Hunton Andrews Kurth Represents J.P. Morgan as Issuer and Initial Purchaser in HELOC Securitization Program

Hunton Andrews Kurth LLP represented J.P. Morgan Mortgage Acquisition Corp. and J.P. Morgan Securities LLC (together, “J.P. Morgan”) in its role as issuer and initial purchaser, respectively, in a $186.4 million private securitization backed entirely by participation interests in home equity lines of credit (HELOCs) originated by third parties.

In addition to representing J.P. Morgan in the inaugural transaction, which closed June 30, 2023, the firm also assisted J.P. Morgan in developing the securitization program and in the acquisition of the HELOCs from third party originators. Under the program, J.P. Morgan will acquire and deposit HELOC loans into a master participation trust, which is owned by J.P. Morgan, and issue participation certificates representing fixed pools of draws with respect to a revolving pool of HELOCs.

This transaction represents a scalable solution to support HELOC originations and offers the funding of additional draws on the HELOCs occurring outside of the securitization vehicle and the securitization being limited to a fixed pool of HELOC draws. After the close of the initial securitization, future draws on the HELOCs, as well as draws on additional HELOCs acquired by the participation trust, will be funded outside of the securitizations by J.P. Morgan before the draws thereon are securitized into future issuances from the program.

Structured finance Partners Brit Mohler Dufilho and Ed Douma, along with tax Partner Cecelia Philipps Horner led the transaction and assisted J.P. Morgan with developing this securitization program. The team also included lead Associates Whitney Nixdorf, Claudia Fendian and Emily Benedict, as well as support from Brent Lewis, Ruby Wang, Tom Yoon, Leslie Okinaka, James Saeli, Greg Funk, Jake Johnson, Jason Harbour, Rachael Craven, Hillary Patterson and Lucia Jacangelo. Structured finance Partners Michael Nedzbala and William Van Thunen also represented J.P. Morgan in its initial acquisition of the HELOCs from the third party originators.

Over the past 35 years, Hunton Andrews Kurth has represented issuers, underwriters, trustees, asset managers, servicers, originators, lenders, investors, credit rating agencies, insurance companies and derivatives providers in structured finance and securitization transactions totaling hundreds of billions of dollars. We earn top rankings from clients, peers and media and are recognized, particularly, for our facility in handling innovative transactions. Our structured finance practice is ranked nationally in Band 1 by Chambers USA and we are also ranked nationally in Tier 1 by Legal 500 USA in the structured finance category. Additionally, in Asset-Backed Alert’s 2022 league table rankings, Hunton Andrews Kurth ranked second for top underwriter counsel and second for top issuer counsel for US asset-backed securities and mortgage-backed securities.