The Legal 500

Securitisation has a somewhat tarnished image, with RMBS and CMBS heavily implicated in the current financial markets crisis. Nevertheless, the underlying structure is seen as sound, and the central bank guarantee schemes essentially use a securitisation with a single investor to provide liquidity. New-money transactions are extremely scarce but the need for advice on restructuring deals has played into the hands of practices with experienced partners. Covered bonds are among few active areas, along with some trade receivables and whole-business securitisations, but despite the moribund market, law firms are retaining and redeploying their expertise where possible in anticipation of the market’s eventual return.

‘Supportive and technically precise’, Allen & Overy LLP has a host of securitisation experts, including David Krischer (‘there is less than a handful of securitisation lawyers in London on a par with him’), the ‘incredibly bright’ Christian Lambie, and Salim Nathoo. Angela Clist is ‘clearly the industry leader in the field of covered bonds’, and Vanessa Hardman ‘leaves no stone unturned’. The team advised the arranger and lead manager on the first Greek covered bond programme, and on the US$20bn Newfoundland CLO.

Clifford Chance’s securitisation team - now rebranded as the structured debt group - is ‘at the centre of the market’ thanks to Kevin Ingram and Peter Voisey, who can call on experienced partners such as Rachel Kelly, Neil Hamilton and Claude Brown. The firm advised HM Treasury and the FSA on developing the Regulated Covered Bond Regulations 2008, and handled covered bond programmes for Co-operative Bank, Barclays Bank and Standard Life Bank. Structured debt issues involved in BAA’s refinancing of UK airports have also kept the team busy.

Linklaters LLP has a ‘very commercial approach without missing detailed legal issues’, with clients noting James Harbach, Julian Davies and Edward Hickman as thorough and responsive. Rising star Andrew Vickery is also picked out for his skill in managing a deal team. In 2008, the firm advised on the first two non-Japan Asian covered bonds, and the first FCT securitisation under new French legislation. It also remains the dominant force in water and rail utility deals, and infrastructure securitisations.

Ashurst LLP attracts very high praise from clients. Erica Handling, who was the big name in cash CDOs, is still regarded as ‘first class, proactive in suggesting solutions, she fully understands all aspects of securitisation’, and the team has become a class act on restructurings. Abradat Kamalpour, who joined from Dechert LLP, brings Islamic finance skills, building on the rounded experience of Anna Delgado, James Coiley and Christopher Georgiou.

Freshfields Bruckhaus Deringer LLP benefits from the expertise of Stuart Axford, who is ‘very sensible, very good technically’, and Ian Falconer, ‘one of the godfathers of securitisation’. Marcus Mackenzie and Alan Newton also stand out in a versatile team that benefits from close ties to the Bank of England. Central bank liquidity transactions and the restructuring of distressed deals tie in with the firm’s strong regulatory practice. It advised BAA on its £13bn refinancing of UK Airports, and counts Citigroup, Calyon and Goldman Sachs as clients.

Clients appreciate the ‘innovation and thoughtfulness’ of Slaughter and May partners such as Christopher Smith. The firm is ‘first class in terms of speed, consistency and commercial insights balanced by the legal analysis’. It advised HM Treasury on the extension of its Credit Guarantee Scheme to asset-backed securities including RMBS and covered bonds. Matthew Tobin and Marc Hutchinson’s work on asset protection schemes stands out, and Guy O’Keefe ‘has an in-depth understanding of documentation but also provides high level commercial advice’.

Jonathan Walsh, Vincent Keaveny, Simon Porter and Rebecca Ford at Baker & McKenzie LLP are praised by peers and clients alike. Having handled significant central bank liquidity work it also saw many transactions in 2008, advising CJSC PrivatBank as originator on its inaugural US$100m deal for Ukrainian auto loans; Santander de Titulización as financial adviser on a €2bn issue backed by residential mortgages; and Deutsche Bank as sole arranger of Piraeus Bank’s first securitisation of SME loans.

Mayer Brown International LLP’s Elana Hahn became ‘a market phenomenon’ with large deals in 2008, notably significant CDOs for the likes of Natixis, and Dominic Griffiths advised ABN AMRO and RBS on an £8bn global covered bond programme. The firm has also been busy with restructuring deals and SIVs, with Stephen Day and now Ashley Katz (who joined from Allen & Overy LLP) prominent. The firm advises the European Securitisation Forum on its industry guidelines, now endorsed by the UK government for meeting transparency expectations for its RMBS Guarantee Scheme. Bruce Bloomingdale – now the firm's London head of finance – has an outstanding record in the area.

The team at Sidley Austin LLP - featuring Graham Penn and John Woodhall - delivers ‘superior advice’, with the practice spanning restructured deals, trade receivables securitisation and SIV litigation. In 2008, Rob Torch advised Citigroup Global Markets on a £20bn residential mortgage-backed note programme, and Barclays Capital on a new covered bond programme by Clydesdale Bank. Matthew Duncan, who advised Bradford & Bingley on an asset-backed programme, garners much praise from clients.

Stephen Moller, Simon Schiff and James Bresslaw stand out at Simmons & Simmons, which in 2008 advised Morgan Stanley on the expansion of its global trade payables platform, and new client Standard Bank on its Blue Granite securitisation programme. The firm also advises hedge funds on securitisation of distressed debt. RBS, JPMorgan and Fitch Ratings are among itskey clients.

Weil, Gotshal & Manges’ Jacky Kelly has established a presence as the doyenne of securitisation, and her skills are now in demand supporting the firm’s prominent practice in bankruptcy and restructuring. Central bank deals and two covered bond programmes in late 2008 were highlights as the RMBS and CMBS market tailed off. Well-liked partner Pierre Agyeman is relocating to Hong Kong, with Andrew Norwood taking on more derivatives and securitisation work.

White & Case LLP is ‘accessible, prompt and competitive’, and ‘hard-working, responsive and a pleasure to work with’, with David Barwise and Gavin McLean notable as having built an outstanding reputation as CDO lawyers. Having seen 28 securitisations in 2008, the team is now occupied with smaller, simpler, tailored deals. An impressive client list includes JPMorgan, Deutsche Bank, Goldman Sachs, Calyon and Citigroup. The popular Simon Morgan has moved to the firm’s office in Moscow.

Berwin Leighton Paisner LLP is ‘much easier to deal with, and quicker to respond’ than some firms, and ‘commercial and flexible’. Building on a young practice at a difficult time for the market, it nevertheless has recognised experts in Tamara Box, who is ‘very well liked by clients, an excellent communicator’, and Paul Severs, who is recommended for advice to buy-side investors. Jayne Black joined from US firm Katten Muchin Rosenman LLP, adding significant structured finance expertise.

‘Commitment and tenaciousness in execution’ pervades Gide Loyrette Nouel LLP’s team, in which Margaret Boswell and Colin Mercer are leading figures. Claire Pointing blends ‘strong interpersonal skills and commerciality’, and Patrice Doat advised a group of investment banks on the €900m Fraikin deal. BNP Paribas, Calyon and RBS are among those regularly turning to the firm for advice.

Although not a full-service securitisation firm, Herbert Smith LLP’s advice on specific aspects of deals has been greatly lauded, not least by underwriters. Jake Jackaman and Dina Albagli are ‘responsive and, for the City, very down to earth’. Michael Poulton has joined from Citi and is developing investment bank relationships including new client Goldman Sachs, which the firm advised on a US$5bn deal by National Bank of Greece. The practice ‘gives time at partner level and generates intelligent responses’.

Lovells LLP saw 22 securitisations in 2008, totalling €14.8bn. David Hudd and Julian Craughan have been involved in a number of innovative deals, including advice to Calyon on a pre-securitisation warehouse facility for residential mortgages in Bahrain. Tauhid Ijaz is ‘very considered with a pleasant, engaging demeanour and incisive intellect’, and rising star Paul Apathy has ‘extremely high attention to detail and endurance’.

Clients are ‘impressed with the knowledge and depth of experience’ of Norton Rose LLP’s Sandrine Sauvel and Laurence Garside, and Farmida Bi impresses with her ‘clarity of thought and delivery on difficult issues, while being extremely personable’. Securitisations of infrastructure and project loans, including advice to Sumitomo Mitsui Banking Corp on loans in the GCC region, stand out alongside numerous transactions for Greek banks.

Paul, Hastings, Janofsky & Walker (Europe) LLP joins the ranking having taken the bulk of Cadwalader, Wickersham & Taft LLP’s team. Trusted adviser Conor Downey is noted for his ‘valuable experience and acumen’, and completed transactions totalling US$8bn in 2008 for Irish originators. The vastly experienced Charles Roberts and ‘highly capable’ rising star Diego Shin are also highly recommended.

At Addleshaw Goddard LLP, dedicated securitisation lawyer Mark Thomas built up a strong originator practice and now advises on many covered bonds and the restructuring of existing securitisations. The ‘highly experienced, very commercial’ team closed the only new-money CP conduit deal in the week after Bear Stearns collapsed, and handled the £450m securitisation of AEGON’s Scottish Equitable life insurance book.

Field Fisher Waterhouse LLP offers ‘very good, personal service at reasonable rates’. Guy Usher is ‘a distinctive banking and capital markets lawyers with broad expertise, keen perception and precise advice’. Ronit Grant’s work on ABCP deals, and the contentious regulatory skills of Duncan Black (who joined from Dechert LLP) reinforce its credentials.

Latham & Watkins can draw on the experience of Mark Nicolaides in structuring and documenting investment vehicles and asset-backed securities on assets including IP royalty streams, insurance and trade receivables, and is branching out into emerging areas such as longevity securitisation.

Paul-Michael Rebus and Kate Lamburn at McDermott Will & Emery UK LLP were joined by new partner Pierre Brochet from White & Case LLP. They advised on deals worth £75bn over the year, for established clients such as BNP Paribas, Unicredit and Fortis Bank, and new clients such as Bank of New York Mellon.

The ‘go-to’ team of James Warbey and John Walker at Milbank, Tweed, Hadley & McCloy LLP has worked on many SIV restructurings, acting for senior creditors’ committees in relation to Cheyne, Orion and Whistlejacket.

Shearman & Sterling LLP ‘provides Magic Circle service for much less cost’, and Ian Harvey-Samuel is noted for his excellent commercial knowledge and focused advice. Julian Tucker ‘can turn his hand to anything in finance’; ‘there is nothing he has not seen before and he is always in the loop’.

Jason Harding at CMS Cameron McKenna LLP is busy advising Enterprise Inns plc on the restructuring of its securitisation and proposed conversion to REIT status, and helped Northumbrian Water with its water resources operating agreement securitisation. Clients also praise Will Dibble’s knowledge and versatility.

John Gordon at Dechert LLP got a CDO away in late 2008, and a largely buy-side practice advises the likes of Cheyne Capital Management. The team was boosted by the arrival of Corinna Mitchell from Baker & McKenzie LLP, and benefits from Andrew Hougie’s ETFS experience.

Orrick, Herrington & Sutcliffe’s Martin Bartlam and Jim Waddington have handled innovative deals such as a US$120m loan facility for project financing a mining operation in Yemen. In 2008, the firm advised JPMorgan on a series of securitisations in relation to Claris Finance.

Brian Carne at SJ Berwin LLP is regarded as an outstanding lawyer for securitisations, and in 2008 largely focused on advising existing clients such as Landsbanki, HSH Nordbank and Rothschild Bank International.

Paul Kay’s team at Speechly Bircham LLP often acts as investment manager counsel, with clients such as Wharton Asset Management and Blenheim Capital.