The Legal 500

Cadwalader, Wickersham & Taft LLP’s Steven Lofchie and Richard Schetman co-chair the structured finance team, which provides ‘industry-leading knowledge and experience’ and is ‘responsive and, because of its breadth of experience, is able to provide valuable advice early’. The practice offering ‘top class in all categories: knowledge, experience, client service and thoroughness’, includes all forms of structured finance. The firm continues to be recognized as ‘the industry leader in CMBS, with strong expertise in critical ancillary areas’, and the firm’s attorneys have also been instrumental in developing alternative insurance products such as catastrophe bonds and the securitization of Triple X reserves, with deep experience in all forms of derivative. The firm’s clients range from international investment and commercial banks, collateral managers, and hedge funds, to monoline insurers, and electronic trading platforms. During the first 9 months of 2010, the group assisted several major banks in the issuance of over 2,200 structured products with a notional value in excess of $3.2bn. Also, in a prestigious instruction, the firm assisted Morgan Stanley in the design of a government program arranged with Citigroup to help alleviate the illiquid student loan market; the Department of Treasury will commit $60bn to allow the purchase of loans from banks and the issue of asset-backed commercial paper to finance the program. Plaudits for individual lawyers abound. Michael Gambro, the co-chair of the firm’s capital markets department, is ‘the dean of structured finance lawyers’. Securitization guru Neil Weidner is ‘well-supported and has wide experience of both US and European markets’, and senior counsel Malcolm Wattman is ‘an excellent choice’ for insurance-linked securitization. Clients also nominate capital markets co-chair Patrick Quinn, Melissa Hinkle, Lisa Pauquette and Frank Polverino for their expertise in mortgage and asset securitization. Stuart Goldstein, who divides his time between the New York and Charlotte offices, is also highly recommended for his CMBS work. Ray Shirazi is a leader in equity derivatives, as is Jeffrey Robins, who also has a strong regulatory practice. Ivan Loncar is ‘simply outstanding’, and Lary Stromfeld is ‘first class, a true expert’, in the municipal derivatives field. The recruitment of Paul Pantano to the Washington DC office from McDermott Will & Emery LLP in January 2011 brings impressive expertise in energy derivatives and futures to the firm. Lawyers are New York-based except where indicated otherwise. Representative clients in the structured products space include Barclay, BNP Paribas, Deutsche Bank, Goldman Sachs, King Street, Polygon and Wells Fargo.

Cleary Gottlieb Steen & Hamilton LLP’s structured finance group offers ‘excellent attention to detail and knowledge of the market’. Clients comment that the firm ‘operates on a completely different level than any other’, and another that the firm’s contribution is ‘tremendously valuable – knowing the right thing to do in complex situations is very cost effective and a big time saver’. High levels of client demand occasionally result in ‘rather slow response times’, but most clients confirm ‘with other firms I had situations where the partner delegated work to associates and wasn’t on top of things – with this firm, that was never ever the case’. The US team, the strongest in the global group, divides between New York and Washington DC. The support service provided by other departments impresses: ‘the tax, regulatory and other advice, as needed, were without exception on the highest level’. The firm’s expertise in market-leading expertise in structured finance is in demand not only for restructurings, mergers, acquisitions and investments, but also to advise on the securitization-related aspects of financial regulatory reform. In recent instructions, New York’s Raymond Check, noted for his masterly handling of complex matters, counseled UBS on the issuance of $113m of debt securities mandatorily exchangeable for shares of GT Solar to be sold by GFI, an Oaktree portfolio company, and Andrea Podolsky in the same office advised Dollar Thrifty Automotive Group and subsidiary Rental Car Finance (RCF), in the $200m issuance and sale of asset-backed variable funding notes to Deutsche Bank. The Washington DC group includes Robin Bergen, who ‘gives excellent service from the client’s perspective – negotiating skills, timeliness, organization, expertise – absolutely great on all fronts’, and Mitchell Dupler, who led the team which represented underwriters, including Bank of America, Barclays, Citigroup, Goldman Sachs, Greenwich, JPMorgan Chase, RBC and RBS, in over 200 Freddie Mac, Fannie Mae and Ginnie Mae mortgage-backed transactions, representing nearly £170bn of mortgage-backed securities. Also recommended in Washington DC are ‘excellent deal lawyers’ Linda Soldo and senior associate Scott Goodwin. The firm’s elite cadre of derivatives experts is represented in both offices. In New York Michael Dayan has ‘incredible knowledge of derivatives documentation, particularly credit derivatives’, as has the extremely busy Edward Rosen; Dayan and Rosen have been advising a consortium of leading swap dealers in connection with the establishment by the Chicago Mercantile Exchange of an interest rate swap clearing facility. In Washington DC, Michael Mazzuchi not only excels in derivative instructions but has considerable expertise in mortgage and asset securitizations, collateralized bond obligation transactions, synthetic debt securities and repackagings. Clients include NYSE Euronext, UBS, Wells Fargo and ISDA.

Mayer Brown provides a service which is characterized by ‘timeliness, nurturing and building long-term relationships, and consistent care and attention from lawyers of different seniorities’. Client-credited with ‘knowledge of the securitization industry that is impressive and very comprehensive’, the firm’s innovative expertise also extends into every corner of the debt markets. Practice members are based in the Chicago, Charlotte, New York and Washington DC offices. In New York, Jason Kravitt’s ‘unparalleled knowledge and expertise’ continues to be exercised as co-chair of the securitization practice and, currently, in his contribution to a steady stream of high-value contentious matters. Chicago-based Doug Doetsch, co-chair of the Latin American group, and James Patti, who divides his time between Chicago and London, have leveraged the structured finance practice off the global reach of the firm into the emerging markets of Asia, Latin America and Africa, as well as Russia, Turkey and Kazakhstan. The group has also built niche practices in the environmental, carbon and alternative energy securitization market. Jon Van Gorp is ‘a strong business counselor – he comes up with solutions and utilizes the expertise of his partners in a surgical way to find the answer quickly’. Chicago-based Van Gorp and group co-chair Stuart Litwin recently represented JPMorgan Securities and RBS in the first-ever US offering of securities backed by Australian auto leases; the auto leases were originated by Macquarie Leasing. In Charlotte, Carol Hitselberger’s ‘knowledge of the ABCP industry is very deep and she has a notable ability to deal with clients’; during 2010, she assisted Bank of America as agent in the restructuring of a cross-border receivables securitization involving various Asian and European jurisdictions, including Malaysia, Germany and Sweden. Other client-nominated experts include, in New York Joshua Cohn, the head of the US derivatives & structured products group and co-chair of the global practice, and Paul Jorissen, whose broad practice includes complex derivatives, credit default swaps and asset-backed securities. In Chicago, George Pecoulas, for the securitization of installment finance and trade receivables, and Paul Forrester, whose extraordinarily wide practice includes securitization, derivatives and many other structured products, are both recommended. Practice group clients include Banc of America Securities, Hyundai, Carrington Capital Management, Citigroup, Standard Chartered Bank and Turkiye Garanti Bankasi.

Clifford Chance’s New York-based Americas structured capital markets group advises in all types of complex, high-value structured and securitized products, derivatives, and increasingly regulation, both in the US and globally. Market dislocations of recent years have seen demand move away from commoditized product servicing to complex restructuring and this has stimulated the group’s penetration in real estate-related financing, particularly CMBS. Clients note that ‘other firms are not so fast in response nor so qualified’, the firm provides ‘good value for money given the level of partner involvement’. Gareth Old, ‘an extremely hard worker, with prolific and efficient output – very much in the driving seat in meetings’, and who previously worked in the firm’s offices in London, Hong Kong and Frankfurt, was appointed partner in May 2010, bring the talent on offer to six partners and 17 assistant lawyers. In recent instructions, head of group Steven Kolyer advised Citigroup in its auction sale of a senior mortgage loan and two mezzanine loans totaling $340m and secured by 26 industrial properties, and Frederick Utley assisted Ambac UK on the workout of its largest exposure, Ballantyne Re, an insurance securitization. Clients comment that Lewis Cohen is ‘distinguished by his depth of knowledge and understanding of big-picture issues’ in complex securitization, and David Yeres is ‘an excellent lawyer; highly specialized in derivatives and transactions in financial markets’. Also recommended are Donald Carden, David Felsenthal, Robert Villani and Edgard Alvarez. Clients in a blue-chip list include Perella Weinberg Partners, New Oak Capital, Munich Re and Deutsche Bank.

Davis Polk & Wardwell LLP is widely regarded as the premier firm for equity derivatives expertise, and also has a wider practice incorporating structured finance and securitization. The derivatives and structured products group, including tax support, now numbers some 35 lawyers. Head of practice John Brandow was on the team which advised the Federal Reserve Bank of New York and the US Department of the Treasury in connection with the recapitalization of American International Group, which completed in January 2011. Clients note, ‘there are some very smart lawyers’ at the firm and although restructuring work has been plentiful, the structured finance practice group has attract a stream of complex, high-value new instructions, despite the difficult credit markets. Ray Ibrahim and James Rothwell recently led the work for the initial purchasers on a Rule 144A offering by Microsoft Corporation of $1.25bn aggregate principal amount of zero coupon convertible senior notes due 2013. Members of the group also advised the joint book-running managers, including Citigroup Global Markets and Pierce, Fenner & Smith, on the equity derivative aspects of a public offering by Stanley Black & Decker, of 6,325,000 convertible preferred units. Other lawyers in the group noted as outstanding by clients include Warren Motley for innovative structured product design, Daniel Budofsky for complex derivatives, and Sarah Beshar has acted for many years as designated underwriters’ counsel for US domestic and global financing transactions by General Motors and its finance subsidiary, GMAC. Practice clients include Morgan Stanley, Société Générale, JPMorgan Securities and Royal Bank of Canada.

Freshfields Bruckhaus Deringer LLP’s ‘response time is top-notch and the firm has high levels of expertise in the prime brokerage derivative financing space’. The New York-located US practice group comprises four partners, of whom one, Perry Sayles, is based in London. In recent instructions, group head Brian Rance, who ‘adds value in complex and risky situations’, acted for Citigroup Global Markets on the COA Tempus CLO – a $500m cash flow CLO secured primarily by senior secured bank loans: the existing CLO and two warehouse vehicles merged into the new vehicle in a four-party statutory merger under Cayman Islands law. Ellen Hayes, ‘very helpful on client negotiations, where she is quick and determined but simultaneously non-antagonistic’, led the team advising a major investment bank in connection with an investment in a complex multi-jurisdictional, multi-tiered limited partnership holding a portfolio over $1bn US equities. Also highly recommended, Jerome Ranawake has ‘a detailed technical understanding of the lending business and is effective negotiating with clients’. Clients of the practice group include Citigroup, Credit Suisse, Kylin Management and UBS.

Schulte Roth & Zabel LLP’s New York-housed Paul Watterson and Craig Stein co-head a 20-strong group characterized by ‘first class service and knowledgeable attorneys who are never stuck for a solution’. The practice straddles structured products and derivatives, and well supported by the tax practice, provides a sophisticated expertise which absorbs complexity and generates innovation. In recent instructions, Paul Watterson and Craig Stein acted as counsel to several private funds in the creation of a special purpose vehicle allowing those funds to enter into a credit default swap with a major European bank, and Joseph Suh, commended for his expertise across the structured and derivatives field, acted as counsel to several private investment vehicles managed by Performance Trust Investment Advisors investing in undervalued residential mortgage-backed securities. Adam Katz is commended for his work on collateralized and synthetic CDOs, and Philip Azzollini for his wide asset-backed expertise and experience. Special counsel Kristin Boggiano is ‘a great asset, a very promising young lawyer’ in the derivatives space. The group acts for clients including Cerberus Capital Management, Deerfield Capital Management, Fortress Investment Group, Guggenheim Partners and Wells Fargo Securities.

Shearman & Sterling LLP’s derivatives offering is impressive, with comprehensive expertise in all underlying asset classes and a healthy client following of both dealers and hedge funds. The New York practice works closely within the global group and is commended for seamless coverage of the US and European markets. Geoffrey Goldman, ‘extremely talented’ in complex derivatives, represented a group of market participants in the first-ever external review of a determination by the ISDA Credit Derivatives Determinations Committee over a potential restructuring credit event by Cemex. Donna Parisi, head of asset management, ‘has set up an outstanding group’: Parisi led the groundbreaking advisory work for Intercontinental Exchange on establishing and developing the ICE Trust US and ICE Clear Europe clearinghouses for credit default swap transactions. Also recommended is Azam Aziz, who is ‘always in tune with market practice’. Constance Fratianni has advised Citigroup in connection with numerous distressed structured financing transactions, including motion picture and student loan receivables. Stuart Fleischmann is long-experienced in novel securitization transactions including toll road and franchise receivables. David Bleich, of counsel, was on the team which represented CAN Receivables, a bankruptcy-remote special purpose vehicle wholly owned by Capital Access Network, in an amended and restated $172.5m securitization facility with Wells Fargo Capital Finance. All lawyers named work out of the New York office. The firm also acts for Bank of America Merrill Lynch, Wells Fargo, Maverick Capital and IKB.

Sidley Austin LLP ‘impresses with expertise in first-time products’. The firm has one of the largest structured finance departments in the world, with some 125 lawyers worldwide. The global structured finance and securitization practice is co-chaired by four partners; Renwick Martin, a near four decade veteran in mortgage-backed securitization, and George Petrow with a quarter of a century in CMBS, are based in New York; Thomas Albrecht is located in Hong Kong but frequently found in the Chicago office; and Graham Penn is in London. Recent work has included high-profile assignments for leading banks in the Federal Reserve Bank of New York’s Term Asset-Backed Securities Loan Facility (TALF) program, the Treasury Department’s TARP legislation, and the Federal Reserve Bank of New York’s Reverse Repurchase Program. The recovering market has brought in an increasing number of instructions for new issuances; a team which included Michael Durrer, US-qualified and based in London, recently acted as the international counsel for Standard Chartered Bank and BNP Paribas as joint lead managers in connection with the issue of $500m covered bonds by Korea Housing Finance Corporation, a Korean state-owned entity. The firm’s impressive depth of experience in asset-backed finance was enhanced in January 2011 when CMBS expert Kevin Blauch and a group joined from Latham & Watkins LLP; all are based in New York. Jeffrey Weinstein in Chicago is also highly recommended, and in San Francisco, Dale Lum represented Banc of America Securities, JPMorgan Securities and Wells Fargo Securities, as lead underwriters, in connection with the issue of a series of CarMax Auto Owner Trust’s auto-loan backed notes with an aggregate value of $2.6bn. Elsewhere, several lawyers have niche expertise. In Chicago, Gary Stern includes film financing and intellectual property receivables with his area of specialization, Mark Greenberg is expert in insurance-linked securities and other structures connected with the insurance sector, and Ellen Pesch is recommended for derivatives and alternative risk transfer transactions. The firm’s client list includes Citigroup, Guggenheim Capital, Merrill Lynch, Deutsche Bank, Credit Suisse and Nomura.

Skadden, Arps, Slate, Meagher & Flom LLP offers focused practice groups in three structured finance disciplines: derivatives, securitization and structured products. Although modest in size, the expertise on offer is ‘partner-led and first class’. Richard Kadlick, who has deep experience in asset-backed finance in all its forms, and Susan Curtis, who has a broad practice, co-head the structured finance group from New York. In a representative recent instruction, Curtis and James Stringfellow counseled investment adviser C12 Capital Management through the spin-out of $12.3bn of Barclays’ credit market assets, including whole mortgage loans, RMBS and other assets, into a separate Cayman-based fund. In another major deal, David Midvidy advised Citigroup in its sale of the Student Loan Corporation, including the divestiture of its private student loan business and approximately $32bn in assets. Andrew Faulkner handles some very high-value auto-loan securitization assignments. John Osborn, the New York-based head of the firm’s derivatives team, has a broad practice in both over-the-counter derivatives and capital markets transactions with derivatives elements, and Mark Young, who is based in Washington DC, offers expertise in derivatives regulation, fiduciary advice and litigation. Paula Greenman has advised several major institutional clients in connection with analysis of the Dodd-Frank Act as it relates to derivatives, and Yossi Vebman is recommended for his highly commercial work in derivatives and swaps. The firm’s structured finance attorneys have also advised Citigroup Global Markets, Chase Bank, Amerigroup, BlackRock, Morgan Stanley and Grupo Mexico.

Weil, Gotshal & Manges LLP ‘excels in innovation but is too expensive for routine stuff’. Clients note that the structured finance group, with some 30 lawyers globally, ‘staffs appropriately, there aren’t too many timekeepers on the bill’. Strong in securitization and derivatives advice, the team has been involved in some of the largest high-profile structured finance-related restructuring assignments of recent years including AIG, Lehman, MBIA and Syncora. Heavyweight partners contributing to these long-term matters include Robert Chiperfield, Eric Peterman and Nancy Lynch. The group has also attracted some of the major ‘new money’ programs. In a representative matter, Frank Nocco led the work for American General Finance Corporation and a subsidiary in the issuance of $717m of pass-through certificates collateralized by approximately $1bn of first-lien residential mortgages, one of the few RMBS transactions closed since the financial crisis began, and the first non-TALF-supported RMBS transaction. In a firm auto-loan market, Jason Smith advised Hertz Corporation (Hertz) and a special purpose subsidiary Hertz Vehicle Financing in the issuance of $2.1bn variable funding rental car asset-backed notes to finance rental car purchases. All members of the team are based in New York. The practice also acts for Morgan Stanley, General Motors, Hexagon Securities, Advanta and Vanguard Car Rental.

Bingham McCutchen LLP’s ‘collective experience of securitization transactions and issuers has established a “brains trust” which is invaluable’. The firm has one of the busiest securitization practices in the US, and a 33 fee-earner global presence which now includes a Hong Kong resident partner. New York-based chair of the structured transactions group Reed Auerbach is ‘truly a titan in the field’, and offers ‘a superb client interface and bed-side manner, he is great at big-picture explanations and understanding’. Laurence Isaacson’s return to practice after sabbatical leave enhances the bench strength of the practice although the departure of Edward De Sear for Allen & Overy LLP is a loss. In recent instructions, John Arnholz has served as underwriters counsel on innovative offerings of asset-backed securities for virtually every key investment bank, and Robert Wipperman represented Citibank as purchaser of over 1600 REMIC residual interests from the bankruptcy estate of Lehman Brothers and affiliates. The group has also acted for Truman Capital Advisors, Toyota Motor Credit, Wells Fargo and Barclays Capital.

Cravath, Swaine & Moore LLP’s structured finance practice offers ‘levels of service is second to none; the lawyers are always available, they are detail-oriented, they make a point of understanding their clients’ needs, and they do very high-quality work’. Practice group chair Joel Herold is ‘excellent, available, prompt and courteous’. Small and sophisticated, the team is well supported by other practice groups and offers considerable expertise in cutting edge deals. Recent instructions include the representation of wireless infrastructure and tower network operator Crown Castle Towers in connection with a $1.9bn asset-backed debt offering, and advice to Banco Santander on the acquisition of loan portfolios and securitization residuals as the bank expanded its US auto-loan lending business. Active clients of the practice group include Citigroup, CSX Corporation, Cummins, DRI Capital and Morgan Stanley.

Dechert LLP’s structured finance group is commended for ‘absolutely best-in-class service, in-depth knowledge of the industry and the ability to pull together experts in all areas quickly’. The 25-strong US and European securitization practice group subdivides to some extent into asset-class teams, and although the firm’s penetration of the derivatives and wider structured finance work is more limited, a strong push into the CDO market is noteworthy. In addition to traditional receivables, it is known for innovative work with novel securities such as pharmaceutical patent royalties, film distribution rights, life settlements and commercial aircraft leases. Key members of the team are located in several of the US offices. New York houses the ‘consistently excellent’ Malcolm Dorris, and Patrick Dolan, who ‘impresses with his knowledge of the more esoteric asset classes’. In Charlotte, John Timperio’s ‘level of client service is unparalleled in the industry and he will continue to attract new business for many years to come’, and associate Mary Bear is commended for her ‘drive to resolve complex issues’. In Philadelphia, Ralph Mazzeo, an expert in the mortgage backed market, also represented a client in connection with numerous restructurings of over $1bn in debt collateral held in a CDO. Mortgage-backed issue rating pioneer Joseph Heil in the San Francisco office, is currently representing one of the primary rating agencies in connection with two CMBS securitizations of approximately $500m and $1bn. Clients of the securitization group include AmeriCredit, Cohen and Company, Cerberus, Deutsche Bank, RBS, World Omni and Bank of America.

Dewey & LeBoeuf LLP’s ‘advice is prompt, well reasoned and researched and, above all, practical’. Stephen Rooney, whose ‘overall knowledge of securities is astounding’, heads the securitization and structured finance groups, and insurance derivatives expert Eileen Bannon fronts the derivatives team. The New York office houses the principal US lawyers, and the practice is well-represented across other US locations and in Asia and Europe. Clients comment on the effective utilization of resources, and the close working achieved with other groups, particularly in restructuring assignments. The defection of former co-chair Chris DiAngelo and a small group to Katten Muchin Rosenman LLP in November 2010 impacts mainly in the securitization and municipal bond sector. Insurance expertise is the jewel in the firm’s crown, with clients including Allstate Insurance, Ambac Assurance, Legal & General and MBIA. For insurance matters, apart from Eileen Bannon’s ‘invaluable expertise’, Scott Avitabile is commended for his ‘real focus and attention to detail, he can recall where clauses are in massive documents’. In recent insurer instructions, the firm advised SCOR and Flagstone Re in the development of a repurchase agreement collateral structure in connection with catastrophe bonds, and numerous clients including Aon Benfield and Groupama in relation to insurance-linked securities and catastrophe bonds. Barbara Goodstein, expert in a wide range of receivables-backed products and offering ‘broad knowledge and good ideas’, led the team which represented Financial in the creation of its $400m commercial paper liquidity facility, funded by four major bank conduits. Evan Koster is also recommended, advising in derivatives, structured products and finance transactions in the US and Latin America.

Fried, Frank, Harris, Shriver & Jacobson LLP is ‘outstanding in all respects; the advice is timely, and shows knowledge not only of the law but of the client’s commercial imperatives’. The structured finance practice group concentrates on complex bespoke products and handles the full spectrum of OTC and listed derivatives, structured investments, securitization, and other financial instruments involving derivative products. Lawyers in the group are also in demand for regulatory advice. In New York, David Mitchell is ‘a lawyers’ lawyer with a deep knowledge of his subject – he’s astute and insightful’, and Lisa Schneider, promoted to partner in 2010, is ‘clearly a rising star in the group, a most intelligent and commercial lawyer whose work product is always perfect’. Clients also commend Jessica Forbes, who has a strong following of hedge funds, private equity firms and broker-dealers, for her regulatory expertise. In Washington DC, Walid Khuri’s ‘understanding of complex derivatives and his diversity of experience allows him to offer a unique perspective on all sorts of issues’. In June 2010, derivatives expert Robert McLaughlin, who was previously co-chair of the structured products practice at Katten Muchin Rosenman LLP, joined the New York office, and has since been extremely active in instructions such as counseling a leading financial institution in connection with its substantial OTC derivatives claim againstt Lehman Brothers, and advising a major financial services client in connection with the close-out of multiple separate synthetic CDOs following the bankruptcy default of the hedge counterparty. The practice group’s blue-chip base includes Morgan Stanley, Citadel Investment Group, Goldman Sachs, Tudor Investment Corporation, UBS and Citibank, as well as insurance companies, fund managers and broker-dealers.

Latham & Watkins LLP’s structured finance practice comprises a team of some 30 lawyers based in New York, Chicago and Los Angeles, who co-operate closely with the firm’s global offices. The group handles esoteric and complex ABS instructions and has several asset-backed finance niches such as aircraft, car rental leases, and more recently cell-towers. New York’s Kevin Fingeret heads the global securitization and structured finance practice and is personally very active in the car rental fleet market, in which he regularly represents the initial note purchasing banks, lenders and structuring agents. The group has lost the talents of CMBS expert Kevin Blauch to Sidley Austin LLP, but in New York, Loren Finegold is recommended for his ABS work and has a particular expertise in the telecoms sector, and Los Angeles-based Vicki Marmorstein is extremely experienced and expert in securitization, derivatives, and structured products generally. Ellen Marks in Chicago is highly rated for innovative solutions in restructuring financial products, and also for her expertise in regulatory matters. In recent instructions, Kevin Fingeret and Loren Finegold represented Deutsche Bank Securities, as initial purchaser, in connection with the offering of $200m of rental truck asset-backed notes by Centre Point Funding, an affiliate of Budget Truck Rental, and Vicki Marmorstein advised Ares Capital Corporation in connection with a revolving securitization facility with Wells Fargo. The firm’s New York-based equity derivatives experts Witold Balaban and Rafal Gawlowski were key members of a multi-office team which advised Goldman Sachs as underwriter and option counterparty, in a highly complex public offering by China’s JJ Media Investment Holding, in which Goldman hedged its exposure under capped call options through the purchase of American Depository Shares in the offering and through an over-the-counter derivative transaction with JJ Media. Active clients of the financial products practice group include Goldman Sachs, Citibank, JPMorgan, Morgan Stanley, Deutsche Bank Securities, Merrill Lynch, Rabobank, Oracle and PineBridge Investments.

Linklaters’ Gary Barnett heads the New York structured finance and derivatives practice, which was strengthened in 2010 when the highly experienced Paul Kruger relocated from Hong Kong. The expertise on offer is impressive and recent cutting-edge work includes advice to OTCDerivNet, a consortium whose shareholders include the majority of leading global financial institutions, in connection with developing a multijurisdictional platform for extending the LCH Clearnet SwapClear service. Stan Renas’ practice includes insurance products, with a particular focus on alternative risk transfer solutions, such as catastrophe bonds and “side-car” transactions. Associate Noah Melnick, who specializes in complex derivatives within his wider practice, is ‘a real stand out’. In recent instructions, Gary Barnett led the work for arranging banks, including Lloyds and JPMorgan, on one of the first mortgage-backed securities issuances since the Lehman collapse, when the RBS issued high-quality RMBS bonds to a value of £4.7bn. Group clients include SocGen, WestLB, Merrill Lynch, Citibank, Deutsche Bank, RBS Greenwich and BNP Paribas.

Morrison & Foerster LLP provides ‘very high levels of service – response times are minimal even when lawyers are out of the office’ and clients ‘would recommend it to anyone in the derivatives world’. The New York office, which works closely with London, offers deep expertise in structured debt and credit products, and a long established derivatives practice. Unusually, the firm has recently committed extra resources to securitization; Jerry Marlatt leads the work on securitization transactions and regulation and includes covered bonds within his remit. The firm recently represented DEPFA BANK in the establishment of a $20bn commercial paper program for Kells Funding which utilized reverse repurchase agreements to finance the assets of a bad bank restructuring; the program is supported by an indirect guarantee by the Federal Republic of Germany. Recommended lawyers include David Kaufman and Anna Pinedo, who are ‘top notch: well informed, practical and smart, able to get things done and very responsive’, and Lloyd Harmetz who ‘seems to know everything’. Senior of counsel Ken Kohler in Los Angeles has long experience of the complexities of securitization. Active clients of the practice include Merrill Lynch Canada, Barclays Capital, Citigroup Global Markets, BNP Paribas, Credit Suisse and Deutsche Bank.

Orrick, Herrington & Sutcliffe LLP’s New York-based Al Sawyers, co-head of the financial markets practice group, is ‘a hands-on partner who is always on top of whatever business he and his team may be working with me on at any point in time’. He and the highly respected Joshua Raff lead a team of ‘market leaders offering expertise, experience, and good value’. The firm’s reputation in asset-backed finance was confirmed when the firm was appointed to represent the FDIC in its first residential mortgage securitization transaction. Wider expertise extends to credit card receivables, auto and aircraft lease securitization, and more esoteric asset classes. Katharine Crost and Howard Altarescu, head of the financial institutions industry group, were key members of the team which acted as issuers’ counsel in the first significant non-governmental mortgage backed securities public offering since the onset of the financial crisis, a $230m securities tranche backed by prime residential mortgage loans issued by the Redwood Trust sponsored Sequoia Mortgage Trust 2010. The firm has a strong public finance department in which Albert Simons, a partner in the New York office, is ‘highly knowledgeable and experienced’ in the complexities of municipal bond and derivative offerings. The firm has achieved a significant presence in the Asian secured finance market and has several expert lawyers in Hong Kong who work closely with the US experts, including Washington DC-based Cameron Cowan, the 2010 executive secretary of the American Securitization Forum (ASF). Also in Washington DC, Michael Mitchell is an expert in regulatory matters. The group’s clients include Bank of America, Bayerische Vereinsbank, Royal Bank of Canada and Société Générale.

Sullivan & Cromwell LLP’s Kenneth Raisler heads the firm’s acclaimed commodities futures and derivatives group. The expertise of the team is underlined by roles in the creation of futures exchanges, including the CBOE Futures Exchange, the Chicago Climate Exchange, OneChicago and the Cantor Exchange, and advising in joint ventures regarding electronic trading platforms, clearing operations and other services, including the organization of ICE; David Gilberg led much of this work. The derivatives group also houses Rebecca Simmons, who has a reputation for pioneering new products and credit-risk expertise. Mark Welshimer founded and leads the firm’s structured finance group. Andrew Dietderich bridges the structured finance and bankruptcy groups and also has considerable experience of debt and equity derivatives; he advised the board of directors of CIT Group in an analysis of restructuring alternatives., as well as the first synthetic securitization swaps receivables.

Ashurst LLP’s ‘advice is generally more understandable and commercial than that received from other law firms’. William Gray heads the New York structured finance and derivatives group, which provides full coverage of the structured finance and derivatives area and tends to esoteric and complex matters. In recent instructions, the team advised a major financial institution in connection with a note synthetically linked to a loan portfolio through a credit derivative, and assisted several gas suppliers in complex novations of commodity swaps. Recommended lawyers in a ‘highly professional group which delegates and supervises well’ are ‘proactive and supportive’ Alice Yurke, and ‘knowledgeable and service-minded’ Patrick Quill. Also in New York, David Nirenberg is an ‘industry leader in the taxation of derivatives’. Washington DC-based Joyce Gorman has ‘a unique blend of legal as well as business and market knowledge and expertise in complex structures involving the securitization of tax exempt bonds’. Margaret Sheehan joined the Washington DC office from Alston & Bird LLP in early 2010 to build the firm’s regulatory practice. Clients of the group include Royal Bank of Scotland, Royal Bank of Canada, Deutsche Bank, JPMorgan, Merrill Lynch, Goldman Sachs and Morgan Stanley.

Debevoise & Plimpton’s Byungkwon Lim leads the derivatives and structured finance group, to which four other corporate and tax partners and some 15 counsel and associates contribute. Members of the group ‘work in a thoughtful manner within the client’s deadlines and keep track of all of the moving pieces to make sure the deal closes on time’. Most of the firm’s work in structured finance is high value and complex. Clients include sponsors, investment banks, investment advisers and investors in a variety of securitizations of debt portfolios. The group has a particular niche in aircraft securitization, and is also very strong in the insurance sector, where advice includes a variety of innovative approaches to risk securitizations and catastrophe bond offerings. The ‘extraordinarily knowledgeable’ Pierre Maugüé has wide experience of complex, cross-border finance; he recently advised an energy trading company in the negotiation of a credit sleeve facility to enable the company to post collateral in connection with its purchase of electricity under various ISDA agreements. William Beekman, ‘a pleasure to work with, responsive and able to deal with multiple problems with ease’, advised Fisher Scientific through its credit facility and customer accounts receivable securitization. All partners named are based in the New York office. Active clients of the practice group include Commerzbank, Credit Suisse, Goldman Sachs, JPMorgan Chase and Swiss Re.

Greenberg Traurig LLP’s structured finance practice group’s ‘level of industry knowledge and technical expertise is excellent’. The firm advises in virtually every asset class in the mortgage, asset-backed, municipal and structured products markets. Members of the 40 strong group are spread widely around the US and overseas offices. In New York, group leader Mark Michigan has ‘extensive knowledge of structured products and does a top-notch job’, and Sylvie Durham’s ‘insights and ability to deploy the appropriate excellent resources of the firm are outstanding’. Dallas-centered Michael Thimmig, recommended for asset backed lending, ‘protects his client in a way that advances the transaction toward successful completion’. Chicago’s Nancy Schimmel led the representation of JPMorgan Chase Bank, as letter of credit issuer, in connection with $1.4bn aggregate structured letters of credit to support Timberland purchase notes. Group members have acted for Deutsche Bank, WestLB, Republic of Costa Rica, and Bank of Tokyo Mitsubishi.

Kirkland & Ellis LLP provides ‘excellent response, knowledge and bench strength, and overall value for dollars spent’. The firm handles a high volume of transactions, and generally features high in the league tables for issuer representation in asset-backed securities. Kenneth Morrison, ‘very thorough, with immense industry knowledge’, leads the firm’s global asset finance and securitization practice from Chicago, with Jeffrey O’Connor, who ‘takes difficult and complex issues and is prepared to spend the time explaining these and educating the client’, also recommended. In New York Janette McMahan provides ‘excellent service and advice’. In a recent matter, the team represented Credit Suisse Securities and RBS Securities, as structuring agents and initial purchasers, through a series of six term securitizations of timeshare loan receivables under the Sierra program of Wyndham Worldwide. The firm is a veteran of auto and truck financing and in this comparatively buoyant segment of the market, has handled billions of dollars of securitized offerings by majors such as Ally Bank and Navistar. The firm acts for Constellation Energy, Credit Suisse, Monitronics International and World Omni Financial.

Kramer Levin Naftalis & Frankel LLP acquired an expert, ready-made asset-backed team when Gilbert Liu, Laurence Pettit and Richard Rudder joined the firm from Baker & McKenzie in September 2010. Previously commended for ‘handling themselves with ease under tight deadlines and difficult negotiations, while understanding the business perspective’, the team seems set to establish a clear market position very quickly. Challenging instructions already concluded under the new banner include the representation of John Hancock Life Insurance, as investor, in connection with a securitization of government receivables from task orders issued pursuant to federal energy savings performance contracts, and Credit Suisse, Wells Fargo, Branch Banking & Trust, and Guggenheim Partners in connection with a warehouse facility of timeshare loans originated by Diamond Resorts.

McDermott Will & Emery LLP’s US structured finance is led by Thomas McGavin from New York. The group provides ‘excellent service’, advises across the full range of financial products, securitized asset classes, and derivatives and is well supported by a high-quality tax department. Cross-border instructions are handled seamlessly through the firm’s offices worldwide, with particular expertise in Asian and European markets. Highlight securitization instructions included Peter Humphreys’ recent representation of HSBC in the formation of a new $3bn credit card master trust for Metris credit card receivables. Derivatives leader Andrea Kramer and Charles Levin in Chicago are instructed in numerous complex matters, and recently advised Lincoln National on “accelerated stock repurchase agreements” to acquire its own stock and “variable prepaid forwards” to sell third party stock for investment. John Hammond in Chicago is also recommended. The firm’s active clients include CIT Group, HSBC, Ingersoll Rand, and the International Swaps and Derivatives Association.

Paul, Weiss, Rifkind, Wharton & Garrison LLP is ‘excellent on all measures’ and ‘adds value to the transaction’. Jordan Yarrett heads the structured finance group, in which Robert Zochowski is ‘responsive, and provides sound technical advice backed by business judgment’. The firm was recently instructed by the Federal Deposit Insurance Corporation in several key issuances of structured sale guaranteed notes collateralized by underlying mortgage backed and commercial mortgage-backed securities. The asset-backed practice is noted for innovation in the more esoteric asset classes such as large whole business securitizations. In a representative unconventional deal, Zochowski advised the mezzanine investor in Digital Cinema Implementation Partners’ $660m financing of the installation of digital projectors in some 15,000 movie theaters across North America; the program is supported by exhibition payments from film studios. The team also advised Barclays Capital and Morgan Stanley in connection with a $355m offering of secured billboard revenue notes for Adams Outdoor Advertising. Manuel Frey is recommended for his work in the derivatives and synthetic products. All lawyers named are based in New York. Clients in the structured finance space include the Federal Deposit Insurance Corporation, Baseball Finance and the US Department of Energy.

Stroock & Stroock & Lavan LLP is ‘a very good mid-sized firm in the structured finance area’. The 15-strong New York-based team is ‘responsive, thoughtful, creative and focused on solving problems’, and the broad practice includes structured insurer financing, investments in distressed asset backed securities and derivatives positions. The recruitment of Conrad Bahlke, recommended for his technical expertise in the equity derivatives field, from Weil, Gotshal & Manges LLP in January 2011 is significant. Boris Ziser is noted as ‘outstanding, particularly in the life settlements area’. Richard Fried represented Citigroup Global Markets, Credit Suisse Securities and Morgan Stanley, as underwriters, in a $855m public offering by SLC Student Loan Trust 2010-1 of student loan backed notes. Active clients of the practice include JPMorgan Chase, King Street Capital Management, Lazard Funds, and McKinsey & Company.

Winston & Strawn LLP has ‘significant industry know-how, provides quality risk-mitigation advice, and has institutional knowledge which saves both time and money’. The firm, which has an established reputation for innovative securitization, has an experienced and well-rounded structured finance practice centered in Chicago, with New York, Los Angeles, Washington DC and Paris offices. Chicago-based David Galainena ‘knows the securitization market comprehensively and is able to work through very difficult issues’; Galainena represented NXT Capital, one of the few recent entrants to the loan origination/capital markets arena, in its loan warehousing facility which was funded by Wells Fargo, and also acted as issuer’s counsel in Harley-Davidson’s TALF-eligible $500m securitization deal. Also in Chicago, Michael Mullins ‘possesses great business acumen and has a broad range of experience and knowledge within the structured finance area’ to draw upon, and Patrick Hardiman is ‘very practical and pragmatic – he works for a win-win scenario’. Ronald Jacobson is ‘a very good relationship manager, who manages complex projects with great skill’. Dennis Kelly, the firm’s supervising tax counsel for the structured finance group, is recommended for his perceptive advice. In Los Angeles, Warren Loui represented Nissan Motor Acceptance in the first-ever securitization under TALF, a $1.4bn securitization of automobile loans. For derivatives instructions, Michael Philipp and his team ‘are able to stay ahead of the competition by being proactive in a space and time where it would be easy to become reactive only’. The group also advises Hyundai Capital America and Perella Weinberg Partners.

Katten Muchin Rosenman LLP’s Chicago office houses Kevin Foley and Kenneth Rosenzweig, who ‘make the firm clear leaders in the futures space’, and offer deep expertise in the exchange-traded and over-the-counter markets. The New York office was joined by a strong asset-backed team in November 2010 when Chris DiAngelo, four other partners including auto-loan expert Joseph Topolski, and several associates defected from Dewey & LeBoeuf LLP.

Morgan Lewis’ 16-fee-earner practice group advises on all categories of over-the-counter (OTC) and exchange-traded derivatives, including equity, debt, credit, commodity, interest rate, currency and weather derivatives. The group also offers expertise in insurance linked structured products. New York-based head of group Thomas D’Ambrosio has recently represented clients with collective assets under management in excess of $100bn in connection with ISDA agreements and derivative transactions, as well as derivatives exposures to and claims against various Lehman Brothers entities. Also in New York, Georgia Bullitt has advised clients including insurers, investment advisers, associations and pension funds in connection with the derivative reform provisions of the Dodd-Frank Act. Michael Macaluso has considerable expertise in the cross-border complexities of structured products and derivatives. Clients include SCANA Corporation, Stable Value Investment Association, HIG Capital and Louis Dreyfus.

Sullivan & Worcester LLP provides a partner-led securitization group which is ‘available on a full mix of transactions and always perform well on any type’. In Boston, Duncan O’Brien offers ‘depth of legal knowledge across wide variety of asset classes’, Alexander Notopoulos ‘has the ability to explain complex legal issues to non-lawyers’, and New York-based George Lindsay ‘always get the job done quickly and correctly’. Recent representative instructions include advice to UBS and UBS Real Estate Securities in connection with a purchase of portion of financing of pool of automobile leases and fleet receivables through a master trust structure, and to Rabobank International in connection with a $200m revolving trade receivables purchase facility to a special purpose subsidiary of a manufacturing company.

Allen & Overy LLP is ‘rebuilding its ABS practice in the US’ according to clients. Lawton Camp has been joined by senior counsel John Hwang from Bingham McCutchen LLP, who is commended for ‘client service, his ability to explain complex issues, in an understandable manner, and impressive technical expertise’.

Bracewell & Giuliani LLP ‘staffs appropriately and presents a very high value for money’. Houston-based Alan Rafte heads an energy group whose structured finance lawyers are recommended for the design of complex structured and secured financing and hedging facilities not only in the demanding energy sector, but also for securitization of cash flows from hi-tech contracts such as software and cell tower leases. In representative instructions, New York-centered Robin Miles joined with Christopher Olive in the Dallas office, to assist a major financial institution structure and document a crude oil purchase, sale, storage and derivatives facility involving related hedging transactions including the exchange of futures for physicals (EFPs) and over-the-counter crude oil and refined products swap transactions. Practice clients include Macquarie, Merrill Lynch Commodities and Shell Energy.

DLA Piper LLP’s Boston-based Ronald Borod, who ‘has deep experience, fantastic judgment, and brings extraordinary value to the deal’, heads the firm’s structured resolution group, which is credited with creating innovative products and strategies designed to maximize value in distressed structured or securitized asset acquisition. The group recently represented Spring Hill Capital in the first tobacco fee securitization since the financial meltdown; the complex transaction required the issuance of a note secured by legal fees payable tobacco companies over a 14 year period following awards granted under the Medicaid reimbursement tobacco litigation. The ‘high-caliber and responsive’ Jonathan Black is also recommended.

Foley & Lardner LLP’s Milwaukee-based David Reicher and David Ryan are ‘knowledgeable, and provide excellent response’. Recent highlights include advising the State of Wisconsin through the refinancing of the $1.6bn Badger Tobacco Asset Securitization Corporation bonds originally issued in 2002. The firm has a particularly strong and well established educational finance practice, which represented Access Group, Montana Higher Education Student Assistance Corporation and others in connection with major student loan backed offerings and program design. The practice group also advises on securitization and derivatives in other classes, principally instructed by public bodies.

Jones Day has ‘a wide breadth of experience, a high level of business knowledge, and provides sound advice on a timely basis’. Mark Sisitsky heads a group strongly recommended for derivatives and derivatives litigation. In early 2010, the firm fielded the multi-disciplinary credit derivatives team including Sitsiky, Joel Telpner, and Jay Tambe which prevailed in the first ever external review panel convened by the International Swaps and Derivatives Association. The firm’s wider structured products offering has been enhanced by the recruitment of Scott Pierpont, who has broad experience of complex CLOs and asset-backed finance, from Mayer Brown. All lawyers named are based in New York. Practice group clients include Citigroup Global Markets, Kaiser Aluminum and Xcel Energy.

Simpson Thacher & Bartlett LLP’s David Eisenberg leads the firm’s New York asset-backed practice in which Laura Palma is also recommended. Recent instructions include representation of Credit Agricole as structuring agent and lender in connection with the implementation of an asset-backed financing facility for Zipcar to finance purchases for its car sharing fleet, and advice to Warner Music Group through the offering of a total $1.1bn in 9.50% senior secured notes. Clients include Hertz Vehicle Financing and SBA Communications.