Structured finance and securitisation in Germany

Clifford Chance

Clifford Chance‘s structured financing advice is based on the close cooperation with the fund structuring and alternative investments group led by Gregor Evenkamp and attracts a versatile client base consisting of credit and financial service institutions, asset managers, originators, investors and companies. In addition, clients benefit from the team’s supervisory and cross-border capacities in relation to securitization transactions which regularly results in instructions pertaining to true sale securitisations, synthetic securitizations, trade receivables and portfolio transactions as well as the establishment of ABCP conduit programs and their restructuring. Although the practice covers various industries, recent matters all related to the healthcare, automotive, fintech and real estate industries. Oliver Kronat heads the group, which also includes counsel Hannes Deusch; both cover the subject area comprehensively. Counsel Kerstin Schaepersmann is recommended for synthetic and cash flow securitisations as well as for secured loan structures.

Practice head(s):

Oliver Kronat

Testimonials

‘Imaginative team. Successful at solving problems.’

‘Hannes Deusch: well-founded, efficient and pragmatic.’

‘Clifford’s colleagues are active of their own accord, especially when it comes to new developments and structures, and have always focused on the interests of their clients.’

‘The colleagues are always easy to reach, the quality of questions on banking supervisory issues is great. Great help also with restructuring when tax issues are important. The international cooperation between various units is also great.’

‘Absolutely reliable partner with excellent knowledge in the field of securitization solutions with the necessary view of what is feasible and very solution-oriented.’

‘Dr. Gregor Evenkamp and team: Availability, proximity to the market, expertise. Understanding of transactions, goal orientation, adherence to fees, clear communication.’

Linklaters

Linklaters stands out for its wide thematic coverage, which, alongside (synthetic) securitisations, CPP transactions and repacking transactions, also includes the entire spectrum of derivatives across all asset classes. The importance of derivatives advice was last underlined by Jörg Fried‘s promotion to the partnership in May 2021. He is part of the team led by Kurt Dittrich, which also includes Barbara Lauer (focus on asset-based structured finance and portfolio transfers), Burkhard Rinne (broad spectrum of structured finance and securitization) and counsel Jördis Heckt-Harbeck (asset-based finance). Dittrich’s advice is just as comprehensive and most recently also included a number of Brexit-related issues. Mirroring its wide range of services, the group’s client roster also consists of different market players such as development, state and investment banks, originators, arrangers, investors and companies.

Practice head(s):

Kurt Dittrich

Testimonials

‘The team has a very broad range of expertise and is consistently excellent in terms of quality across the board. You rarely find that in this form. In addition, you can be sure that you will receive high-quality advice on international transactions, including with regard to non-German legal advice. This is also not always the case with competitors.’

‘Kurt Dittrich: Well connected, very service-oriented.’

Jörg Fried: Hardly any other German lawyer has more knowledge in the area of derivatives.’

‘Very high professional competence; good market knowledge; constructive.’

‘The Linklaters team, led by Burkhard Rinne, has very detailed specialist knowledge, is very available and appears extremely confident. Burkhard Rinne has an eye for detail and is a very reliable lawyer. We can gladly recommend him.’

Very high level of professional expertise, both in legal and economic terms. In addition to professional quality, the documents, legal opinions and memos created are also of high quality. Problems are always rethought and specific solutions are sought for the client.’

Allen & Overy LLP

With the help of cross-border cooperation, Allen & Overy LLP advises banks and financial service providers on traditional and synthetic securitization transactions – especially in the automotive sector – and also covers the whole array of related regulatory issues, for instance when setting up securitization and issuance platforms and with regards to securities supervision law issues (including securities clearing). In the latter segment, Stefan Henkelmann is one of the key contacts; he advises German and international financial institutions, asset managers and private equity firms on structured finance and loan portfolio transactions, while practice head Martin Scharnke is particularly well known for his derivatives expertise.

Practice head(s):

Martin Scharnke

Other key lawyers:

Stefan Henkelmann; Jens Nollmann

Key clients

Argentum Securities

Bank of America

Barclays

BNP Paribas

Credit Suisse

Deutsche Bank

European Investment Bank (EIB)

European Investment Fund (EIF)

GLAS Trust

Helaba

HSBC

Morgan Stanley

Palladium Securities

Santander

SEB

Société Générale

The Bank of New York Mellon

UniCredit

Work highlights

  • Advised several financial institutions on five (separate) cross-border synthetic securitization transactions, including equity relief and the promotion of new ESG-compliant financing for small and medium-sized companies.
  • Advising an electric vehicle company on its entry into the European securitization market with its first two warehousing structures for UK and German private customers, financed by a global investment bank.
  • Comprehensive advice to Landesbank Hessen-Thüringen Girozentrale (Helaba) on the issuing business for structured products and all related prospectus issues.

Ashurst LLP

Securitisation expert Martin Kaiser and derivatives specialist Tobias Krug head Ashurst LLP‘s team which provides clients with a balanced advice offering that is further complemented by regulatory capacities (especially in the area of securitisation regulation). The group assists financial institutions, debt funds and companies (above all automobile manufacturers) with promissory notes and registered bonds, STS transactions and the securitisation of car loan claims as well as with the updating of ABCP programs.

Practice head(s):

Tobias Krug; Martin Kaiser

Dentons

At Dentons, the cross-practice and cross-location cooperation results in regular cross-border instructions at the interface between banking and capital markets law as well as at the restructuring and insolvency intersection. Practice head Arne Klüwer also focuses on the restructuring of non-performing transactions and loan trading transactions. Like the rest of his team, he also assists with the securitization of loans, leasing and trade receivables and inflation-indexed heritable building rights. The client portfolio predominantly consists of prestigious financial institutions, but also includes a number of fintechs.

Practice head(s):

Arne Klüwer

Other key lawyers:

Matthias Eggert

Testimonials

‘They give on-point advice and focus on getting the job done, which we really appreciate. Also, they are extremely available and tech-savvy.

‘Arne Klüwer is characterized by a very good knowledge of both the law and the market. Together with his efficiency and focus, this makes working with him extremely pleasant.’

‘High professional competence, efficient, fast, solution-oriented.’

‘Arne Klüwer: Clear communication, high level of expertise, very goal-oriented and good negotiator.’

‘Competent and smooth processes, even for large and complex transactions.’

‘Arne Klüwer: Competent and solution-oriented, especially in complex transactions.’

Key clients

Deutsche Bank

UniCredit Bank

Hamburg Commercial Bank AG (HCOB)/ SmartFact S.A.

S-Kreditpartner GmbH (SKP)

NIBC Bank N.V.

Berenberg Bank

J.P. Morgan Securities

PEAC (Germany) GmbH (ehemalige IKB Leasing)

Commerzbank AG

Barclays Bank

Oldenburgische Landesbank AG

Bayerische Landesbank

solarisBank AG

Wilmington Trust SP Services (Frankfurt) GmbH

Work highlights

  • Advising S-Kreditpartner GmbH on the development of a new platform for refinancing existing loans and balance sheet adjustments. Additional support in the development and establishment of a syndication platform for the syndication and refinancing of consumer loans issued by savings banks and in the creation of underlying documentation.
  • Advising promissory note creditors of automotive supplier Benteler and sponsors of Benteler’s ABCP program on the successful development of a comprehensive financing concept in connection with the restructuring of the automotive supplier. Simultaneously advising the sponsors on the restructuring of the existing euro trade receivables securitization program for Benteler.
  • Advising PEAC (Germany) GmbH on the structuring and documentation of various financing structures for international group companies.

Hengeler Mueller

Hengeler Mueller routinely advises banks and companies on the securitization and restructuring of leasing and trade receivables and on the acquisition of loan portfolios – matters that Martin Geiger deals with, among others – as well as on issues related to the structuring and updating of structured covered bonds programs. For the latter area, Stefan Krauss is a key contact, who is also regularly in charge of synthetic securitisations and derivatives matters.

Hogan Lovells International LLP

Hogan Lovells International LLP is renowned for securitization transactions in the automotive industry, but also regularly handles trade receivables and ABCP conduit deals. National and international banks also benefit from the group’s regulatory expertise which the team applies in its advice on updates and expansion of issuance platforms or base prospectuses for the issuance of structured products for private customers. The advice offering is complemented by expertise in derivative instruments. Practice head Sven Brandt focuses on international placements, structured issues and international ABS transactions.

Practice head(s):

Sven Brandt

Testimonials

‘Very good interaction on capital market law and regulatory issues in the national and international area.’

‘Julian Fischer: Wide range of advice.

Key clients

Bayerische Landesbank

Credit Agricole Corporate and Investment Bank

Deutscher Derivate Verband

Erste Group Bank

Marex Financial

Oldenburgische Landesbank

Santander Consumer Bank AG

Volkswagen Leasing GmbH

Würth Leasing GmbH

Work highlights

  • Advising German Derivatives Association on statements and questions of interpretation in various legislative processes and regulatory issues, including in connection with the new EU prospectus regime, MiFID II as well as the Benchmark Regulation and Product Intervention, which is being considered by EU and FCA.
  • Advising Marex Financial on updating an issuance platform for the issuance of structured products.
  • Ongoing advice to a US investment bank in connection with the update and expansion of its issuance platform for the issuance of structured products (bonds, certificates, leverage products).

White & Case LLP

White & Case LLP advises financial institutions in particular in their roles as originators and investors on cross-border and domestic structured financial transactions and is, thanks to its cross-practice and cross-location cooperation, particularly well equipped for matters that require German, British and US legal knowledge. The group focuses on NPL securitisations and synthetic securitisations of leasing receivables, car loans and corporate loans among other matters. Dennis Heuer leads the team and regularly applies his regulatory expertise.

Practice head(s):

Dennis Heuer

Other key lawyers:

Carsten Lösing

Testimonials

‘Exceptionally high level of service and on-time delivery with excellent quality.’

Key clients

ALD AutoLeasing Deutschland GmbH

BNP Paribas

Deutsche Bank

Europäische Investitionsbank (EIB)

European Investment Fund (EIF)

Hertz Corporation

Hoist Finance AB

Intrum AB

Santander Consumer Bank

Société Générale

Svenska Handelsbanken AB

Chorus Capital

Tier Mobility GmbH

Bayerische Landesbank

Landesbank Hessen-Thueringen Girozentrale

Work highlights

  • Advising Intrum AB on their investment and role as servicer in Piraeus Bank’s €1.92bn Phoenix NPL securitization.
  • Advised Hoist Finance AB on a strategic partnership with alternative investment manager Magnetar Capital for joint investments in non-performing loan portfolios on a pan-European scale with a total investment volume of approx. €1bn.
  • Lead and Drafting Counsel for Santander Consumer Bank in Germany on its €1.8bn ABS consumer loan transaction.

Jones Day

Jones Day's team is headed by Ulf Kreppel and is therefore experienced in advising on – often cross-border – securitization transactions across various asset classes; recently, the group was particularly active in assisting with car financing and trade receivables, as well as with ABCP program matters. In addition, Nick Wittek is a proven distributed ledger technology (DLT) and blockchain specialist, resulting in a steady stream of instructions related to tokenization platforms as well as token-based structured financing and blockchain-based derivatives.

Practice head(s):

Ulf Kreppel

Other key lawyers:

Nick Wittek; Michael Fischer

Testimonials

‘Strongly bank-focused advice that goes far beyond the normal level, thanks to excellent in-house expertise.’

‘Ulf Kreppel: Very experienced, calm and legally versed.’

‘Very professional, customer-oriented and solution-oriented.’

‘Michael Fischer: Extremely smart, agile and highly versed in the banking environment.’

Key clients

Deutsche Börse AG

Volkswagen Bank GmbH

UniCredit

FCA Bank

Work highlights

  • Advising FCA Bank and Credit Agricole CIB, Bank of America Merrill Lynch and UniCredit Bank AG on the €650m public securitization of car loans from FCA Bank Germany.
  • Advised Volkswagen Bank GmbH in connection with the annual renewal of Driver Master, the securitization platform for German car loans with a total volume of €20bn.
  • Advising Volkswagen Bank GmbH as originator on a new Italian securitization transaction of car loans from Volkswagen Bank – Italian Branch, structured by UniCredit Bank AG (as arranger).

Mayer Brown LLP

Mayer Brown LLP is an experienced advisor on cross-border structured financing and impresses in particular with its expertise in the asset-based lending field. In relation to the issuance and sale of structured products, national and international issuers also access the team's regulatory capacities – for which practice head Patrick Scholl, who made equity partner in January 2021, is particularly known. This also includes derivatives and clearing, which results in regular instructions pertaining to portfolio transfers and derivatives regulation implementation.

Practice head(s):

Patrick Scholl

Other key lawyers:

Andreas Lange

Testimonials

‘High professional competence; good market knowledge; constructive.’

‘Open to new developments and close to the needs of the market.’

‘Good networking in the market, especially in relation to ISDA topics.’

‘Very wide range from DCM to OTC derivatives.’

A strong team with a high level of professional expertise, both in legal and economic terms. The client receives bespoke solutions in which effort and output are always in well-considered ratio. In the search for solutions, new paths are always being thought through and taken.’

‘Dr. Patrick Scholl: one of the few in the market with expertise in OTC derivatives (ISDA and DRV) and capital market products, from DCM to structured products.’

Dr. Patrick Scholl: outstanding legal and economic expertise with a very good understanding of products, the market and requirements of the client.’