FacultyFaculty/Author Profile
Stuart M. Litwin

Stuart M. Litwin

Mayer Brown LLP

Chicago, IL, USA


Stuart M. Litwin is a partner and co-head of the Securitization/Structured Finance Practice at Mayer Brown LLP.  Mr. Litwin also co-heads Mayer Brown’s Capital Markets Practice.

Stuart is one of the leading and most experienced lawyers in the United States in the representation of originators, investment banks, marketplace platforms, warehouse lenders, underwriters, aggregators, ABCP conduit sponsors, hedge funds, commercial banks and investors (including mutual funds) in structuring, negotiating and documenting U.S. and international asset-backed and other securities transactions, structured financings and loan purchase transactions. 

His experience has involved the securitization of virtually all asset types, and he is recognized as an expert in the securitization of retail and commercial auto loans and leases, consumer and small business marketplace loans (including payment processing loans), FFELP and private student loans, dealer floorplan receivables, equipment leases and loans, cell phone device payment plan receivables, global trade finance assets, rental cars, commercial and residential mortgages, cross border transactions, solar leases and power purchase agreements, synthetic risk transfers, money market fund investments and structured transactions in which banks and other clients seek advantageous treatment for accounting, regulatory capital or tax purposes. 

Mr. Litwin also regularly represents several funds, reinsurance companies and other investors in their “alternative investments” (i.e., unusual assets or finance companies which are more difficult to fund in securitization or banking markets). 

Recent important engagements have included:

  1. Representing Bank of America Merrill Lynch as underwriters counsel in Verizon’s August 2016 ABS transaction backed by device payment plan receivables, the first-ever ABS transaction backed by cell phone contracts
  2. Representing Morgan Stanley as underwriters counsel in the first ABS offering backed by marketplace loans which included multiple funds securitizing loans in the same offering.
  3. Representing Morgan Stanley as warehouse lender to Social Finance, Inc.
  4. Representing VW Credit, Inc. in its recent $9 billion auto loan and lease warehouse facility.
  5. The creation of TradeMAPS, the first multi-issuer trade finance securitization platform to enable banks and others to fund their trade finance portfolios in an off-balance sheet manner without supporting potential losses in the portfolios of other banks.The first transaction, TradeMAPS 2013-1, a securitization of Citibank and Banco Santander portfolios, was selected by IFLR as their 2013 “Deal of the Year.”
  6. Assisting Santander Consumer USA, Inc. in the creation and financing of the Chrysler Capital platform, including its $5 billion warehouse financing facility,
  7. Acted as nitial purchasers’ counsel in the first-ever solar ABS deal to provide backleverage for tax equity.SolarCity was the sponsor and the initial purchasers were Bank of America Merrill Lynch and Credit Suisse.This deal was selected by IFLR as their 2015 “Deal of the Year.”
  8. The creation of Straight-A Funding, LLC, the $60 billion asset-backed commercial paper conduit that saved the student loan industry during the financial crisis and enabled students to finance the 2009-2010 academic year when government guaranteed student loan backed ABS could not be sold.Straight-A Funding received support from the Department of Education and the Federal Financing Bank.
  9. Creating the form customer agreement documentation for the TALF program (and representing many of the primary dealers in their customer agreement negotiations), and working on several of the first TALF transactions,
  10. Several tender offers for and restructurings of student loan trusts with auction rate securities,
  11. The first ABS offering in the US backed by Australian auto leases,
  12. Representing Goldman, Sachs & Co. in the financing of Cerberus’s acquisition of Chrysler, the largest-ever use of asset-backed securities in any M&A transaction ($47 billion of the $60 billion financing),
  13. The securitization of its floorplan loans originated by a heavy equipment manufacturer to dealers in “politically sensitive” countries, mostly in Latin America.

Mr. Litwin represents virtually every major bank and investment bank in at least some aspect of its business.  Mr. Litwin has regularly been ranked as one of the best securitization lawyers in the US by, among others, Chambers Global, IFLR, Best Lawyers in America, Who’s Who Legal and Euromoney.

Mr. Litwin is an Adjunct Professor of Law at the Northwestern University Law School, where he teaches “The Law of Securitization.” 

Mayer Brown’s securitization practice, which Mr. Litwin co-heads, was recently named IFLR’s Securitization Law Firm of the Year.

Mr. Litwin currently serves as Chairman of the Auto ABS Committee of the Structured Finance Industry Group (the trade association for the securitization market).  He was the first Chairman of its Legal Counsel Committee.

Mr. Litwin is a frequent lecturer and writer on securitization topics.  The Structured Finance Institute has produced and sold a DVD, Introduction to Securitization Transactions, featuring Mr. Litwin. 

Mr. Litwin holds a J.D. from the University of Chicago Law School and an M.B.A. from the University of Chicago Graduate School of Business.  He is also a former Certified Public Accountant and winner of the Elijah Watt Sells Award on the Uniform CPA Examination.

Stuart M. Litwin is associated with the following items:
Web Segment  Web Segment Overview of Consumer and Other Securitization Markets - New Developments in Securitization 2016, Friday, December 16, 2016
Securitized Products - Understanding Financial Products 2017, Tuesday, January 31, 2017
MP3 Audio  MP3 Audio Overview of Consumer and Other Securitization Markets - Overview of Consumer and Other Securitization Markets, Friday, December 16, 2016
Securitized Products - Securitized Products, Tuesday, January 31, 2017
Asset Level Data in Public Offerings of Asset-Backed Securities, Thursday, February 23, 2017
Coping with the New Risk Retention Rules in Securitization Transactions, Thursday, April 13, 2017
Transcripts  Transcripts Overview of Consumer and Other Securitization Markets - Overview of Consumer and Other Securitization Markets, Friday, December 16, 2016
Securitized Products - Securitized Products, Tuesday, January 31, 2017
Asset Level Data in Public Offerings of Asset-Backed Securities - Asset Level Data in Public Offerings of Asset-Backed Securities, Wednesday, March 01, 2017
Coping with the New Risk Retention Rules in Securitization Transactions - Coping with the New Risk Retention Rules in Securitization Transactions, Thursday, April 13, 2017
MP4 - Mobile Video Seg  MP4 - Mobile Video Seg Overview of Consumer and Other Securitization Markets - Overview of Consumer and Other Securitization Markets, Friday, December 16, 2016
Securitized Products - Securitized Products, Tuesday, January 31, 2017
On-Demand Web Programs  On-Demand Web Programs New Developments in Securitization 2016, Saturday, December 31, 2016, New York, NY
Understanding Financial Products 2017, Monday, February 13, 2017, New York, NY
CHB Chapters  CHB Chapters Securitization of Equipment and Auto Leases - Understanding Financial Products 2017, Friday, January 27, 2017
Securitization of Equipment and Auto Leases - New Developments in Securitization 2017, Wednesday, December 13, 2017
Audio Only On-Demand Web  Audio Only On-Demand Web Asset Level Data in Public Offerings of Asset-Backed Securities - Asset Level Data in Public Offerings of Asset-Backed Securities, Wednesday, March 01, 2017
Coping with the New Risk Retention Rules in Securitization Transactions - Coping with the New Risk Retention Rules in Securitization Transactions, Thursday, April 13, 2017
Treatise Chapters  Treatise Chapters Securitization of Equipment and Auto Leases; and Appendices 14A-14B - Equipment Leasing-Leveraged Leasing (5th Edition), Monday, September 11, 2017
Live Seminar  Live Seminar New Developments in Securitization 2017, Wednesday, December 13, 2017, New York, NY
Understanding Financial Products 2018, Wednesday, January 24, 2018, New York, NY
Live Webcast  Live Webcast New Developments in Securitization 2017, Wednesday, December 13, 2017, New York, NY
Understanding Financial Products 2018, Wednesday, January 24, 2018, New York, NY
PLI Grpcast-Live Web  PLI Grpcast-Live Web New Developments in Securitization 2017, Wednesday, December 13, 2017, New Brunswick , NJ
New Developments in Securitization 2017, Wednesday, December 13, 2017, Pittsburgh, PA
New Developments in Securitization 2017, Wednesday, December 13, 2017, Boston, MA
New Developments in Securitization 2017, Wednesday, December 13, 2017, Mechanicsburg, PA
New Developments in Securitization 2017, Wednesday, December 13, 2017, Nashville, TN
New Developments in Securitization 2017, Wednesday, December 13, 2017, Philadelphia, PA
Understanding Financial Products 2018, Wednesday, January 24, 2018, New Brunswick , NJ
Understanding Financial Products 2018, Wednesday, January 24, 2018, Cleveland, OH
Understanding Financial Products 2018, Wednesday, January 24, 2018, Atlanta, GA
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