US private placement

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The Law and Lore of Repackaging


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Risk retention rules

Commodity pool operator

If you have a swap securitised with multiple investors. Physically settled forwards are not included in definition of swap.

Investment Company Act of 1940

Exemptions from requirement to register under the Securities Act as an investment company

Rule 3a-7

Rule 3a-7 of the Investment Company Act of 1940 excludes issuers of asset-backed securities (ABS) from the definition of “investment company” where their securities are either rated[1] or purchased exclusively by qualified purchasers[2] and who do not make public offerings of their securities. Rule 3a-7 does not qualify for the Volcker “covered fund” exemption.

Self-liquidating securities are securities that are backed by assets that generate cash flows to repay the securities. For example, mortgage-backed securities are self-liquidating because they are backed by mortgages that produce monthly payments

Rule 3a-7 under the Investment Company Act of 1940 upon the satisfaction of certain conditions.

Rule 3c-7

Permits qualifying private funds that do not plan to issue an IPO and which sells to qualified purchasers to qualify for the 3C7 exemption

4(a)(2)

Held outside clearing system in definitive global registered form Common for insurance companies standard form NAIC form of placement documents


See also

References

  1. In 1 of the 4 highest categories assigned to long-term debt, or an equivalent for short-term debt, by at least one nationally-recognised statistical rating agency.
  2. Or “accredited investors” or “qualified institutional buyers