International Comparative Legal Guide to Securitisation 2025

I am
privileged once again, on behalf of Sidley Austin LLP and as the Guide's
Contributing Editor, to author the Preface to the latest edition of ICLG -
Securitisation, which continues to be one of the most comprehensive
comparative guides to the practice of securitisation available today.



The Guide
is now in its 18th edition, which provides continued proof that it
continues to be as relevant today as ever.



At the
time of writing, in April 2025, the securitisation markets are slightly en
prise in light of a number of factors, both macro-economic (tariffs) as
well as regulatory (the ESA "Article 44" report on the Securitisation
Regulations). That pause follows a
sustained period of high issuance levels, which had been accompanied by a
general positivity in many asset classes around a renewed desire to sustain and
grow the European securitisation markets, evidenced by a growing number of
helpful pronouncements from regulators and law-makers.



Looking back at the year in securitisation, last year
(2024), the financial data (all data from AFME Securitisation Data Report Q4
2024 & 2024 Full Year) records EUR 244.9 bn of securitised product issued
in Europe, an increase of 14.8% (11.9% on an inflation-adjusted basis) from the
EUR 213.3 bn issued in 2023, of which c. EUR 144 bn was placed,
representing c. 58.8% of the total (compared to c. EUR 94.7 bn
placed in 2023, representing c. 44.4% of the total). This was the highest issuance level since
2018 (non-inflation adjusted). Of that
issuance, ABS increased by c. 8.3% but CLOs had a standout year,
increasing c. 87.8% year-on-year in comparison to 2023. RMBS (and at much lower levels, CMBS)
remained at similar levels to 2023 and whilst securitisations of SME loans increased substantially in 2024 this was
down to one transaction (Europe's much heralded
first middle market CLO) in Q3 2024. STS
issuance represented c. 27% of total issuance, which was perhaps a
little disappointing in light of the EU's desire to increase that label's
usage. SRT securitisations continued to
gain ground, increasing in issuance terms to c. EUR 155 bn, up from c.
EUR 118 bn in 2023, c. EUR 106 bn in 2022 and c. EUR 77 bn in
2021 (i.e. over double the issuance levels in 2021).



If 2024 represented a modest increase in issuance levels
across the securitised product spectrum, the pace of global regulation
affecting securitisations also continued unabated, with the major global
regulators across the US, Europe, the UK and other relevant international
jurisdictions continuing to press ahead with consultations and rule-making
workstreams that will continue to affect issuance and structuring of
securitisations across all asset classes and product types (many of which you
can read about in the various chapters of this year's Guide as usual).



It
seems as critical and worthy a task as ever, therefore, to maintain an accurate
and up-to-date Guide regarding the relevant practices and regulation of
securitisation in a variety of jurisdictions.
The 2025 edition of this Guide seeks to accomplish that objective
by providing global businesses leaders, in-house counsel and international
legal practitioners with ready access to important information regarding the
legislative and regulatory frameworks for securitisation across 20 individual
jurisdictions. It also surveys practices
from the perspective of leading and experienced practitioners in these
jurisdictions through the expert analysis chapters (which continue to be of
even wider scope, and even more thought-provoking content, than previous
editions), and our genuine thanks go to all of the many contributors for
sharing their knowledge and experience again in this year's Guide.



We
hope that you continue to find the Guide a useful and engaging insight
into the world of securitisation.



Rupert Wall



Contributing Editor



Partner,
Head of Global Finance in Europe and Global Co-Head of Structured and
Asset-Backed Financing Practice Sidley Austin LLP