Slaughter and May advised Santander Consumer (UK) plc (SCUK) as originator, seller and servicer, and Santander UK plc as account bank, in relation to SCUK's Motor 2017-1 UK auto loan ABS transaction26 Sep 2017
Slaughter and May advised Santander Consumer (UK) plc (SCUK) as originator, seller and servicer, and Santander UK plc as account bank, in relation to SCUK's Motor 2017-1 UK auto loan ABS transaction.
The transaction involved the issuance of US$400 million Class A1 amortising floating rate notes (the Class A1 Notes), £245 million Class A2 pass-through floating rate notes (the Class A2 Notes and, together with the Class A1 Notes, the Class A Notes), £15 million Class B pass-through fixed rate notes (the Class B Notes) and a £36 million Class C pass-through fixed rate note (the Class C Note) (the Class A Notes, Class B Notes and Class C Note, together, the Notes).
The Notes were issued on 20 September 2017 by Motor 2017-1 plc (the Issuer), a newly-incorporated company, and have a legal maturity date of 25 September 2024. The Class A Notes (other than those retained by SCUK for risk retention purposes) were publicly offered, with Citigroup, RBC Capital Markets, Santander and Wells Fargo Securities acting as managers (the Managers). Five per cent. of the Class A Notes and all of the Class B Notes and the Class C Note were issued to SCUK.
The Notes are listed on the Irish Stock Exchange and the Class A Notes received the PCS label. The Class A Notes have been rated 'AAA(sf)' by S&P and 'Aaa(sf)' by Moody's and the Class B Notes have been rated 'AA(sf)' by S&P and 'Aa1(sf)' by Moody's. The Class C Note has not been rated.
The Issuer has appointed SCUK as servicer in respect of the portfolio. During a revolving period, SCUK may sell further receivables into the portfolio.
The transaction was arranged by Santander.
Cleary Gottlieb Steen & Hamilton LLP provided advice to SCUK in respect of US law. The Managers were advised by Allen & Overy LLP as to English and US law, CMS Cameron McKenna Nabarro Olswang LLP as to Scots law and Elliott Duffy Garrett as to Northern Irish law.
Financing: Richard Jones (partner), Guy O'Keefe (partner), Adam Burk (associate), George Silber (associate), Graham Dunn (associate); Financial Regulation: Nick Bonsall (partner), Chris Hurn (associate); Tax: Sara Luder (partner), Jamshed Bilimoria (associate)
List of all recent work