Sidley’s Global Finance practice has significant experience in a broad range of both federally guaranteed student loan (FFELP) and private student loan transactions. Such transactions include:
- SEC-registered public offerings, shelf registrations and private placements of student loan asset-backed securities (SLABS)
- Bank and commercial paper conduit student loan warehouse financings
- Purchases and sales of student loan portfolios
- Forward flow purchase facilities involving whole loans and participations
- Mergers and acquisitions of student loan originators and servicers
- Financings and acquisitions of residual interests in securitization trusts and securitization servicing/administration rights
- Tax exempt and other exempt offerings for public sector entities
- Auction-rate note restructurings and tender offers
- Representations of investors purchasing SLABS
- Working capital credit facilities for student loan lenders
- Establishment of origination programs for private student loans
- Workouts and restructurings of student loan financings
Sidley has represented banks, issuers, underwriters, commercial paper conduits, investment funds and equity investors in connection with these various transactions. We have closed over 60 student loan securitization and warehouse financing transactions with aggregate maximum commitments over $58 billion. Sidley’s understanding of the unique issues involving the student loan asset class and complex securitization structures has led to our advising numerous clients on M&A transactions involving student loans subject to securitizations. Notable among these was the representation of Discover Financial Services in its 2010 acquisition of The Student Loan Corporation (“SLC”) through a merger transaction, in which Discover Bank acquired $4.2 billion in assets, including private student loan securitization trusts and SLC’s ongoing origination platform. More recently, Sidley’s student loan team has advised large money center banks on the disposition of their legacy student loan portfolios, as well as bank and fund clients acquiring and financing newly originated student loans through online marketplace lending platforms.