Vicky Carr

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About

Vicky is a banking and finance specialist with over 20 years’ experience and is head of Sackers’ contingent asset and alternative funding solutions practice.

Vicky advises pension trustees and employers on a wide spectrum of funding, covenant and security solutions for defined benefit (DB) pension schemes including asset-backed funding structures (ABF) / asset-backed contribution structures (ABC) with a range of underlying assets, in-specie contributions, contingent assets – guarantees, escrow / charged account arrangements, using cash and securities, surety bonds, letters of credit, legal mortgages over real estate – funding agreements, negative pledges, upside sharing arrangements, dividend-linked additional contribution arrangements and information sharing protocols.

These solutions often arise in the context of scheme funding discussions, or where an event such as a takeover, sale, corporate restructuring or other corporate transaction impacts the employer covenant and mitigation is required. Vicky has broad experience across all of these areas.

Vicky also oversees the certification to the PPF of contingent assets and ABC structures on behalf of Sackers’ clients.

Vicky’s work highlights include:

Asset-backed funding structures

Acting for trustees in relation to an asset-backed funding structure involving loan notes backed by stock in the context of a scheme merger
Advising the trustee of the Siemens Benefit Scheme, in conjunction with external specialists, on an asset-backed funding structure involving cross-border intra-group loan obligations with a nominal value in excess of £300 million
Acting for trustees, in conjunction with external specialists on a complex asset-backed funding structure involving receivables with a nominal value in excess of £250 million
Advising trustees, in conjunction with external specialists, on a complex real estate asset backed contribution structure with a nominal value in excess of £100 million
Advising an employer in relation to the structuring of an asset-backed funding structure involving equities.

Contingent assets and other covenant protection

Acting for the trustee of a multi-billion pound pension scheme on complex covenant protections involving the provision of a cash and gilts escrow/charged account arrangement, letters of credit, surety bonds, negative pledges, a gearing restriction and an information sharing protocol in the context of mitigation for a corporate disposal
Acting for the trustee of a pension scheme on a covenant support package in the context of scheme funding discussions which included guarantees, fixed and floating charges over various group companies’ assets, a funding agreement and a cash escrow/charged account arrangement
Advising the trustee of a billion pound pension scheme in relation to a mitigation package following a corporate event which detrimentally affected the employer covenant, including guarantees from UK and overseas companies, dividend-linked additional contributions, negative pledges and an information sharing agreement
Acting for the trustee of a pension scheme in relation to the provision of wider covenant support in the form of guarantees and loan arrangements from an overseas group in the context of a corporate takeover
Advising an employer in relation to the use of a cash escrow/charged account arrangement to fund the premium on a pension scheme buy-out thereby avoiding trapping surplus
Acting for the trustees of a FTSE 100 company pension scheme in relation to a cash escrow/charged account arrangement used as an alternative funding solution to limit the risk of trapped surplus in the scheme
Advising an employer in relation to a £100 million cash and securities escrow/charged account arrangement to support a defined benefit underpin
Advising the trustee of a pension scheme with an overseas guarantor on bespoke arrangements to ensure the guarantor could meet its obligations on an ongoing basis which included financial covenants, an escrow/charged account arrangement and specific remedies for breach
Acting for pension scheme trustees and employers on PPF-form contingent assets, including Type A guarantees, Type B(i) security over cash, Type B (ii) security over real estate, Type B(iii) security over securities and Type C(i) letters of credit/bank guarantees.

Other

Acting for the trustees of a major pension scheme in relation to in-specie contributions with a value in excess of £500 million
Advising the trustee of the Lloyds TSB Group Pension Scheme No.1 on the £1.16 billion disposal of its share of re-securitised US RMBS
Advising a local authority in relation to a loan facility from the European Investment Bank.