FDIC closes pilot CMBS deal
The Federal Deposit Insurance Corp. closed a $394.3 million commercial mortgage-backed securitization, the first of its kind. The collateral is drawn from performing commercial and multifamily mortgages from 13 failed banks. The FDIC has structured similar solutions for failed bank assets the regulator assumed during the financial crisis with residential mortgage-backed securitizations, but not involving commercial real estate. The FDIC did similar deals before the credit crisis, but the current deal comes to market in a new regulatory environment. The investors for the Class A senior certificates represented a wide variety of organizations, including banks, insurance companies and money managers, which paid par for the senior certificates, according to the FDIC. The Class B mezzanine and Class C subordinate classes were purchased by an affiliate of LNR Partners. In a statement, the FDIC outlines the three classes of securities in the pilot transaction. The senior certificates of $315.4 million represented 80% of the capital structure and will be guaranteed by the FDIC. These senior certificates sold at a fixed-rate coupon of 1.84% and are expected to have an average life of 2.6 years. The FDIC is not guaranteeing the remaining 20% of the platform. Approximately $39.4 million of mezzanine certificates represented 10% of the capital structure. These certificates sold at a fixed-rate coupon of 5% and are expected to have an average life of 6.5 years. The subordinate class also totaled $39.4 million and represented the most junior 10% of the capital structure. These certificates sold at a fixed-rate coupon of 5% and are expected to have an average life of 7.1 years. "The pilot program is consistent with the FDIC's securitization safe harbor rule, except for certain limited differences necessitated by the origin of the collateral and the absence of information available from the failed banks," the statement said. BlackRock's (BLK) financial management unit is the third-party arbitrator. The FDIC estimates the transaction will provide more than $353.2 million in gross proceeds for the deposit insurance fund. The deal is classified 144a and therefore sold only to well-capitalized investors. The lead underwriter and bookrunner is Wells Fargo Securities (WFC). The co-underwriters are Barclays Capital (BCS) and CastleOak Securities, a minority-owned firm. Lawfirm Kaye Scholer acted as counsel. Write to Jacob Gaffney. Follow him on Twitter @JacobGaffney.