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Covered Bonds Handbook

Author(s): James R. Tanenbaum, Anna T. Pinedo
Practice Area: Banking, Corporate & Securities
Published: Aug 2010
Supplement Date: Aug 2014
ISBN: 9781402412943
PLI Item #: 24825

With the possibility of new legislation coming that would create a statutory framework for covered bonds in the U.S., Covered Bonds Handbook arrives at an ideal time for you, as it:

  • Shows how covered bonds have been prominent financing tools in Europe for centuries.
  • Shows the many benefits of covered bonds, including potential advantages over securitization and comparative funding costs.
  • Explains how covered bond transactions are currently structured in the U.S., China, Europe, and Canada.
  • Provides a comparative analysis of the jurisdictional framework for covered bond issuances.
  • Details how foreign banks offer covered bonds into the United States
  • Discusses the proposed U.S. legislation that would codify the treatment of covered bonds.
  • Details the credit ratings methodologies of Moody’s, Fitch, and Standard & Poor’s with regard to covered bonds.
  • Examines how the FDIC’s Final Policy Statement and the Treasury Department’s Best Practices have helped to lay the groundwork for a U.S. covered bonds market.

Legislators, regulators, investors, banks, and the financial media all agree that covered bonds may be an important tool in the U.S. Be ready to take full advantage by reading the Covered Bonds Handbook.

Written by contributors from around the globe, and edited by leading authorities on sophisticated financing techniques from Morrison & Foerster LLP, Covered Bonds Handbook makes a clear and compelling case for these alternative funding instruments, showing you how covered bonds:

  • Offer issuers the opportunity to diversify their funding sources at competitive rates.
  • Give issuers additional operational flexibility.
  • Deliver the needed transparency that enables investors to assess relevant risks.
  • Feature a dual-recourse structure

Covered Bonds Handbook shows why the future is now for covered bonds. In 2010, foreign banks sold approximately $35 billion in U.S. dollar denominated covered bonds in the United States. Be ready to capitalize on the hottest opportunity in the financial markets. This practical new guide features appendices with rating agency studies and reports • the texts of FDIC Interim and Final Policy Statements and the Treasury Department’s Best Practices for Residential Covered Bonds • UK covered bonds reference materials • sample U.S. covered bonds documents.

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Anna Pinedo has concentrated her practice on securities and derivatives. She represents issuers, investment banks/financial intermediaries, and investors in financing transactions, including public offerings and private placements of equity and debt securities, as well as structured notes and other hybrid and structured products.  

Ms. Pinedo works closely with financial institutions to create and structure innovative financing techniques, including new securities distribution methodologies and financial products. Ms. Pinedo has particular financing expertise in certain industries, including working with technology-based companies, telecommunications companies, healthcare companies, financial institutions, REITs and consumer finance companies. Ms. Pinedo has worked closely with foreign private issuers in their securities offerings in the United States and in the Euro markets. She also works with financial institutions in connection with international offerings of equity and debt securities, equity- and credit-linked notes, and hybrid and structured products, as well as medium-term note and other continuous offering programs.

In the derivatives area, Ms. Pinedo counsels a number of major financial institutions acting as dealers and participants in the commodities and derivatives markets. Ms. Pinedo advises on structuring issues, as well as on regulatory issues, including those arising under the Dodd-Frank Act. Her work focuses on foreign exchange, equity and credit derivatives products, and structured derivatives transactions. Ms. Pinedo has experience with a wide range of transactions and structures, including collars, swaps, forward and accelerated repurchases, forward sales, hybrid preferred stock, and off-balance sheet structures. Ms. Pinedo also has advised derivatives dealers regarding their Internet sites and other Internet and electronic signature/delivery issues, as well as on compliance matters.

Ms. Pinedo regularly speaks at conferences and participates in panel discussions addressing securities law issues, as well as the securities issues arising in connection with derivatives and other financial products. She is the co-author of JOBS Act Quick Start, published by International Financial Law Review (2013, updated 2014, 2016), contributor to OTC Derivatives Regulation Under Dodd-Frank: A Guide to Registration, Reporting, Business Conduct, and Clearing (Thomson Reuters, 2014, second ed. 2015, 2016 ed.), co-author of Considerations for Foreign Banks Financing in the US, published by International Financial Law Review (2012, updated 2014, 2016), Liability Management: An Overview (2011, updated 2015), published by International Financial Law Review, co-author of Covered Bonds Handbook, published by Practising Law Institute (2010, updated 2012-2014), co-author of the treatise Exempt and Hybrid Securities Offerings, published by Practising Law Institute (2009, second ed. 2011, updated 2014) and also co-author of BNA Tax and Accounting Portfolio, SEC Reporting Issues for Foreign Private Issuers (BNA Accounting Policy and Practice Series, 2009, second ed. 2012, updated 2016). Ms. Pinedo is also a contributing author to Broker-Dealer Regulation (2011, second ed. 2012), published by Practising Law Institute. Ms. Pinedo co-authored “The Approaches to Bank Resolution,” a chapter in Bank Resolution: The European Regime (Oxford University Press, 2016). Ms. Pinedo contributed to The Future of Bank Funding and Capital: Solutions for Issuers, Opportunities for Investors (IFR Market Intelligence, 2009). Additionally, Ms. Pinedo co-authored "The Ties that Bind: the Prime-Brokerage Regulation," a chapter in Global Financial Crisis (Globe Law and Business, 2009) and "The Law: Legal and Regulatory Framework," a chapter in PIPEs: A Guide to Private Investments in Public Equity (Bloomberg, 2006).

Ms. Pinedo has been included in Best Lawyers in AmericaEuromoney's Expert Guide for Capital Markets and Expert Guide for Women in Business LawSuper Lawyers, Crain's New York Business "Forty Under 40," Investment Dealer's Digest "Forty Under 40" and Hispanic Business's "100 Most Influential Hispanics." Ms. Pinedo has been ranked by Chambers USA as one of America's leading capital markets-derivatives and capital markets-structured products lawyers and has been recognized as a notable lawyer for financial services regulation-broker dealer (compliance). Chambers Global has ranked Ms. Pinedo as one of the world's leading lawyers (recommended in capital markets–structured products). Ms. Pinedo has also been cited as a recommended lawyer for capital markets in the IFLR1000 Guide to Leading Lawyers, and as a recommended lawyer by The Legal 500 US for her work in capital markets: debt, equity, and global offerings, as well as structured finance and REITs. Ms. Pinedo was a recipient of the Burton Award for Legal Achievement in 2007, 2009 and 2011 which honors excellence in legal writing. Ms. Pinedo was also a winner of the 2013 Euromoney LMG Americas Women in Business Law Awards as the Leading Lawyer in the Americas in the category of Structured Finance, which includes Derivatives.  Ms. Pinedo also received the Client Choice Award in Capital Markets by Lexology in 2016.

Ms. Pinedo is a member of the American Bar Association's Committee on the Federal Regulation of Securities, a member of the subcommittee on Disclosure and Continuous Reporting, vice-chair of the subcommittee on Securities Registration, and a member of the task force on the future of securities regulation. She has participated in the drafting committee for the ABA's comment letters on such topics as securities offering reform, revisions to accelerated filing, smaller public company proposals, and various JOBS Act related matters. Ms. Pinedo also is a member of the ABA Committee on the Regulation of Futures and Derivatives Instruments.  Ms. Pinedo is a chair of the Structured Products Association Legal, Regulatory and Compliance Executive Committee.  She is a member of the Mortgage Bankers Association’s Mortgage REIT Council and a member of the MBA’s Secondary & Capital Markets Committee.

Ms. Pinedo is an adjunct professor at the George Washington University School of Law and member of the George Washington University Center for Law, Economics & Finance Advisory Board. Ms. Pinedo is a member of the Visiting Committee of the Law School of the University of Chicago. Ms. Pinedo was a member of the University of Chicago Legal Forum during her time at the University of Chicago Law School.


Georgetown University (BSFS, 1990)

University of Chicago Law School (J.D., 1993)

James Tanenbaum serves as chair of the firm's Global Capital Markets practice. Mr. Tanenbaum has concentrated his practice on corporate finance and the structuring of complex domestic and international capital markets transactions. He represents issuers, including some of the nation's largest financial institutions, underwriters, agents, and other financial intermediaries, in public and private offerings of securities as well as issuers, investment banks, and purchasers in hybrid, mortgage-related, and derivative securities transactions. He has developed some of the most widely used hybrid techniques for the placement and distribution of securities.

Mr. Tanenbaum works closely with leading investment banks to formulate new methodologies for securities offerings and to structure innovative financial products. He has also represented many technology-based companies, including biotech and medical device companies.

Mr. Tanenbaum is a frequent lecturer on capital markets topics, and has lectured at the Securities and Exchange Commission, SIFMA and at a variety of securities industry groups. He lectures at law schools in the United States and abroad. He is the co-author of Covered Bonds Handbook, published by Practising Law Institute (2010, updated 2012-2014), co-author of the treatise Exempt and Hybrid Securities Offerings, published by Practising Law Institute (2009, second ed. 2011) and also co-author of BNA Tax and Accounting Portfolio, SEC Reporting Issues for Foreign Private Issuers (BNA Accounting Policy and Practice Series, 2009, second ed. 2012, updated 2016). Additionally, Mr. Tanenbaum co-authored "Regulation of Financial Institutions, Financial Crises and Rescue Packages in Europe: the Iceland Case," a chapter in Global Financial Crisis (Globe Law and Business, 2009) and "The Law: Legal and Regulatory Framework," a chapter in PIPEs: A Guide to Private Investments in Public Equity (Bloomberg, 2006).

Mr. Tanenbaum has been cited as a recommended lawyer for capital markets in the IFLR1000 Guide to Leading Lawyers, as one of America's leading lawyers for capital markets–debt and equity by Chambers USA and Chambers Global, as a recommended lawyer for capital markets–debt and equity transactions by The Legal 500 US, and as a recommended lawyer for capital markets–equity by PLC Which lawyer?.

Mr. Tanenbaum served as an Editor of the University of Pennsylvania Law Review during his time in law school. He served as Chairman of the Board of Trustees of Lehigh University and as National Chair of the Benjamin Franklin Society of the University of Pennsylvania.


Lehigh University (B.A., 1971)

The Fletcher School of Law and Diplomacy (M.A., 1972) University of Pennsylvania Law School (J.D., 1975) Lehigh University (LLD Hon., 2013)