New franchised stores are expected to open under the current standard license agreement. Collateral and Industries The securitisation of the royalty payments of franchises for acquisition of Dunkin' Brands deal was as close to a whole business securitization as is possible under US law. The company was accused of sending borrowers erroneous loan modification information between 2014 and 2018. KeyBanc Capital Markets and Rabo Securities USA are joint co-managers. Sonic Industries is returning to the securitization market with seven-year bonds backed by current and future franchise fees, restaurant royalties and other intellectual property. The underlying assets are the summation of the Sonic Corp. (Nasdaq: SONC) is marketing $170 million in bonds backed by royalties and franchise fees that will be issued through its whole-business securitization master trust. The final balances of the Class A-2-I and A-2-II notes tranches may change by the time the deal closes, and the deal could be upsized to as much as $925 million, according to S&P Global Ratings. About 4,400 loans started the foreclosure process in November, alongside 176,000 mortgages in active foreclosure. Th e security attached to the loan is also transferred to the SPV. The company was acquired by Inspire Brands, the fourth-largest U.S. restaurant company by systemwide sales, in 2018. In these transactions, which now He makes an argument on two fronts: First, that these deals are coming to the fore … The deal, Sonic Capital LLC will issue $575 million of notes with a preliminary ‘BBB’ rating from Standard & Poor’s. †Assessed based on "Stand-Alone Credit Profiles: One Component Of A Rating," published on Oct. 1, 2010. Th is secured loan is then transferred to a bankruptcy-remote special purpose vehicle which issues the notes. Jones Day counseled Ambac Assurance Corporation in connection with the $800 million whole business securitization of franchise agreements and related royalties, intellectual property and other assets of Sonic Corporation, the largest chain of … Fitch Ratings-Chicago-09 December 2019: The overall benefits of U.S. whole business securitization (WBS), or corporate securitization, are often overstated, according to Fitch Ratings. The Pennsylvania senator, who will chair the Banking Committee if Republicans hold their majority, agreed to modify an amendment restricting the Federal Reserve’s emergency powers that Democrats had criticized as too extreme. Sonic Drive-In, a nationwide chain of restaurants noted for its signature bellhop attendants, is marketing a fifth issuance of notes backed by franchise-fee revenues through its whole-business securitization master trust. This transaction represents a refinancing of Sonic's current outstanding whole business/franchisee fee securitization issued in 2006. For example, Standard & Poor’s focuses on four key concerns. About 4,400 loans started the foreclosure process in November, alongside 176,000 mortgages in active foreclosure. S&P Global Ratings expects the COVID-19 pandemic to result in a material negative sales impact for many U.S. whole business securitization (WBS) issuers. Sonic has utilized whole-business securitization to finance operations since 2013, when it was independently owned. The notes will be collateralized from the fee agreements and revenues generated by 3,583 Sonic restaurants, with annual system-wide sale of about $4.6 billion. The company was acquired by Inspire Brands, the fourth-largest U.S. restaurant company by systemwide sales, in 2018. The nonbank lender is co-sponsoring a $258.4 million residential mortgage pool comprised entirely of wealthy borrowers with 15-year term contracts. The proposal would require the government-sponsored enterprises to craft resolution plans similar to regulations imposed on the largest U.S. banks. From debt issuance, management has ... Sonic 2018-1 BBB (sf) 3,587 1.3 94 0 Over 30 years QSR 4.8 2.0 2.5 Wendy's 2017-1 BBB (sf) 6,551 1.5 95 7 Over 30 years QSR 7.5 1.6 … The Issuer is expected to issue $40 million of Series 2020-1, Class A-1 Notes (the "Class A-1 Notes") and $415 million Series 2020-1, Class A-2 Notes (the "Class … Barclays Capital is the sole structuring adviser and joint book-running manager alongside Bank of America Merrill Lynch, Credit Suisse, Morgan Stanley and Wells Fargo. Whole business securitization is a transaction structure used in countries with creditor-friendly bankruptcy regimes more friendly than the United States's regime. The $875 million Series 2020-1 Issuance from Sonic Capital LLC will raise funds to refinance outstanding notes from its 2013 and 2016 notes series, as well as repay debt with Sonic’s parent company, Mavericks Inc., formerly known as Inspire Brands. For the first time in three years, the company had positive year-over-year same-store sales after conducting refranchising efforts in 2017 and 2018. It has a hybrid nature which holds characteristics of both a secured corporate finance and an asset securitization. The sponsor was last in the market in 2013 when it issued $155 million in a private transaction; that deal refinance part of the $600 million that it originally issued in 2011. The top Democrats on the House and Senate banking committees urged the Trump administration to pull the plug on any steps to overhaul Fannie Mae and Freddie Mac with the pandemic still taking a toll on the economy. The Sonic Capital LLC Series 2020-1 deal’s total leverage is approximately 6.6x debt capacity to securitized net cash flow, which Kroll stated is higher than other WBS deals in the restaurant sector – comparable deals by Jack in the Box, Hardee’s/Carl’s Jr. and Wingstop produced debt levels between 5.5x and 5.9x. Inspire’s portfolio of restaurants includes Arby’s, Buffalo Wild Wings, Jimmy John’s and Rusty Taco. PACE sponsors are raising capital and promoting plans to retroactively fund stalled CRE projects amid the COVID-19 outbreak – a potential boost for what has been a shrinking assets class in ABS, Waters, Brown urge Mnuchin to halt housing finance reforms, FHFA proposes living wills for Fannie and Freddie, 2021 Outlook: What lies ahead for Libor transition, CFPB fines Santander Consumer $4.7M for fair-lending violations, CFPB orders Discover to pay $35 million for student lending mishaps, Foreclosures drop to new all-time low in November, Provident's next RMBS noted for 'unique' strong buyer pool, Seterus agrees to pay $5M in distressed servicing settlement with CFPB, Toomey’s compromise on Fed authority cleared way for stimulus deal. The top Democrats on the House and Senate banking committees urged the Trump administration to pull the plug on any steps to overhaul Fannie Mae and Freddie Mac with the pandemic still taking a toll on the economy. Part of Fitch's reasoning rests on the fact that many of these sponsors are securitizing the vast majority of their assets and liabilities, a rather stark contrast to traditional securitizations that are designed to isolate … In a standard ‘whole-business securitization’ transaction, a fi nancial institution grants the sponsor a loan secured by a pledge on a specifi c set of assets. The Pennsylvania senator, who will chair the Banking Committee if Republicans hold their majority, agreed to modify an amendment restricting the Federal Reserve’s emergency powers that Democrats had criticized as too extreme. The Consumer Financial Protection Bureau said that the Dallas-based auto lender knowingly supplied inaccurate consumer data to the three major credit reporting agencies. PACE sponsors are raising capital and promoting plans to retroactively fund stalled CRE projects amid the COVID-19 outbreak – a potential boost for what has been a shrinking assets class in ABS, Waters, Brown urge Mnuchin to halt housing finance reforms, FHFA proposes living wills for Fannie and Freddie, 2021 Outlook: What lies ahead for Libor transition, CFPB fines Santander Consumer $4.7M for fair-lending violations, CFPB orders Discover to pay $35 million for student lending mishaps, Foreclosures drop to new all-time low in November, Provident's next RMBS noted for 'unique' strong buyer pool, Seterus agrees to pay $5M in distressed servicing settlement with CFPB, Toomey’s compromise on Fed authority cleared way for stimulus deal. In a press release issued last week, the company said that the 2013-1 Senior Secured Fixed Rate Notes, which were issued in a private transaction, have an expected life of seven years and bear interest at 3.75% per annum, payable monthly, with no scheduled principal amortization. Sonic Corp., the drive-in restaurant chain operator, issued $155 million of notes backed by franchising revenue. But Sonic’s deal is “generally in line” with non-restaurant deals conducted by Driven Brand and Planet Fitness, Kroll added. Whole business securitizations, or the securitization of the entire future cash flows generated by the operations of a company--as opposed to just one existing asset class-- will be the next trend in asset-backed finance, says Michael Kanef, a managing director in the structured finance group at Moody's Investors Service. Announces Completion of $40 Million Whole Business Securitization Transaction Transaction Significantly Lowers Cost of Capital Business Wire LOS ANGELES -- March 9, 2020 FAT(Fresh. It is also becoming more familiar to regulators outside the United States. December 2006. Inspire’s portfolio of restaurants includes Arby’s, Buffalo Wild Wings, Jimmy John’s and Rusty Taco. In order to rate a whole business securitization, rating agencies have adopted an approach that combines elements of a structured or securitization transaction and a corporate transaction. The Global Market for Asset -Backed Securities Prof. Ian Giddy Stern School of Business New York University Asset -Backed Securities Domino’s Pizza is preparing to sell an $800m whole business securitization backed by royalty cash flows and franchise agreements of the company’s more than 10,000 store locations. Sonic, headquartered in Oklahoma City, differentiates itself from its competitors by using a drive-in format where customers remain in their cars and the food is delivered to them. The global response to the virus has included mandatory business closures, reductions in maximum permitted occupancies, and encouraged social distancing. In some cases, such as whole business securitization, the principal revenue generating assets of the business will reside in the securitization structure, thereby making it difficult for the company to obtain financing outside the securitization. Moody's assigns definitive rating to Sonic Capital whole business/franchise fee securitization 19 Jul 2013 $155 million of securities rated New York, July 19, 2013 -- Moody's Investors Service has assigned a definitive rating of Baa2 (sf) to the Series 2013-1 Class A-2 Senior Secured Notes (the Notes). The deal, Sonic Capital LLC will issue $575 million of notes with a preliminary ‘BBB’ rating from Standard & Poor’s. The Series 2020-1 offering includes $400 million in A-2-I notes and $450 million in A-2-II notes, as well as a $25 million A-1 variable funding notes, according to presale reports. It has a hybrid nature which holds characteristics of both a secured corporate finance and an asset securitization. … Sonic Capital LLC Series 2018-1 consists of a single-tranche of Class A-2 notes that will be used primarily to repay the outstanding $98 million balance on variable-funding notes issued through the drive-in chain’s 2016 … Status of originator. to a bankruptcy-remote, special purpose vehicle, which serve as collateral for the offered notes. The underlying assets are the summation of the DB Master Finance LLC's series 2019-1 is a $1.15 billion corporate securitization of the Dunkin' Brands business comprising $1.0 billion in offered notes in addition to $150 million in variable-funding notes (VFNs), which are not offered. If it is sought to rate an issue above the originator’s rating, then the key operating company should ideally be a single-business … Sonic operates and franchises the largest chain of drive-in restaurants in the U.S. with over 3,500 locations across 45 states. rather than backed by “assets” (accounts receivables, leases receivables, etc.). The proposal would require the government-sponsored enterprises to craft resolution plans similar to regulations imposed on the largest U.S. banks. For reprint and licensing requests for this article. Securitization is considered to be “good for business” by compelling an issuer to be more disciplined in how it operates its businesses thereby improving systems, documentation and the issuer’s understanding of the real cost of its portfolio. §Assessed based on "Corporate Methodology," published on Nov. 19, 2013. Whole Business Securitization (“WBS”) In a WBS deal, the sponsoring entity pledges the revenue-generating assets arising from its intellectual property (franchise fees, royalties, etc.) (Arby’s and Jimmy John’s have also sponsored whole-biz deals in recent years.). The agency cut both the Class A-1 and Class A-2 notes issued by the $425 million transaction by one notch, to BB+ from the original BBB-, citing the chain's declining debt-service coverage ratio as well as same-store sales and average unit volume. This month, S&P Global Ratings issued a one-notch downgrade to two series of notes issued in TGI Friday's 2017 whole-business securitization. "If you look across the fixed-income market with rates low and spreads in more traditional consumer ABS tightening, as well as spreads snug in investment grade and other liquid asset classes, it is understandable that investors are looking to non-traditional ABS," says … The consumer bureau said the bank’s migration to a new servicing platform led to unauthorized payment withdrawals, misrepresentations about what borrowers owed and violations of a prior 2015 enforcement action. FAT Brands Inc. However, over 40% of those stores are concentrated in three states: Texas, Tennessee and Oklahoma. Approximately 89% of the store locations are franchised, with the remaining 11% company-owned. Whole-business securitization, or WBS, is a practice a company can use to issue bonds backed by many of its revenue streams. Dine Brands, parent company of Applebee’s and IHOP, priced a $1.72bn whole business deal that will pay off outstanding ABS notes. Mavericks Inc. itself is majority owned by Roark Capital, which has extensive experience in franchise-fee securitization with its other affiliates such as Primrose, Driven Brands, CKR Restaurants, Massage Envy and Focus Brands. The likely extension of support of Libor until June 30, 2023 is a major plus for the securitization market, fending off potential market disruption the buying and trading of $1.8 trillion in outstanding asset-backed securities because of the planned cessation of the benchmark rate by the end of 2021. Ambac Assurance serves as credit enhancer in whole business securitization of Sonic Corporation. Cumulative gross issuance of whole-business securitizations reached about $35 billion at the end of 2018, compared with about $13 billion just four years earlier, according to S&P. The locations are open throughout the day and have a diverse menu that includes hamburgers, hot dogs, breakfast items, frozen desserts, and beverages, all of which can be customized. Sonic Industries is returning to the securitization market with seven-year bonds backed by current and future franchise fees, restaurant royalties and other intellectual property. ... As such, whole business securitization is used in a significant number of restaurant franchises such as Sonic, Domino’s, Wendy’s and Taco Bell as well as fitness … Each franchised Sonic drive-in operates under a franchise agreement that requires payments to Sonic of an initial franchise fee and a royalty fee based on a graduated percentage of gross revenues. The Consumer Financial Protection Bureau said that the Dallas-based auto lender knowingly supplied inaccurate consumer data to the three major credit reporting agencies. (Sonic, founded in1953, is headquartered in Oklahoma City.). A whole business securitization is a finance method backed by cash flows generated from “business” itself (or sometimes including cash flows generated from asset sale, etc.) This transaction represents the first securitization issued by Bojangles Issuer, LLC and is structured as a "whole business securitization" in which Bojangles’ Restaurants, Inc. will contribute most of its revenue-generating assets to the Issuer. Guggenheim’s securitization of the Planet Fitness gym franchise was a strong example of its work in whole-business securitization. Clients Ambac Assurance Corporation. A whole business securitization (WBS) is a transaction in which an issuance of notes is secured by a pool of income-generating assets (other than “financial assets” like loans or receivables) that make up substantially all the revenues of a business. A whole business securitization is a finance method backed by cash flows generated from “business” itself (or sometimes including cash flows generated from asset sale, etc.) Whole business securitization: Business risk profile§ DSCR analysis† Anchor‡ *Assessed based on "Project Finance Operations Methodology," published on Sept. 16, 2014. The Sonic system has been in operation for over 60 years and features 1950s-style décor. Moody's will host a teleconference on Thursday, May 5, 2011 beginning at 11:00 AM EDT/8:00 AM PDT. Its whole-business securitization from 2019, rated triple-B by S&P Global Ratings, traded at more than 100 cents on the dollar on March 11, then tumbled to about 77 cents in April, Trace data show. Sonic has utilized whole-business securitization to finance operations since 2013, when it was independently owned. In addition, funds from the note sale will also repay various note classes of similar whole-business backed bonds that were sold by Arby’s Funding, LLC (another Mavericks subsidiary). 21 Jul 2011 By: A novel financing technique is enabling companies to access credit at far cheaper rates and far more attractive terms than they could obtain in the bank debt market. The chain has 3,385 franchised locations and 198 company-operated sites in 46 states, according to presale reports. rather than backed by “assets” (accounts receivables, leases receivables, etc.). “whole-business securitization” and “operating-asset securitization.” In general, operating assets, such as fast food, clothing, film, or drug royalties, have been securitized in the context of the disposition of a sponsor’s whole business or of the whole business of a division of that sponsor’s business. Guggenheim Securities is the arranger. 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