, in the first regional future flow securitization in Central America. Bank Lending Representation of Duferco Steel Inc. as borrower under a $275 million borrowing base facility secured by inventory and equipment. Representation of United Shore Financial Services, LLC as borrower in connection with the establishment of a master residential mortgage loan repurchase facility with a leading financing institution. Representation of BAC International Bank as borrower in a $150 million senior term loan syndicated facility. Representation of Jeffries Mortgage Finance as lender under a $36 million secured bridge loan facility to Resort Finance America. Representation of administrative agent and lead lender in providing a unitranche asset-based $55 million credit facility to a global print and online media company and its subsidiaries. Representation of Deutsche Bank Trust Company Americas as Administrative Agent acting on behalf of a syndicate of lenders in connection with the establishment of a credit facility in excess of U.S. $650 million for the construction of a deepwater drillship. Representation of Marriott Vacations Worldwide Corporation and Marriott Ownership Resorts, Inc. as borrower under a secured revolving credit facility. Representation of Taca International Airlines and certain affiliates in connection with the establishment of a financing facility secured by credit-card receivables. Representation of Taca International Airlines in connection with the establishment of a bridge loan facility arranged by a leading financial institution. Representation of COPA in connection with the establishment of an Ex-Im Bank supported financing facility. Representation of Banco BAC San Jose as borrower in connection with the establishment of a credit facility and subsequent issuance of Overseas Private Investment Corporation U.S. Government Guaranteed Certificates of Representation of Banco de America Central as borrower in connection with the establishment of a credit facility and subsequent issuance of Overseas Private Investment Corporation U.S. Government Guaranteed Certificates of Representation of Banco de America Central Honduras as borrower in connection with the establishment of a credit facility and subsequent issuance of Overseas Private Investment Corporation U.S. Government Guaranteed Certificates of Representation of BAC International Bank, Inc. as borrower in connection with the establishment of a credit facility and subsequent issuance of Overseas Private Investment Corporation U.S. Government Guaranteed Certificates of

4 Representation of Financiera TFC, S.A. as borrower in an $80 million soles credit line facility agreement with Merrill Lynch Credit Products, LLC as lender secured by trade receivables originated in Peru. Representation of Foundry Film Partners II, LLC as borrower in connection with the termination of an existing facility and Foundry's entry into a $15 million loan facility with U.S. Bank National Association, secured by Foundry's rights in certain theatrical motion pictures. Representation of Manage Steel Center SA and Jemappes Steel Center SA as borrowers in connection with the establishment of a revolving secured 25 million loan facility arranged by UFJ Bank. Representation of Central American Communications as borrower in connection with the establishment of a $110 million secured syndicated facility arranged by Citibank. Representation of REII Gaithersburg, LLC in connection with the purchase, lease and $64 million financing of an office building in Gaithersburg, Maryland. Representation of Credomatic International Corporation as borrower in a $250 million acquisition financing facility established by a leading financial institution. Warehouse Lending Representation of Marriott Vacations Worldwide and Marriott Ownership Resorts, Inc. under a timeshare loan warehouse facility. Representation of Golf Auto Receivables Funding, LLC as borrower in connection with a $150 million automobile receivables warehouse facility. Representation of Access America Financial, LLC in connection with the establishment of a $25 million warehouse line of credit and purchase facility for charged-off credit card receivables with Daiwa Consumer Capital Services, LLC. Representation of QOC I LLC as borrower under a life settlements warehouse lending facility established by Wachovia Bank. Representation of WestLB as lender in connection with the establishment of various warehouse facilities to finance residential, commercial and construction mortgage loans. Representation of Ryder Receivable Funding LLC in connection with the establishment of a $375 million trade receivables purchase and sale facility. Sovereign Debt Issuance Representation of the Republic of Costa Rica in connection with the Republic's issuance of U.S. $200 million of notes due Representation of the Republic of Costa Rica in connection with the Republic's issuance of U.S. $250 million of notes due Representation of the Republic of Costa Rica in connection with the Republic's issuance of U.S. $200 million of notes due Awards & Recognition Listed, The Legal 500 United States, Team Member, Corporate Board Member magazine and FTI Consulting Inc., one of "America s Best Corporate Law Firms," 13 th Annual Legal Industry Study, 2013 Education J.D., New York University School of Law, 1990 M.B.A., University of Chicago, 1986 Graduate School of Business B.A., Dartmouth College, 1983

5 Admitted to Practice New York Languages German, Conversational