Securitizations and structured finance transactions with real estate underlying.
We advise originators, sponsors, funds, and banks on structuring financial transactions with real estate underlying: securitizations of real-estate-backed receivables, L. 130/99 (Italian Securitization Law) SPVs with real estate compartments, ReoCos, secured NPLs and UTPs, debt funds, and acquisition financing where the real estate asset is the central collateral.
Who it's for
We work with institutional counterparties that structure, finance, or acquire transactions with real estate underlying. The practice covers the financial engineering — vehicle, waterfall, tranching, rating, pricing — rather than asset management.
Banks, art. 106 TUB (Italian Consolidated Banking Act) financial intermediaries, industrial groups, and family offices that originate real-estate-backed loan portfolios or seek to securitize real estate holdings to free up capital and access institutional markets.
NPL/UTP funds, alternative credit funds, SGRs, and foreign investors that buy senior, mezzanine, or equity tranches of L. 130/99 SPVs with real estate collateral. Advisory on underlying analysis, structure, and pricing.
Commercial and investment banks that originate, arrange, or finance real-estate-backed transactions: structured financing, ReoCos, real estate contributions to SPVs, refinancing of existing vehicles.
What we do
From underlying portfolio analysis to vehicle structuring, from tranche pricing to institutional placement. Each transaction is designed to withstand the due diligence of rating agencies, investors, and regulators.
Structuring of L. 130/99 SPVs with real estate compartments: securitization of real-estate-backed receivables, of properties through ReoCo, or of real estate leases. Waterfall design, senior/mezzanine/junior tranching, coordination with servicer, master servicer, rating agency, custodian banks, and arrangers.
Advisory on sales and securitizations of corporate NPL and UTP portfolios with real estate collateral: due diligence on the underlying, asset-by-asset valuation, recovery business plan, and vehicle structuring.
Design of Real Estate Owned Companies (ReoCo) and SPVs dedicated to the acquisition of properties arising from insolvency procedures, security enforcement, or carve-out transactions. Tax structuring, governance, and operating perimeter.
Structuring of senior, mezzanine, and unitranche debt packages for acquisitions where real estate is the central security: development finance, bridge-to-bond, refinancing of stratified transactions.
Proprietary cash flow modelling, sensitivity analysis on recovery scenarios, tranche pricing based on target rating and investor appetite. Support on rating agency negotiation.
Reopening, refinancing, or restructuring of distressed L. 130/99 SPVs: tranche renegotiation, new capital injection, waterfall amendment, coordination with noteholders and servicer.
Sale & leaseback transactions structured to be transferred to institutional investors via dedicated vehicle: lease design, cap rate, vehicle structure, exit strategy.
The method
From portfolio due diligence to vehicle structuring, from rating negotiation to placement.
Analysis of the underlying portfolio: legal documentation, appraisals, condition, lease agreements, mortgages, pending litigation. Stratification by asset class, location, and collateral quality.
Recovery model construction: base, downside, and upside scenarios; sensitivity on disposal timing, haircuts on appraisal values, management costs, and vehicle taxation.
Vehicle design (L. 130/99 SPV, ReoCo, reserved fund), waterfall, senior/mezzanine/junior tranching, trigger covenants, subordination ratios, and hedging mechanisms.
Coordination with rating agencies (DBRS, Scope, Moody’s, S&P), preparation of the prospectus and contractual documentation, placement of tranches with institutional investors, support on closing and transition to the servicer.
Transaction types
Securitizations and L. 130/99 SPVs on industrial and logistics assets of manufacturing groups. Real estate sale & lease-back and securitizations.
Core of the practice. Real estate securitizations, ReoCo, secured NPLs, and tranching on residential, office, retail, and hospitality portfolios.
SPVs for institutional investors, trust companies, and financial operators. Structuring of dedicated vehicles for segregated assets.
Securitizations and structured finance on logistics assets, hubs, and operating real estate. Sale & lease-back and pre-M&A transactions.
Asset-backed structures on data centers as a real estate asset class. Long-term financing and tranching dedicated to digital infrastructure.
Securitizations of loan portfolios and structured financing for secured fintech platforms.
Structured finance on retail assets and commercial real estate (shopping centers, high street). Sale & lease-back and securitization.
SPVs and structured finance on healthcare real estate, nursing homes, and hospital hubs. Transactions with healthcare real estate specialist investors.
Sector insight
The team
Senior expert with over 25 years in M&A and debt restructuring across IT, business services, and healthcare, with Italian and cross-border experience. Originator of mandates for several IPOs on the EGM segment (formerly AIM Italia of Borsa Italiana).
Expert in structuring of L. 130/99 SPVs, ReoCos, SIIQs, and reserved funds. Court-appointed expert (CTU) in litigation on vehicles and portfolios.
Thirty years of strategic and operational management, combining direct entrepreneurial activity and executive advisory. CFO and Executive Committee member at top-tier companies, with cross-sector experience in metals & mechanics, chemicals, agriculture, and services.
Coordination with Italian and European institutional investors on senior, mezzanine, and junior tranches.
