Synthetic securitisatios

Can ‘vendor financing’ constitute a synthetic securitisation?

“Vendor financing” can be described as follows: A manufacturer sells its products to his own off takers but would like to see its invoices paid at short notice while his off takers need longer payments terms. The manufacturer and a bank agree that the bank will provide financing to a selected group of these off takers under the condition that the manufacturer provides a 15% first risk guarantee to the bank. The bank provides the loans directly to the off takers and the bank will take the loans in its lending book. The definition of synthetic securitisation of Article 2(10) of Regulation (EU) 2017/2402 (SecReg) states that ‘synthetic securitisation’ means a securitisation where the transfer of risk is achieved by the use of credit derivatives or guarantees, and the exposures being securitised remain exposures of the originator. In the structure as described above, the bank holds a pool of loans and partial transfer of credit risk is achieved via the guarantee provided by the manufacturer. The first 15% of losses on the pool will be reimbursed by the manufacturer to the bank. Losses above the 15% will be borne by the bank. It is unclear whether this kind of structure can be classified as ‘synthetic securitisation under Article 2(10) of the EU Securitisation Regulation.