medium · Asset-Backed Securities regulatory

An investor is comparing a 'Public' ABS (Form SF-3) to a 'Rule 144A' private placement from the same issuer.

Which of the following is a primary 'cost' the investor pays for the higher yield typically offered by the 144A bond?

  1. A higher risk of 'True Sale' invalidation, since private deals often skip legal opinions public deals require.
  2. A required minimum 10-year holding period before any secondary market sale to another qualified investor is permitted.
  3. The complete absence of monthly servicer reports, trustee statements, and ongoing rating agency surveillance of pool performance.
  4. Reduced secondary market liquidity and a narrower investor base consisting only of Qualified Institutional Buyers (QIBs).

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