25 October 2004 LAWFUEL – Law, legal, attorney, securities law …

25 October 2004 LAWFUEL – Law, legal, attorney, securities law newsClifford Chance has advised Citigroup, as arranger, on the first stand-alone European self-storage transaction. The transaction is structured with a single borrower and includes 26 other entities that guarantee and secure the obligations of the borrower.

The borrower, Shurgard Self-Storage SCA, is a Belgian limited liability partnership, majority-owned by Shurgard Storage Centers, Inc. The underlying collateral for this transaction is a portfolio of 101 self-storage properties operated by Shurgard in six European jurisdictions – England and Wales, France, Belgium, the Netherlands, Sweden and Denmark.

The transaction raised €325 million through a secured floating-rate note issue by Self-Storage Securitisation B.V., a Dutch SPV with the proceeds being on-lent to the borrower against the self-storage collateral.

As with any corporate securitisation, issues specific to the company’s business, corporate structure and tax planning create their own challenges and complexity and this transaction was no different. Furthermore structural solutions to address these issues in a manner which achieved the desired ratings and investor protections needed to work on a pan-European basis.

Steve Curtis, lead partner on the securitisation, commented: “We are delighted to have acted once again for Citigroup on another novel and challenging transaction which sees the introduction of a new asset class to the market. The lack of homogeneity of laws across the various European jurisdictions means that transactions such as these tend to be particularly intensive from a legal perspective and require a fair degree of creativity and tenacity from our lawyers across the European network.”

Clifford Chance utilised its global network and ran this transaction through its London, Paris, Brussels and Amsterdam offices. The Clifford Chance team in London was led by securitisation partner, Steve Curtis assisted by Prashanth Satyadeva, Dan Neidle, Spyro Markesinis, Lena Goh, Harleen Anand and Céline Legrand. In Paris partner Jonathan Lewis was assisted by Philippe Max, Julia Astier-Bigot and Julien Rocherieux, and in Belgium partner Yves Herinckx was assisted by Lounia Czupper and Ingrid Quinet. Partners Frank de Vos and Tineke Kothe assisted by Mirjam Tessemaker and Mark Brounen led the Netherlands team. Esther Cavett, partner in the London office, assisted by Bruce Kahl, advised Citicorp Trustee Company Limited in its capacities as borrow security trustee and trustee.

Partner James Harbach of Linklaters assisted by Tom Church and Daniel Peart acted for Shurgard.

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