Paul Matthews has been innovating and developing the role of swaps and repurchase agreements in cross-border finance transactions for more than 15 years. Paul has also been actively involved in the European credit derivative and synthetic securitization markets since their inception. He works with clients to meet their specific risk-management, funding, regulatory capital, and investment-driven objectives. Paul also focuses on applying and integrating derivatives and derivatives technology in structured finance transactions.
Extended Profile
Legal 500 UK notes that “Paul Matthews is highly recommended and very focused on client relationships.” He advises a range of clients, including end users/funds, investment managers and advisers, financial institutions, banks, dealers, and investors in the UK and internationally. Paul also works on standalone derivatives, credit support, repurchase agreements, and securities lending documentation projects.
Prior to joining Morgan Lewis, Paul was a partner in the structured transactions practice of another international law firm.
Selected Representations
Synthetic securitisation—A wide range of structures throughout the history of the European synthetic securitisation market from its inception including for example:
Balance sheet synthetic collateralised loan obligation (CLO) transactions – including the first synthetic CLOs in a number of European jurisdictions.
Arbitrage and managed synthetic collateralised debt obligations (CDOs) – both public and private, funded and unfunded, corporate and ABS deals.
Advanced credit derivative and CDO products – including CDS of ABS, single tranche CDO, negative basis trades and CDO squared.
Funded and unfunded ‘investor’ participation – advising with respect to (super) senior, mezzanine and equity level participation in CDO and CLO structures.
Synthetic securitisation of residuals – award winning transactions synthetically securitising the residual risks of the complex RMBS programmes.
Innovative securitisation – such as the monetisation of sovereign swap obligations.
Regulatory capital solutions – development of structures to address and alleviate regulatory capital concerns including credit value adjustment (CVA) losses.
Restructuring and evolution – Complex customised solutions to bridge sizable mismatch risks faced by protection buyers under older synthetic arbitrate CDO transactions facing more modern post-big/small bang credit derivative exposures.
Derivatives for leveraged funding – Derivatives and repurchase agreement (repo)/derivatives style technology used for leveraged funding or liquidity arrangements and to support asset-backed commercial paper programmes.
Structured Investment Vehicles – Experienced in the set-up and servicing of various SIV structures
RMBS, general securitisation and covered bond derivatives – drafting and integrating currency and interest rate hedge documentation in numerous deals and addressing continually changing related rating agency criteria.
Cash Collateralised Debt and Loan Obligations (CDO/CLO) – representing investment managers, arrangers and investors in various European and US structures and warehousing arrangements
CMBS origination loan hedging arrangements – preparing loan level hedging with potential securitisation flexibility features incorporated.
Origination hedging – devising innovative 'forward flow' hedging structures to allow residential mortgage lenders to enter into hedging which then allowed them to offer mortgage products to consumers (e.g. fixed, capped or tracker rates).
Structured repo and total return swaps – drafting portfolio term repo of exotic assets (into which certain leveraged finance and CDO features were incorporated) as bespoke funding and investment arrangements.
Spin off/divestures – structuring complex synthetic risk transfer mechanisms (often with elements of management buy-outs and arrangements used for offshore investment funds) to allow institutions to reduce exposure to, or involvement in, various markets.
European ‘Cat’ bonds – Euroclear tri-party repo arrangements employed for investment efficiency in the synthetic/insurance/capital markets cross-over space.
General derivatives documentation advice – all aspects of a range of derivatives (ISDA), credit support (CSA), repo (GMRA) and securities lending (GMSLA) ‘trading’ documentation including the re-thinking, bolstering and (re-)negotiation of trading documentation following recent high profile insolvencies.
