Robert J. Coughlin

/My focus

Since the financial crisis of 2008, I have mostly focused on helping trustees navigate the unprecedented and unexpected challenges faced in their securitization transactions.

For example, early on I represented two major trustees in different aspects of the federal bailout and sale of Bear Stearns. Since the collapse of Lehman Brothers I have been involved in a variety of CDOs requiring the resolution of Lehman swaps. I have spent much time resolving a variety of CLO/CDO tranche disputes, including complex issues of indenture interpretation, some requiring litigation (such as one of the first trustee-initiated interpleaders), and guiding clients through numerous CDO and CLO defaults and portfolio liquidations. I also regularly advise trustees in a variety of redemption and amendment situations.

More recently, I have been focused on advising RMBS-trustee clients involved in different stages of mortgage loan repurchase obligation enforcement, including guidance with investor relations and communications, loan file forensics, PSA analysis and related enforcement litigation.

I continue to represent trustees in new originations, including new CLOs, corporate debt (public and private, secured and unsecured) and municipal debt (including industrial development/project bonds, housing bonds, utility bonds and a variety of higher education and hospital/health care bond programs). A more normal structured finance market would include RMBS, CMBS and other ABS.

I also advise on regulatory questions particular to corporate trust operations and administration and in the development of internal best-practices and risk-management procedures.

/Looking ahead

I follow current litigation, regulatory and other market developments daily, to inform my advice to clients. While trustees face the challenge ahead of a more complex and demanding financial market, I am working on strategies to help them grow their business while managing their risk.

/Insights

Publications

• “Demystifiying DTC: The Depository Trust Company and the Municipal Bond Market,” March 2017, published by the National Association of Bond Lawyers (co-author)
• “Recent Litigation in Structured Finance & Securitization Involving (or of Interest to) Indenture Trustees,” included in materials for CLE program “Watch Your Step! A Discussion of the Landmines Revealed by Recent Litigation Involving Trustees, Investors, Underwriters and Issuers,” American Bar Association Business Law Section Spring Meeting, April 8, 2016
• “Survival Skills Amid the Rubble: Life as a Trustee in a Market Collapse,” Journal of Structured Finance, Volume 16, No. 2, Summer 2010 (co-author)
• “Caught in the Cross-Fire: Securitization Trustees and Litigation During the Sub-Prime Crisis,” appearing in the course book for New Developments in Securitization 2009 published by the Practising Law Institute, 2009
• “Rule 22 to Resolve a Catch-22: Defensive Maneuvers for Corporate Trustees Faced with Conflicting Claims,” appearing in the course book for New Developments in Securitization 2008 published by the Practising Law Institute, 2008 (co-authored with Stephen M. LaRose and Dennis A. Murphy)

Speaking Engagements

• Panelist, “Demystifying DTC: What Business Lawyers Don’t Know Can Hurt Most,” American Bar Association Business Law Section Spring Meeting, New Orleans, LA, April 6, 2017
• Panelist, CLE program “Watch Your Step! A Discussion of the Landmines Revealed by Recent Litigation Involving Trustees, Investors, Underwriters and Issuers,” American Bar Association Business Law Section Spring Meeting, Montreal, QC, April 8, 2016
• Speaker,“Update on Bankruptcy Issues and Litigation in the Structured Finance Market,” American Bankers Association Telephone Briefing, Corporate Trust Update: Municipal Bankruptcy Developments and Municipal and Structured Finance Litigation. December 13, 2012
• Panelist, “Litigation Affecting Trustees: Cases, Trends and Business Lessons,” Corporate Trust 2011 Forum (Turmoil = Opportunities), American Bankers Association, October 16-17, 2011, Washington, DC
• Speaker, “The Most Likely Litigation Risk in Today's Market: Action Steps Corporate Trustees Can Take to Mitigate Litigation Risk,” American Bankers Association Telephone Briefing Series, November 3, 2010
• Panel Chairperson, “Corporate Trust Concerns,” 35th Annual Bond Attorney's Workshop, National Association of Bond Lawyers, October 27-29, 2010, San Antonio, Texas
• Panelist, General Session, “Peace Talks: Workouts Outside the Box,” 2010 American Bankers Association Capital Markets Forum for Corporate Trust Professional, April 18-20, 2010, St. Petersburg, Florida
• Panelist, “Litigation, Bankruptcy and Trustees,” New Developments in Securitization 2009, Practising Law Institute, December 3-4, 2009, New York, NY
• Panel Chairperson, “Corporate Trust Concerns,” 34th Annual Bond Attorney’s Workshop, National Association of Bond Lawyers, October 28-30, 2009, Phoenix, Arizona
• Panelist, General Session, American Bankers Association Capital Markets Forum for Corporate Trust Professionals, April 26-28, 2009, Tampa Bay, Florida.
• Moderator, “Trustee Roundtable,” American Securitization Forum, ASF 2009, February 11, 2009, Las Vegas, NV
• Panelist, “Litigation, Bankruptcy and Trustees,” New Developments in Securitization 2008, Practising Law Institute, December 5, 2008, New York, NY
• Panel Chairperson, “Corporate Trust Concerns,” 33rd Annual Bond Attorney’s Workshop, National Association of Bond Lawyers, September 17-19, 2008, Chicago, Illinois
• Panelist, “One-Hour Briefing: CDO Tranche Warfare,” Practising Law Institute, June 12, 2008
• Panelist, “Impact of the Subprime Mortgage Market Crisis,” American Bankers Association, Capital Markets Forum for Corporate Trust Professionals, April 13-15, 2008, Palm Beach Gardens, Florida
• Panelist, “Corporate Trust Concerns,” National Association of Bond Lawyers, 32nd Annual Bond Attorney’s Workshop, September 26-28, 2007, Chicago, IL
• “The Future of the Corporate Trust Industry,” American Bankers Association Capital Markets Seminar for Corporate Trust Professionals, April 22-24, 2007
• “Structured Finance: Highlights from 2006 and What’s Ahead in 2007 for Corporate Trustees,” Fiduciary and Investment Risk Management Association Corporate Trust Senior Managers Forum, February 26-28, 2007, Ponte Vedra, Florida
• Panelist, “Recent Trustee Developments: Challenges and Opportunities in an Expanding Role,” American Bankers Association, Capital Markets Forum, April 23–25, 2006, Miami, FL
• Panelist, “Corporate Trust Concerns,” National Association of Bond Lawyers, 31st Annual Bond Attorney’s Workshop, October 4–6, 2006, Chicago, IL
• Speaker, “Structured Finance: The Landscape for Corporate Trustees,” Fiduciary Investment Risk Management Association, Inc., Corporate Trust Senior Managers Forum, January 18–20, 2006, Ponte Vedra, FL
• Panelist, “The Role of Corporate Trustee: Perspectives of the Trustee and Investors on Trustee Duties—Role, Impact and Otherwise” American Bankers Association, Capital Markets Forum, April 10–12, 2005, St. Petersburg, FL
• Panelist, “The Role of the Corporate Trustee: Recent Developments and Their Impact on Trustee Responsibilities and Potential Liabilities,” American Bankers Association, Capital Markets Forum, April 19, 2004, Miami, FL
• Speaker, “Revised UCC Article 9: A Look Back Over The First Seven Months,” American Bankers Association, Capital Markets Forum, February 26, 2002, San Diego, CA
• Speaker, “Revised UCC Article 9: What it Means for Trustees and Secured Lenders,” American Bankers Association Telephone Briefing, January 11, 2001