T.J. GORDON is a partner in Sidley’s Chicago office and serves on the firm’s COVID-19 Task Force. T.J.’s practice focuses on representation of banks, private equity and other alternative asset funds, FinTech companies, insurance companies, corporate borrowers and other financial intermediaries in structured finance, asset securitization, forward flow purchase, secured lending and special situations transactions. Financings and acquisitions of online marketplace loans (a/k/a peer-to-peer (P2P) loans), student loans, both federally guaranteed (FFELP) and private, and other consumer receivables comprise a significant portion of his practice. Representative transactions and financial products include:
- Representation of a joint venture among Nelnet, Inc. and certain investors as issuer’s counsel on the $4,031,720,000 Nelnet Student Loan Trust 2021-A securitization backed by private student loans, one of the largest asset-backed securitizations in any consumer asset class since the 2008 global financial crisis.
- The buyer group in the acquisition of Wells Fargo’s approximately US$10 billion student loan portfolio.
- Counsel to Freedom Financial Network, LLC in its rated securitization program of its C+ and F+ loan products.
- Representation of Purchasing Power, LLC in the securitization of retail installment contracts repaid by payroll deduction.
- Issuer’s counsel to Marlette Funding, LLC on its marketplace lending securitization platform.
- Counsel to affiliates of Garrison Investment Group LP in $462,577,000 of asset-backed securitizations of unsecured consumer loans originated via the Prosper lending platform.
- Joint counsel to Victory Park Capital and KKR in a $175 million asset-backed securitization of unsecured consumer loans originated via the Avant lending platform.
- Representation of Jefferies LLC and certain affiliates in a Rule 144A securitization of small business loans originated on the OnDeck platform.
- Representation of Credigy in a $1,300,000,000 forward flow purchase transaction with LendingClub.
- Issuer’s counsel or underwriter’s counsel for several other privately placed securitizations of online marketplace loans.
- Representation of investment fund clients in the establishment of purchasing trusts and purchase programs to acquire whole loans originated on online marketplace lending platforms.
- Representations of investment funds, as borrowers, and major investment and commercial banks, as lenders, in connection with online marketplace loan warehouse financing facilities.
- Representations of lenders in student loan warehouse financings with aggregate commitments in excess of $70 billion.
- Acquisitions of financial assets with an aggregate purchase price in excess of $7.59 billion, including representation of Discover Financial Services in its acquisition of The Student Loan Corporation.
- Representation of a major bank in the disposition of its FFELP student loan portfolio.
- Securitizations involving trade receivables, credit card receivables, commercial loans (CLOs), student loans, franchise rights, time share receivables, equipment and motor vehicle finance receivables, small business mortgage loans and life settlements, as well as whole business securitization.
- Syndicated bank and mezzanine financings (including investment grade, asset backed, A/B, unitranche and acquisition financings).
- Restructurings, work outs and other insolvency related matters, including Chapter 11 proceedings, debtor-in-possession financings and collapsing SIVs, CDOs and other structured vehicles.
- Synthetic commutations of financial guaranty insurance policies.
T.J. is ranked in Chambers USA (2022) and in Chambers Global (2022) as a leading lawyer in Capital Markets: Securitization ABS. He was a co-author on the USA Chapter of The International Comparative Legal Guide to: Securitisation 2020. During law school, he was the Comment Editor of The University of Chicago Law Review and the recipient of the John M. Olin Foundation Student Fellowship in Law & Economics.
T.J. frequently participates in structured finance conferences. His speaking engagements include the following:
- Panelist, ABA Business Law Section Virtual Section Annual Meeting, September 2021, “Current Developments in Securitization and Structured Finance”
- Panelist, Structured Finance Association Conference, Las Vegas, February 23, 2020, “Consumer ABS 101”
- Panelist, Structured Finance Association Legal Forum 2019, New York, June 4, 2019, “Consumer Regulatory Hot Topics Panel”
- Moderator, Structured Finance Association Conference 2018, Co-hosted with IMN, Las Vegas, February 27, 2018, “2018 Leadership Outlook for Marketplace Lending: The Marketplace Lenders’ Roundtable”
- Panelist, Structured Finance Association Conference, Co-hosted with IMN, Las Vegas, February 27, 2018, “Market Best Practices in Reporting and Disclosure in MPL, RMBS and 144A Markets”
- Panelist, Structured Finance Association Conference, Co-hosted with IMN, Las Vegas, February 27, 2017, “The Outlook for Securitization and Marketplace Lending?”
- Panelist, Structured Finance Association’s NYC Fall Symposium, New York, October 8, 2015, “Marketplace Lending”
- Panelist, Sidley Austin LLP Private Funds 2015: Developments and Opportunities, New York, September 2015, “Strategy Specific Investing”
- Moderator, ABS East Online Lending/P2P Symposium, Miami Beach, FL, September 23, 2014, “Investor Perspectives on Online Funding: What do Investors Require in Order to Dive In?”
- Moderator, Education Loan & Financing Executive Summit, Washington, D.C., May 9, 2012, “Finding Value in Student Loans Today”
- Moderator, Student Loans 2011 Financing Summit, New York, December 1, 2011, “Mergers and Acquisitions in the Student Loan Industry”
- Speaker, NCHELP/EFC Summer Legal Conference, New York, August 8, 2011, “Student Loan Assets: Sales, Mergers and Acquisitions”
- Speaker, Student Loans Financing Summit, Washington, D.C., May 10–11, 2010, “Restructuring ARS and VRDN ‘Bank Bonds’”
- Speaker, Student Loans Financing Update, New York, December 8, 2009, “Financial Regulatory Reform”
- Moderator, Students Loans in the Capital Markets, May 15–16, 2008, “Servicing Student Loans: A Critical and Functional Evaluation”