Structured finance and securitisation in Germany

Clifford Chance

Working in close cooperation with its capital markets, tax and regulatory practices, the 'strong' team at Clifford Chance 'provides practical solutions even when deadlines are tight'. This close interaction enables the team to advise its broad client base, including credit and financial services institutions, asset managers, originators, investors and companies, on a wide range of matters. This includes term securitisation, true sales and portfolio transactions, synthetic securitisations and trade receivables as well as associated investment and regulatory matters. While its range of services covers all sectors, the team has recently been most active in the manufacturing and automotive industries alongside the segments asset management, fintech and real estate. Oliver Kronat heads the practice, which includes main contact for alternative investments and funds-related matters Gregor Evenkamp. Counsel Hannes Deusch is noted for his extensive expertise in structured finance.

Practice head(s):

Oliver Kronat

Other key lawyers:

Gregor Evenkamp; Hannes Deusch

Testimonials

Very good availability, comprehensive knowledge and absolute reliability.

Key clients

Santander Group

AllianceBernstein LP

Main Incubator GmbH

Bayerische Landesbank (BayernLB)

Allianz Global Investors GmbH

Postera Capital GmbH

Work highlights

  • Advising an automotive bank of a large German car manufacturer as originator of the securitisation of car loans.
  • Advising a European investment bank in the public sector as investor of a leasing securitisation of abc finance GmbH amounting to €500m.
  • Advising a German state bank on the purchase of debts, which originate from an international company, in the logistics and supply-chain management sector.

Hengeler Mueller

While Hengeler Mueller covers all aspects of structured finance, during the research period, the team has been particularly active in transactions with leasing receivables. Other work pertains to advising German and international banks and financial institutions on various OTC and exchange-traded derivatives. Dirk Bliesener frequently deals with regulatory issues, while Martin Geiger is the main contact for real estate finance and respective refinancings through CMBS as well as for leasing and loan portfolio securitisation. Stefan Krauss regularly handles synthetic and traditional securitisations.

Practice head(s):

Dirk Bliesener; Martin Geiger; Stefan Krauss

Key clients

abcbank GmbH

Arch Mortgage Insurance dac

Bank of America Merrill Lynch

Hapag-Lloyd AG

Grenke Leasing Ltd.

Work highlights

  • Advising abcbank GmbH and Landesbank Baden-Württemberg (LBBW) on the securitisation of lease receivables by abc SME Lease Germany SA Compartment 5.
  • Supported Hapag-Lloyd AG in the restructuring of the ABS program for the securitisation of freight claims for shipping containers.
  • Advising to Skandinaviska Enskilda Banken AB (SEB) and Grenke Leasing Ltd. on the securitisation of British leasing debts.

Linklaters

The 'professional, very well organised and analytical' team at Linklaters covers a broad range of services, which includes derivatives - most notably OTC derivatives - NPL transactions and securitisations alongside associated matters. Kurt Dittrich heads the practice, which includes Barbara Lauer, who specialises in portfolio and NPL transactions and their refinancing as well as in asset-based structured financings, Burkhard Rinne and OTC derivatives specialist Christian Storck.

Practice head(s):

Kurt Dittrich

Testimonials

Very solution-oriented.

Very good understanding of the market.

Key clients

Commerzbank AG

Acatus GmbH

International Swaps & Derivatives Association, Inc. (ISDA)

Bundesverband deutscher Banken e.V.

Barry Callebaut

IG Group Holdings plc (IGG)

Eurex Clearing

Work highlights

  • Advising Commerzbank AG on the sale of the Equity Markets & Commodities (EMC) division to the French bank Société Générale.
  • Advising Bundesverband deutscher Banken e.V. on the preparation of the market report (netting-report) for the German master agreement for financial derivative transactions.

Allen & Overy LLP

For numerous national and international investment banks, financial institutions and private equity firms, Allen & Overy LLP is the first point of contact for structured finance and loan portfolio transactions pertaining to SME, ship and real estate loans. During the reporting period, the team focused on NPL transactions, which are frequently led by Stefan Henkelmann, and on repackagings and structured covered bonds. In other work, Martin Scharnke regularly advises on synthetic and traditional securitisations alongside OTC derivatives and related regulatory issues.

Practice head(s):

Martin Scharnke

Other key lawyers:

Stefan Henkelman; Christoph Enderstein

Hogan Lovells International LLP

The team at Hogan Lovells International LLP led by Sven Brandt is a core part of the firm's DCM practice and focuses on securitisation transactions in the automotive industry alongside securitised derivatives, trade receivables transactions and ABCP conduit deals as well as regulatory issues. Key individuals include car loan securitisation expert Dietmar Helms, derivative specialist Jochen Seitz, the 'uncomplicated and pragmatic' Julian Fischer, who regularly assists with loan portfolio sales, as well as Peter Maier, who focuses on structured retail products.

Practice head(s):

Sven Brandt

Testimonials

Very good approachability and knowledge even of international links and issues that concern various legislations.’

Very good coverage of regulatory, tax as well as legal issues.

Good quality and confident organisation of transactions.

Julian Fischer manages to hold numerous reigns even in the most complex portfolio transactions.

Key clients

Bayerische Landesbank (BayernLB)

Daimler AG

Deutsche Bank AG

Deutscher Derivate Verband (DDV)

DZ Bank AG

Leonteq Securities AG

Norddeutsche Landesbank Girozentrale (Nord/LB)

Volkswagen Bank GmbH

Work highlights

  • Advised Daimler AG on two securitisations of Chinese car loan-portfolios each valued at €1 billion.
  • Advised DZ Bank AG on the securitisation of a €30 million-portfolio of German and Czech trade receivables, as well as the securitisation of a €12 million-portfolio of German and Austrian trade receivables.
  • Advised Norddeutsche Landesbank Girozentrale (NordLB) on the sale of problematic ship loans with a value of €2.7 billion to a US financial investor.

White & Case LLP

White & Case LLP is noted for its 'efficient and innovative negotiation approach', which benefits clients in domestic and cross-border structured financings requiring German, English and US law capabilities. In addition, clients, including banks and financial institutions, also benefit from the team's regulatory expertise, which is regularly employed when advising on NPL transactions (frequently embedded in bank restructuring and distressed M&A mandates), asset-based financings and SRT transactions as well as on traditional and synthetic securitisations across various asset classes. The 'impressive' Dennis Heuer heads the practice.

Practice head(s):

Dennis Heuer

Testimonials

Dennis Heuer always gets to the point.

Key clients

Landesbank Hessen-Thüringen Girozentrale (Helaba)

Alpha Bank

European Investment Fund (EIF)

Crédit Agricole Corporate and Investment Bank

HSBC

Piraeus Bank A.E.

Hamburg Commercial Bank AG

Cerberus Capital Management, L.P.

Deutsche Bank AG

Santander Consumer Bank S.A.

Société Générale

Norddeutsche Landesbank Girozentrale (NORD/LB)

Work highlights

  • Advised Alpha Bank A.E. on the sale of a mixed pool of non-performing loans to Greek SMEs and various properties to a consortium of funds
  • Advised Crédit Agricole Corporate and Investment Bank and HSBC on the update of the securitisation-framework scheme Cars Alliance Auto Loans Germany Master, with a value of €3bn for the refinancing of car loan financing under German law.
  • Advised Santander Consumer Bank AG on an ABS-securitisation of consumer and commercial car loans with a value of €3.8bn as recommended by Moody’s and DBRS Ratings.

Ashurst LLP

Managing partner Tobias Krug heads the team at Ashurst LLP and specialises in securitised derivatives and OTC derivatives, hybrid and convertible bonds alongside banking regulatory issues, while Martin Kaiser predominantly assists banks and companies with true sale transactions across various asset classes. This includes car loans, leasing, consumer loans, NPL and trade receivables.

Practice head(s):

Tobias Krug

Other key lawyers:

Martin Kaiser

Key clients

Deutsche Bank AG

Credit Agricole

DIC Asset AG

Deutsche Leasing Gruppe

Commerzbank AG

MEAG Munich Ergo AssetManagement GmbH

Patrimonium Asset Management AG

Barclays

UniCredit Bank AG

Hyundai Capital Bank Europe GmbH

Baker McKenzie

Baker McKenzie is rated for its 'extensive and client-focused advice with clear recommendations', which frequently pertains to its key areas of expertise auto ABS and multijurisdictional ABCP transactions in the segments trade, leasing and residual value receivables. Oliver Socher jointly heads the team with the 'pleasant and friendly' Sandra Wittinghofer.

Practice head(s):

Oliver Socher; Sandra Wittinghofer

Testimonials

Already the drafts are of high quality, which allows for quick progress.

Sandra Wittinghofer has the great gift to illustrate complex legal matters in a comprehensive manner.

Key clients

akf Bank GmbH & Co. KG

Adient Germany Ltd. & Co. KG

Hyundai Capital Bank Europe GmbH

Work highlights

  • Advised Bank GmbH & Co. KG on the securitisation of leasing receivables and residual values amounting to €100m in accordance with the Corelux-Conduit of the Bayerische Landesbank (BayernLB).
  • Advised several Adient-corporations in Germany and the Czech Republic on the securitisation of trade receivables valued at €200m with the Crédit Agricole Corporate & Investment Bank in Germany and the Czech Republic.
  • Advised arrangers, sponsors and the Liquiditätsbank on a €30m securitisation of factoring-receivables in Germany, England, Spain, Hong Kong and Dubai.

Dentons

The 'up-and-coming' team at Dentons provides 'a very good service', which is regularly called upon by national and international financial institutions, insurance companies and alternative lenders. These mandates, which are frequently handled in cooperation with various other offices and practice groups, often pertain to structured loans, refinancing issues, securitisation transactions and regulatory matters. Arne Klüwer provides 'precise answers in the depth required' and heads the practice, which includes securitisation and loan financing expert Matthias Eggert and Holger Schelling, who focuses on regulatory work and joined the team from Mayer Brown LLP in March 2019. In June 2019, Mortimer Berlet left the team to work in-house at Deutsche Bank.

Practice head(s):

Arne Klüwer

Other key lawyers:

Matthias Eggert; Holger Schelling

Testimonials

The team always keeps an eye on the client’s needs.

A very close-knit team.

Very deep experience the whole variety of this area.

Technically up to speed.

Key clients

Bank Vontobel AG

Bayerische Landesbank AG (BayernLB)

Joh. Berenberg, Gossler & Co. KG

CRX Markets AG

DBS Bank

KKR & Co. Inc

Münchener Rückversicherungs Gesellschaft AG (Munich Re)

Simplex

solarisBank AG

S-Kreditpartner GmbH

UniCredit Bank AG

Volkswagen Financial Services AG

Wilmington Trust SP Services (Frankfurt) GmbH

Work highlights

  • Advised Volkswagen Financial Services AG and Volkswagen Financial Services (UK) Limited on a £2bn-scheme regarding the output of asset-backed-notes by Driver UK Master S.A., Compartment 4.
  • Advised Bayerische Landesbank (BayernLB) on the involvement of Polish and Czech sellers in an ABCP-scheme for automotive suppliers.
  • Advised Vontobel AG on the formation of a new securitisation platform  for the public offering of structured bonds with regards to different cash-generating assets in different currencies.

Freshfields Bruckhaus Deringer

Freshfields Bruckhaus Deringer is in regular contact with various other practice groups and advises financial institutions and investors on structured financing and structured financial products as well as on loan and portfolio securitisations.

Jones Day

The 'very experienced and globally operating' team at Jones Day 'handles enquiries very quickly and always protects the interests of its clients'. Most of its clients are national and international financial services providers, who instruct the team with domestic and cross-border securitisation and structured finance transactions. Frequently these mandates pertain to car securitisations and regulatory matters, while the team has also been handling an increasing amount of block chain-related transactions. Nick Wittek is the main contact for the last-mentioned segment. He has 'outstanding expertise' in structured finance, securitisations and derivatives and jointly heads the practice with Ulf Kreppel.

Practice head(s):

Ulf Kreppel; Nick Wittek

Testimonials

One feels very well represented.

Nick Wittek is a very seasoned negotiator.

Key clients

Banco Santander, S.A.

PSA Bank Deutschland GmbH

FCA Bank Deutschland GmbH

Landesbank Baden-Württemberg (LBBW)

UniCredit Bank AG

Volkswagen Bank AG

Work highlights

  • Advised Crédit Agricole Corporate and Investment Bank SA as arrangers of the first securitisation of car loans of the PSA Bank in Germany after the joint venture of PSA Bank and Santander Consumer Finance.
  • Advised UniCredit Bank AG on the securitisation of trade receivables for Italiana Petroli S.p.A.
  • Advised Volkswagen Bank GmbH on matters concerning Driver Master, the securitisation platform for German car loans.

Mayer Brown LLP

Mayer Brown LLP stands out for its 'special expertise in the derivatives and clearing arena', while also being experienced in the securitisation sector, regularly dealing with the securitisation of trade receivables. In other work, the team provides regular advice to financial services providers on regulatory matters pertaining to issuing platforms and base prospectus updates. Patrick Scholl heads the team, which includes Andreas Lange, who predominantly advises on securitisations, regulatory banking law and derivatives, as well as  senior counsel Berthold Kusserow, who joined in February 2019. He was previously at Berwin Leighton Paisner LLP (now Bryan Cave Leighton Paisner LLP) and specialises in structured capital markets products, derivatives and associated DCM issues.

Practice head(s):

Patrick Scholl

Other key lawyers:

Andreas Lange; Berthold Kusserow

Testimonials

‘Mayer Brown is distinguished by top-quality advice. Our conversation partners and advisors always have specialist knowledge. In addition, the team adheres to all agreed deadlines and processes ad hoc requests on short notice and to our complete satisfaction.’ 

‘Good depth and breadth of the team in this practice area, covering all relevant topics, also thanks to international connections.’

‘We perceive Patrick Scholl and his team as capital market law specialists with know-how of international issues.’

‘Patrick Scholl and his team stand for top quality and client-oriented advice.’

Patrick Scholl is always approachable and advises very well and professionally. It is always possible to process the output very well and in a practical manner.

Key clients

DekaBank Deutsche Girozentrale

Deutsche Bank AG

Bankenverband deutscher Banken e.V.

Landesbank Baden-Württemberg (LBBW)

Société Générale Corporate & Investment

Hamburg Commercial Bank AG

Bayerische Landesbank (BayernLB)

Deutscher Derivate Verband (DDV)

UniCredit Bank AG

Commerzbank AG

Work highlights

  • Advising Julius Bär & Co. KG bank on matters concerning the European public offering-platform for structured products and the updates for the respective base prospectus.
  • Advised Bankenverband deutscher Banken e.V. on the establishing of a market-wide documentation-standard for banking associations, as well as the implementation of margin requirements in accordance with the EMIR.