In compiling an STS Report and a Grandfathering Report (together or separately, an “STS Report”), PCS bases its analysis on the criteria appearing for non-ABCP transactions in Articles 20, 21 and 22 of the Regulation (EU) 2017/2402 of the European Parliament and of the Council of 12 December 2017 (the “STS Regulation”) together with, if relevant, the appropriate provisions of Article 43, (together, the “STS criteria”). Unless specifically mentioned in the STS Report, PCS relies on the English version of the STS Regulation.
The STS criteria, as drafted in the STS Regulation, are subject to a potentially wide variety of interpretations. In compiling an STS Report, PCS uses its discretion to interpret the STS criteria. Although PCS believes its interpretations reflect a reasonable approach based on PCS’ reading of the text and knowledge of the legislative history, there can be no guarantees that any regulatory authority or any court of law interpreting the STS criteria will agree with the PCS interpretation.
Article 19.2 of the STS Regulation requires the European Banking Authority, from time to time, to issue guidelines and recommendations interpreting the STS criteria. There can be no guarantees that the guidelines and recommendations issued by the European Banking Authority will set out interpretations of the STS criteria that are the same as those used by PCS in compiling an STS Report.
Additionally, guidelines and recommendations of the European Banking Authority are not binding on any national competent authority. There can be no guarantees that any interpretation by any national competent authority will be the same as that used by PCS in compiling an STS Report.
Accordingly, an STS Report indicating compliance with any STS criteria is not and cannot be a definitive statement or promise or undertaking on behalf of PCS that this STS criteria will be considered to be met as a legal or regulatory matter. Therefore, no entity should rely on a PCS Report in determining the STS status of any securitisation and must perform its own due diligence and reach its own conclusions.
Also, during the course of 2018, a dialogue will be taking place between regulatory authorities (especially the European Banking Authority) and the market to refine the regulatory interpretation of the STS criteria. As this dialogue progresses and greater clarity is provided as to possible regulatory interpretations, PCS may modify its interpretations to better reflect the general direction of regulatory interpretation. Any PCS Report reflects the views of PCS at the moment of the issue of the report as to the then most reasonable interpretation of the STS criteria in PCS’ view. Such report is compiled without any prejudice to possible modifications made at a later stage by PCS, in its entire discretion, to its interpretations. Therefore, the conclusions set out in any STS Report are valid for the time of the report’s issue and it is entirely possible that if PCS were to issue a report at a later date on the same transaction, it may reach a different conclusion as a result of changes in interpretation brought about, for example, by new information provided publicly or privately by regulatory authorities.
There can be no guarantee that a securitisation receiving an STS Report indicating that it meets the grandfathering requirements of the STS Regulation will be held by any regulatory authority or court of law as so meeting those requirements.
PCS shall have no liability for any loss of any kind suffered by any person as a result of a securitisation whose STS Report indicated that it met, in whole or in part, the STS criteria being held for any reason as not so meeting the relevant criteria save in the case of deliberate fraud. PCS shall also not have any liability for any action taken or action from which any person has refrained from taking as a result of the compilation of an STS Report.
A PCS STS Report is not a recommendation to buy, sell or hold securities. It is not investment advice whether generally or as defined under Markets in Financial Instruments Directive (2004/39/EC) and it is not a credit rating whether generally or as defined under the Credit Rating Agency Regulation (1060/2009/EC).
The activity of providing an STS Report is not endorsed or regulated by any regulatory and/or supervisory authority nor are the PCS Secretariat or PCS Europe institutions that are regulated by any regulator and/or supervisory authority including the United Kingdom Financial Conduct Authority, the Bank of England or the Belgian Financial Services and Markets Authority.
By compiling an STS Report on any securities, neither the PCS Secretariat nor the PCS Association express any views about the creditworthiness of these securities or their suitability for any existing or potential investor or as to whether there will be a ready, liquid market for these securities.
In compiling an STS Report, the PCS Secretariat has based its decision on information provided directly and indirectly by the originator of the securitised assets. Specifically, it has relied on statements made in the relevant prospectus, documentation and/or in certificates provided by the originator in accordance with PCS’ published procedures. You should make yourself familiar with these procedures to understand fully how a PCS STS Report is compiled. These can be found the website. Neither the PCS Secretariat nor the PCS Association undertake their own direct verification of the underlying facts stated in the prospectus, documentation or certificates for the relevant instruments and the contents of an STS Report are not a confirmation or implication that the information provided by or on behalf of the originator as part of the report compilation process is accurate or complete.
The PCS Secretariat and PCS Europe take reasonable measures to ensure the quality and accuracy of the information on this site. However, neither the PCS Secretariat nor the PCS Association can be held liable in any way for the inaccuracy or incompleteness of any information that is available on or through this website. In addition, neither the PCS Secretariat, nor the PCS Association can in any way be held liable or responsible for the content of any website linked to this site.
When entering the “Transaction” section of the PCS website, you will be asked to declare that you are allowed to do so under the legislation of your country. The circulation and distribution of information regarding securitisation instruments (including securities) that is available on this site may be restricted in certain jurisdictions. Persons receiving any information or documents with respect to or in connection with instruments (including securities) available on this site are required to inform themselves of and to observe all applicable restrictions.
Please, fill in the form below to join our mailing list and receive updates on the PCS news items.