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Janet M.Tavakoli is the President of Tavakoli Structured Finance, a Chicago-based consulting firm to financial institutions, institutional investors, and hedge funds. She gave advance warning of major collapses regarding Long-Term Capital Managment, First Alliance Mortgage, the thrift industry, and the current credit bubble. BusinessWeek's profile called Tavakoli "The Cassandra of Credit Derivatives." She has over twenty years of experience trading, structuring, and marketing derivatives and structured products. Tavakoli is a former adjunct associate professor in the FinanceDepartment of the University of Chicago's Graduate School of Business, where she taught derivatives. She is also the author of the first edition of Collateralized Debt Obligations and Structured Finance and Credit Derivatives and Synthetic Structures, now in its second edition. Tavakoli is frequently published and quoted in numerous financial publications including the Wall StreetJournal, the Financial Times, BusinessWeek, Journal of Structured Finance, Derivatives Week, and many others. She also appears frequently on CNN, CNBC, CBS Evening News, Bloomberg TV, and First Business Morning News.
Preface | p. xiii |
Acronym Key | p. xix |
Securitization Terminology | p. 1 |
Simplified Cash CDO | p. 4 |
The CDO Arbitrage | p. 5 |
Structured Finance and Special Purpose Entities | p. 7 |
SPCs and Historical Abuse | p. 10 |
SPEs and SPVs | p. 16 |
Documentation | p. 18 |
Setup Costs | p. 19 |
Example of a Multiple Issuance Entity | p. 19 |
Cayman-Domiciled SPEs | p. 22 |
Repackagings to Satisfy Investor Demand | p. 24 |
Credit-Linked Notes and Funding Costs | p. 25 |
Structured Floaters | p. 27 |
Principal-Protected Notes | p. 27 |
Loan Repackagings | p. 28 |
Liquidity | p. 29 |
Mismatched Maturities | p. 29 |
Unwind Triggers Linked to Derivatives Transactions | p. 30 |
DAX-Linked Note with Triggers | p. 32 |
Ratings | p. 34 |
Master Trusts | p. 34 |
Owner Trusts | p. 35 |
Grantor Trusts | p. 36 |
Real Estate Mortgage Investment Conduits | p. 36 |
Multiseller and Single-Seller Conduits | p. 37 |
Domestically Domiciled Corporations | p. 39 |
Bankruptcy-Remote? | p. 40 |
Enron, JPMorgan Chase, and Sureties | p. 43 |
Credit Derivatives and Total Rate of Return Swaps | p. 45 |
Risk to Portfolio Value | p. 45 |
Credit Derivatives and Credit Default Swaps | p. 47 |
Negotiated Language | p. 49 |
Basis Risk: Persistent CDS Language Issues | p. 49 |
Physical Settlement and Cash Settlement Negotiations | p. 50 |
Digital, Binary, Zero-One, All-or-Nothing, or Fixed Recovery Cash Settlement | p. 52 |
Initial Value x (Par - Market Value) | p. 53 |
Normalized Price Method-Alternate Termination Payment | p. 54 |
Hedge Costs in Cash and Synthetic CDOs | p. 55 |
Deliverables: CDOs and the Cheapest-to-Deliver Option | p. 55 |
Convertible Bonds and Asset Swaps | p. 56 |
Negative Basis Trades | p. 62 |
Default and Recovery Rate | p. 62 |
The Default Protection Seller: Counterparty Credit and Correlation | p. 65 |
Default Language for Sovereign Debt | p. 65 |
Default Language for Nonsovereign Debt: Controversy and CDOs | p. 66 |
CDS Pricing Issues | p. 69 |
Synthetic CDOs | p. 70 |
Total Rate of Return Swaps (Total Return Swaps) | p. 72 |
Pricing TRORS on Levered CDO Tranches | p. 74 |
TRORS versus Repos | p. 75 |
Equity TRORS: Corporate Loans Disguised as Capital Injections | p. 76 |
Information Asymmetry and Moral Hazard | p. 78 |
CDS versus TRORS | p. 78 |
Pay-as-You-Go | p. 79 |
Indexes | p. 81 |
CDOs and the Global Capital Markets | p. 83 |
Evolution of the CDO Market | p. 84 |
Risk and Valuation Issues | p. 91 |
The Portfolio Diversification Myth | p. 91 |
Modern Portfolio Theory: Bane of CDOs | p. 92 |
Abnormal Is Normal | p. 96 |
Mark-to-Market Hazard | p. 98 |
Cash Flow Hazard | p. 99 |
Global Derivatives Risk | p. 100 |
Loans and Leveraged Loans | p. 101 |
The Leverage Paradox | p. 103 |
New Structured Finance Deals | p. 104 |
Fraud | p. 104 |
Hedge Funds: A New Investor Class | p. 107 |
Tavakoli's Law, Hedge Funds, and the Great Unwind | p. 110 |
Brain Damage Theory | p. 112 |
Dead Man's Curve and Leveraged Funds | p. 113 |
Margin of Safety versus One-Sided Illiquid Leveraged Bets | p. 114 |
Early CDO Technology | p. 117 |
True Sale Hybrid and Synthetic Structures | p. 117 |
Credit Enhancement | p. 119 |
Monoline and Multiline Insurance | p. 119 |
CDO Classification | p. 121 |
Market Value CDOs | p. 124 |
Cash Flow CDOs | p. 124 |
The Origins of U.S. Securitization | p. 126 |
Collateralized Mortgage Obligations | p. 135 |
Early Warning Commercial Financial Services | p. 143 |
Rating Agencies' Failed Models | p. 143 |
Anatomy of a Flawed Process | p. 144 |
Terminology | p. 145 |
Early Red Flags | p. 147 |
CFS Gets Creative | p. 149 |
Selling Out the Future | p. 149 |
Ignoring an Audit Report | p. 150 |
Lessons to Be Learned | p. 151 |
Fallout from CFS's Bankruptcy | p. 153 |
Subprime and Alt-A Mortgages: Collateral Damage | p. 155 |
Truthiness in Lending and Borrowing | p. 158 |
The Predators Fall | p. 160 |
Classic Ponzi Scheme | p. 162 |
Portfolio Risk | p. 164 |
The Risk Managers' Dilemma | p. 164 |
How to Create a Securitization Disaster | p. 165 |
Models versus Common Sense | p. 167 |
Lack of Appropriate Due Diligence and/or Disclosure | p. 172 |
Investors and Ratings | p. 173 |
Hedge Funds and ABX Indexes: Alpha Bets | p. 174 |
A Good Year (for Some) | p. 177 |
BSAM's Hedge Funds Undone by Leverage | p. 181 |
Bear Stearns' Hedge Fund Lenders Bailout | p. 184 |
Disclosure: Investor Fallout from the Mortgage Debacle | p. 186 |
"The First Thing We Do, Let's Kill All the Lawyers" | p. 188 |
Market Fallout from the Mortgage Debacle | p. 190 |
Redlining and Red Ink | p. 191 |
Cash versus Synthetic Arbitrage CDOs | p. 193 |
Comparison of Managed Arbitrage CDO Features: Cash versus Synthetic Deals | p. 193 |
The Arranger and the Manager | p. 195 |
Mandate Agreement | p. 196 |
Deal Assembly | p. 197 |
CDS Language for the Synthetic CDO | p. 197 |
Selecting the Portfolio and Impact on Rating | p. 198 |
Rating Criteria and Restrictions | p. 199 |
Substitution and Reinvestment Criteria | p. 207 |
Warehousing Assets | p. 207 |
Pricing and Closing | p. 208 |
Ramping Up the Portfolio | p. 208 |
Reinvestment Period | p. 209 |
Noncall Period | p. 209 |
Pay-Down Period | p. 210 |
Weighted Average Life and Expected Final Maturity | p. 210 |
Early Termination | p. 210 |
Legal Final Maturity | p. 211 |
Tranching and the Synthetic Arbitrage Advantage | p. 211 |
Waterfalls for Cash versus Synthetic Arbitrage CDOs | p. 212 |
Payment-in-Kind Tranches | p. 218 |
Psychic Ratings: Rating Agency Treatment of PIK Tranches | p. 218 |
The Super Senior Advantage | p. 219 |
CDS versus Cash Asset Spreads | p. 220 |
Hedging the CDO Portfolio Cash Flows | p. 226 |
Settlement in Event of Default or Credit Event | p. 233 |
Documentation | p. 236 |
Cash versus Synthetic Arbitrage CDO Equity Cash Flows | p. 236 |
Sample Cash Flows | p. 237 |
Summary of Cash Arbitrage CDOs versus Synthetic Arbitrage CDOs | p. 246 |
CDO Equity Structures | p. 247 |
Accruing Errors | p. 250 |
Probability of Receipt | p. 253 |
The Best and Worst Equity Investments | p. 254 |
The Best Equity Earns All Residuals | p. 256 |
Equity Investor Injects Cash as Overcollateralization | p. 257 |
Rated Equity Earns Stated Coupon Appropriate to Rating | p. 259 |
Rated Equity: Static Deal | p. 260 |
Equity Investor Earns a Stated Coupon on the Remaining Equity Investment | p. 262 |
Moral Hazard and Conflict of Interest | p. 268 |
Leveraging the Best: Unfunded Equity Investments-Ultimate Leverage | p. 270 |
Actively Traded and Limited Substitution Synthetic Arbitrage CDOs | p. 273 |
Interest Subparticipations: When Equity Isn't First Loss | p. 273 |
Participation Notes | p. 276 |
Capped Participation Notes | p. 278 |
Combination Notes | p. 278 |
Investor Motivation | p. 279 |
Principal-Protected Structures | p. 280 |
First- (and nth-) to-Default Basket Swaps | p. 282 |
First-to-Default Notes | p. 290 |
The Smartest Equity Investment: Protection Money | p. 290 |
CDO Managers | p. 291 |
Best Practices | p. 292 |
The Valued Few | p. 293 |
Balance-Sheet CLOs and CDOs | p. 295 |
True Sale (Fully Funded): Delinked Structure | p. 295 |
Linked Nonsynthetic Structures | p. 299 |
Linked Black-Box CLN CDOs | p. 301 |
Synthetic Structure with SPE | p. 304 |
Partially Synthetic Linked CDOs | p. 307 |
Fully Synthetic CDOs | p. 308 |
Small to Medium-Size Enterprises-Europe | p. 310 |
SMEs: United States versus Europe | p. 315 |
Secured Loan Trusts | p. 318 |
Bank Regulatory Capital and Basel II | p. 321 |
Super Senior Sophistry | p. 331 |
Cash Flow Magic Trick | p. 333 |
Rating Agencies-Moody's Tranching | p. 334 |
The AAA Disappearing Act | p. 337 |
Rating Agencies and Ratings Shopping | p. 338 |
Triple-A Basket with 2 Percent First-Loss Tranche | p. 340 |
Super Senior Attachment Point | p. 341 |
Super Senior Pricing | p. 342 |
Super Seniors or Senile Seniors? | p. 343 |
Where Are the Regulators? | p. 345 |
Junior Super Seniors | p. 346 |
Super Senior Investors | p. 347 |
Negative Basis Trades | p. 348 |
Leveraged Super Seniors and Constant Proportion Portfolio Insurance | p. 349 |
Final Thoughts on Super Seniors | p. 350 |
Synthetics and Mark-to-Market Issues | p. 353 |
Synthetic Cash Windfall | p. 353 |
Synthetic Equity | p. 354 |
Portfolio Swaps | p. 356 |
Bespoke Tranches: Single-Tranche CDOs | p. 357 |
Short Mezzanine and Long Equity | p. 359 |
Banks' Invisible Hedge Funds | p. 365 |
Extraordinary Popular Delusions and the Madness of Correlation | p. 365 |
Delta Hedges, Correlation Models, and Junk Science | p. 367 |
Synthetic Notional and Actual Risk | p. 369 |
Explosive Growth, Uncertain Future | p. 370 |
Found Money and Moral Hazard | p. 371 |
Comments on Selected Structured Finance Products | p. 373 |
Multisector CDOs: CDOs[superscript N] | p. 373 |
Future Flows: Payment Rights Securitizations | p. 374 |
Emerging Market Caveats | p. 379 |
Constant Proportion Debt Obligations and Rating Agencies | p. 382 |
Constant Proportion Portfolio Insurance | p. 384 |
Multiline Insurance Products: Disappointment and Promise | p. 384 |
Hollywood Funding | p. 386 |
Transformers | p. 388 |
SEC Gaslight on Life Settlements | p. 390 |
Special Purpose Acquisition Companies | p. 394 |
Credit Funds | p. 397 |
Credit Hedge Funds | p. 397 |
Hedge Funds and Structured Credit | p. 398 |
IO and PO Tranches: Junior Tranches and Equity OIDs | p. 399 |
Limited Purpose Finance Corporations | p. 399 |
Structured Investment Vehicles | p. 401 |
Credit Derivative Product Companies | p. 402 |
Hedge Funds and Collateralized Fund Obligations | p. 403 |
The Credit Crunch and CDOs | p. 405 |
Rating Agencies, Regulators, and Junk Science | p. 405 |
Savvy Investors Ignore Ratings | p. 407 |
Misfortune's Formula: Structured Credit Ratings | p. 408 |
ABCP Crisis and MLEC | p. 412 |
Constellation CDOs: Falling Stars | p. 413 |
New Flawed Models Replace Old Flawed Models | p. 415 |
Rating Agencies in Crisis | p. 415 |
Monoline Meltdown: Financial Guarantors in Crisis | p. 417 |
Rating Agencies in Denial | p. 418 |
Overwhelming Losses | p. 419 |
Poor Actual Recoveries | p. 420 |
Undercapitalized Financial Guarantors | p. 422 |
Dicey Deals Done Dirt Cheap | p. 422 |
Competitive Pressure | p. 425 |
Uncertain Future | p. 425 |
Countrywide's Bailout and Moral Hazard | p. 426 |
Future Developments in Structured Finance | p. 429 |
Regulatory Failure: Investors Are on Their Own | p. 430 |
Interesting Web Sites | p. 435 |
Bibliography | p. 437 |
Index | p. 439 |
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