Slaughter and May advised NewDay Cards Ltd (NewDay) and its affiliates in relation to an update to, and issuance under, NewDay’s master issuer asset-backed notes programme within NewDay’s existing Direct-to-Consumer (D2C) master trust structure.
The notes comprised £332,500,000-equivalent of Series 2023-1 Floating Rate Asset-Backed Notes (the Series 2023-1 Notes) issued by NewDay Funding Master Issuer plc (the Issuer).
The Series 2023-1 Notes are ultimately backed by income from a portfolio of credit card receivables beneficially owned by NewDay Funding Receivables Trustee Ltd (the Receivables Trustee).
The Series 2023-1 Notes have been listed on the London Stock Exchange and comprise £113,900,000 Class A1 Notes (rated AAAsf (Fitch)/AAA(sf) (DBRS)), $75,000,000 Class A2 Notes (rated AAAsf/AAA(sf)), £24,150,000 Class B Notes (rated AAsf/AA(sf)), £36,575,000 Class C Notes (rated Asf/A(sf)), £50,225,000 Class D Notes (rated BBBsf/BBB(sf)), £25,550,000 Class E Notes (rated BBsf/BB(sf)) and £21,350,000 Class F Notes (rated B+sf/B(high)(sf)). The Class A1, Class A2, Class B, Class C, Class D and Class E Notes were publicly issued, whilst the Class F Notes were retained by NewDay Funding Transferor Ltd, an affiliate of NewDay. The sterling classes of the Series 2023-1 Notes use compounded daily SONIA as the reference rate and the US dollar class uses compounded daily SOFR as the reference rate.
Under the securitisation structure, the Receivables Trustee has appointed NewDay as servicer in respect of the portfolio. Legal title to the receivables within the portfolio remains with NewDay Ltd, which is an authorised payment institution and a wholly-owned subsidiary of NewDay.
The issuance was arranged by BNP Paribas, HSBC, JP Morgan, Société Générale and Standard Chartered, who also acted as joint lead managers.
Morgan, Lewis & Bockius UK LLP provided US law advice to NewDay and its affiliates.
Clifford Chance provided English and US law advice to the joint lead managers and the arrangers.
Jessica Wallace / Trainee, Ralie Belcheva / Trainee