Firms To Watch: Securitisation

gunnercooke LLP launched its securitisation practice in 2021 with the hire of experienced partner Conor Downey from Paul Hastings LLP. Downey focuses exclusively on the financing, restructuring and securitisation of real estate and real estate debt.

x

Thumbs upLive

Clients are currently raving about this firm’s Billing Transparency in Corporate/Commercial

View Firm Profile

Securitisation in London

Allen & Overy LLP

The securitisation practice at Allen & Overy LLP is ‘so dominant in the market that they are always fully up-to-speed with developments and able to propose innovative new market practices‘. Salim Nathoo leads the group of seven partners and his recent work includes advising mortgage loan specialist Together Financial Services Limited on a £200m commercial real estate transaction. Sally Onions ‘brings a strong commercial understanding to the table, and navigates through any and all issues as they arise‘. She assisted Yorkshire Building Society with one of the first social RMBS transactions, a £2bn deal in line with social bond principles. Key partner Lucy Oddy acted for a global financial institution on Project Lantana, which involved the 512m refinancing of the Wall, Morag and MAQ UK RPL portfolios via RMBS. Franz Ranero is the main partner handling the firm’s burgeoning CLO practice. Emerging partner talent Iona Misheva ‘has a nice balance between conservatism and pragmatism‘. Senior associate Tim Monahan, whose work includes auto loan and consumer finance securitisation, ‘provides excellent technical advice in a timely and efficient manner‘.

Practice head(s):

Salim Nathoo

Other key lawyers:

Iona Misheva; Lucy Oddy; Sally Onions; Isabel Tinsley; Tim Monahan; Franz Ranero; Charles Toland

Testimonials

‘The team is so dominant in the market that they are always fully up-to-speed with developments and able to propose innovative new market practices. Most importantly, A&O has a very strong bench – they aren’t reliant entirely on one or two associates to work on a transaction.’

‘We primarily work with Iona Misheva. Iona is unusually numerate by legal standards and is one of the few partners we’ve worked with who truly can draft well. She also has a nice balance between conservatism and pragmatism – she’s rarely academic for the sake of being academic, but does hold her ground where points are truly meaningful.’

‘Sally Onions in particular is exceptional; she is able to bring a strong commercial understanding to the table, and navigate through any and all issues as they arise.’

‘The A&O team is the most knowledgeable in the market, they are thought leaders with a deep bench of talent. Excellent technical advice goes without saying but they also have an excellent understanding of our commercial and business drivers.’

‘Iona Misheva and Tim Monahan are both standouts. They provide excellent technical advice in a timely and efficient manner, making it clear they value our relationship. They are client focused and always pragmatic in their approach.’

‘We work closely with Salim Nathoo and Charles Toland. Their knowledge of the market is first-in-class. Salim is an exceptional partner for his extreme depth of knowledge and accessibility when required especially on tougher, emerging issues. They are also a pleasure to work with and they are keen to ensure that the relationship remains strong.’

‘We have worked very closely with the A&O Securitisation team for many years. Their work is outstanding and their knowledge of the market is second to none. They also look for ways to add value and provide know-how and general insights when required. Their collaboration across teams is truly exceptional.’

‘They are very knowledgeable and at the forefront of regulations and processes.’

Clifford Chance LLP

At Clifford Chance LLP ‘the team shines by its strength in depth‘, and clients remark that the firm is ‘undoubtedly one of the strongest in the London market, if not the strongest‘. ‘All the partners in the team are leaders in their field, across all asset classes, and are all ably supported by very solid associates‘, notes one source. Head of the international structured debt group Kevin Ingram and co-head of structured asset-backed and real estate finance Maggie Zhao oversee the firm’s securitisation work. Key partner Christopher Walsh‘s work for arrangers, originators and investors covers RMBS, NPLs, CMBS and consumer loans deals. Emma Matebalavu is highly recommended for RMBS and CMBS transactions. She assisted Goldman Sachs International and Barclays Bank with a £496m CMBS deal secured on 113 predominantly last-mile logistic properties located in Denmark, Finland, France, Germany, Ireland, Spain and The Netherlands. Simeon Radcliff focuses predominantly on multi-jurisdictional trade receivables finance. Jessica Littlewood leads the global synthetic CLO practice and the European cash CLO practice. She acted for NIBC Bank in a €458m ESG-compliant North Westerly VII CLO. Emerging partner talents Adam Craig and Will Sutton play pivotal roles in deals across many asset classes.

Practice head(s):

Kevin Ingram; Maggie Zhao

Other key lawyers:

Christopher Walsh; Emma Matebalavu; Jessica Littlewood; Adam Craig; Will Sutton; Simeon Radcliff

Testimonials

‘The team is undoubtedly one of the strongest in the London market, if not the strongest.’

‘All the partners are in the team are leaders in their field, across all asset classes, and are all ably supported by very solid associates.’

‘CC has over the years become very much our “go-to” firm for securitisation.’

‘The team shines by its strength in depth – but I had to highlight two specific individuals I would mention Chris Walsh in RMBS and Emma Matebalavu for CMBS.’

Key clients

118 118 Money

Apollo

Bain Capital

Bank of America

Barclays

Blackstone

BNP Paribas

Cerberus

Citi

Close Brothers

Credit Agricole Corporate and Investment Bank

Credit Suisse

Davidson Kempner

Deutsche Bank

Elliott

Goldman Sachs

HSBC

ING

JP Morgan

Lloyds Bank

Morgan Stanley

National Australia Bank

Natixis

NatWest Markets

NewDay

Rothesay Life

Shawbrook Bank

Standard Chartered

Work highlights

  • Advised BNP Paribas (as Arranger and JLM), Lloyds Bank Corporate Markets plcs and National Australia Bank Limited as JLMs on Finsbury Square 2021-1 Green, Kensington Mortgages £817.5m inaugural Green Bond aligning with the ICMA Green Bond Principles of 2018.
  • Advised 118 118 Money on the near simultaneous establishment of two private securitisations and one corporate asset-backed facility, providing total funding of up to £580 million refinancing their entire business into structured finance products.
  • Advised Deutsche Bank AG on Sage AR Funding 2021 PLC, the second social housing CMBS on the market.

Linklaters LLP

Linklaters LLP is ‘one of the most prominent structured finance and securitisation practices in the UK and Europe and it has been at the forefront of the market for many years, advising banks and other market participants on regulatory and legal changes across asset classes‘. The firm is active for major players across all asset classes, and has a growing niche among non-bank mortgage originators. Mark Nuttall leads the firm’s structured finance group, founded by standout securitisation partner Julian Davies. Adam Fogarty, who handles CMBS, RMBS and ABS transactions, acted for PIMCO in a £325m securitisation of non-performing electricity invoices for Public Power Corporation in Greece. Andrew Vickery leads the firm’s finance group and its covered bond practice. He assisted TwentyFour Asset Management with a £288m RMBS backed by owner-occupied mortgage loans secured on properties in the UK. Among the firm’s emerging partner talents, Alexander Shopov is ‘clever, hardworking and technically unbeatable‘, Reza Taylor is ‘creative and finds solutions others might overlook‘, and Thomas Quoroll has ‘an amazing ability to juggle multiple difficult matters and comfortably outperforms many partners from other firms‘. Manging associate Aditi Srivastava also plays a key role in the practice.

Practice head(s):

Mark Nuttall

Other key lawyers:

Julian Davies; Mark Drury; Adam Fogarty; Andrew Vickery; Alexander Shopov; Reza Taylor; Thomas Quoroll; Aditi Srivastava; Alex Shopov

Testimonials

‘The customer service and attention to detail is great. Responsiveness is fantastic, no matter what time/day.’

‘Alex Shopov is technically unbeatable. Clever, hardworking and wants to deliver the very best service. Tom Quoroll is pragmatic, hands on and will find a solution that works for all sides. Amazing ability to juggle multiple difficult matters and comfortably outperforms many partners from other firms on matters he works on.’

‘Mark Drury and team make you feel like you are always their most important client. Even when not mandated on a specific item you feel like you can trouble them any time of the day and will get a prompt answer.’

‘Linklaters is one of the most prominent structured finance and securitisation practices in the UK and Europe. The London team around Andy Vickery has been at the forefront of the market for many years, advising banks and other market participants on regulatory and legal changes across asset classes.’

‘Andy Vickery provides oversight to deal teams and input on topics with sector wide relevance. He is highly experienced and well connected within the industry.’

‘Without doubt the firm I would go to for a difficult deal. Partners and associates have high standards and you know you’ll get the best service a law firm can offer.’

‘Partners are hands on and don’t simply jump in at the end of deal whilst leaving juniors to drown at the early stages. They look ahead to avoid problems.’

Key clients

SGS Finco Limited (SGS FinCo)

Cerberus

Invesco European RR L.P.

Alcentra Limited

Pacific Investment Management Company (PIMCO)

Morgan Stanley & Co. International plc

TwentyFour Asset Management (24AM)

Work highlights

  • Advised Cerberus on the first equity release mortgage since the financial crisis for Cerberus (Matter 2) and the £1bn SORD refinancing which was inspired by our CLO experts drew on structuring inspiration from the CLO market.
  • Advised Morgan Stanley & Co. International plc on a Lone Star sponsored €220m Spanish securitisation backed by a portfolio of mostly Spanish non-performing residential mortgage loans and REO assets, a first for Lone Star in Spain.
  • Advising Alcentra Limited with respect to the refinancing of three of their CLOs which they did over a short period of time to be able to take advantage of favourable market conditions.

Ashurst

The securitisation practice at Ashurst ‘combines in-depth expertise in structured finance with commercial flexibility to adapt to specific situations‘. One client reports that the firm is ‘very client-focused, with real strength and depth of team, and a very safe pair of hands‘. Established in 2018, the securitisation practice has quickly grown its market presence, particularly in the core areas of public RMBS, auto ABS and trade receivables. Jonathan Walsh (who is ‘an industry stalwart, a fountain of knowledge and at the top of his field‘) and Thomas Picton are the partners in the practice. Walsh acted for seller Panelview DAC in the securitisation of more than of €1bn of Irish non-performing residential mortgages in excess. Among Picton’s many highlights was his work for Bank of America on a £570m RMBS, following which notes were issued by Blitzen Securities No.1 plc. Senior associate Theodoros Kotsiras, who joined from Clifford Chance LLP, adds experience in covered bonds, RMBS, auto loans and NPL deals.

Practice head(s):

Jonathan Walsh; Tom Picton

Other key lawyers:

Theodoros Kotsiras

Testimonials

‘The Ashurst team combines in-depth expertise in structured finance with commercial flexibility to adapt to specific situations.’

‘In particular, Jonathan Walsh stands out among structured finance practitioners by his innovative approach and his fully up-to-date awareness of the latest developments in the securitization arena.’

‘Very high quality team, partners and associates. Combine excellent legal capabilities with being user-friendly and commercial. Work very well in multi-jurisdictional transactions.’

‘High-quality lawyers but with very good business understanding. Jonathan Walsh is extremely knowledgeable and vastly experienced, not much he hasn’t seen. Tom Picton is an up-and-coming star, very good lawyer and very easy to deal with.’

‘The team has a lot of experience, understanding of the client and business, and respect for other practitioners. It combines a strong commercial approach with expertise of the field and legal fields.’

‘Jonathan Walsh is an outstanding specialist, who can ease discussions with a few jokes and is strong in negotiations.’

‘Very client-focused, real strength and depth of team. Always willing to take the time to invest in a client relationship and understand the pressures and issues that clients have. Very safe pair of hands and we trust them with the advice they give and also how they communicate with the other side.’

‘Jonathan Walsh is such an industry stalwart. He is a fountain of knowledge, the top of his field. Stays very calm. Is very practicable and we trust him to represent us on our deals. Jonathan is always a first port of call for any industry wide queries. He’s a real pleasure to work with.’

Key clients

Shawbrook Bank

Santander UK plc

Lloyds Bank Corporate Markets

BNP Paribas

Keystone Property Finance

Bank of America

Glenhawk Financial Services

Credit Suisse

Castlelake LP

Duologi Finance

CarFinance 247

The Royal Bank of Canada

Work highlights

  • Advised new lender 247 Money on its inaugural private securitisation.
  • Advised Panelview DAC as Seller in relation to the securitisation of Irish non-performing residential mortgages in excess of €1 billion.
  • Advised Lloyds Bank Corporate Markets and BoFA Securities as Co-Arrangers and Joint Lead Managers and Barclays Bank plc as Joint Lead Manager on the Lanebrook 2021-1 securitisation of BTL loans originated by The Mortgage Lender and acquired by Shawbrook Bank.

Cadwalader, Wickersham & Taft LLP

Cadwalader, Wickersham & Taft LLP has ‘an outstanding combination of technical lawyers, market thought-leaders and grafters, and the firm is back to its former stellar position‘. The firm handles the full spectrum of work from traditional CLO and ABS transactions to securitising niche or cutting-edge asset classes across established and new jurisdictions. The firm has a deep bench of partners focused on structured finance, among them Stephen Day and Suzanne Bell, who frequently advise financial institutions and corporations in Europe and the US on complex cross-border deals. Matthew Duncan is known for innovative first-of-kind transactions, and he assisted RGA Americas Reinsurance Company, Ltd and RGA UK Services Limited with the establishment of a £356m UK equity release mortgage-backed securities programme. CLO expert David Quirolo is ‘unsurpassed in terms of technical ability‘. CLO specialists Daniel Tobias and Claire Puddicombe are ‘excellent technical and practical lawyers‘. Robert Cannon, who handles CDOs, CLOs, mortgage securitisations and commercial paper conduits, is among the firm’s up-and-coming partners, as is Sabah Nawaz, who acts for funds and corporate borrowers. Nick Shiren is a key adviser on derivatives and structured credit.

Practice head(s):

Suzanne Bell; Robert Cannon; Stephen Day; Matthew Duncan; Sabah Nawaz; Claire Puddicombe; David Quirolo; Nick Shiren; Daniel Tobias

Other key lawyers:

Alex Collins

Testimonials

‘An outstanding combination of technical lawyers, market thought-leaders and grafters. Excellent graft of the commercial requirements of their clients and what needs to be done to get a deal over the line. CWT is back to its former stellar position.’

‘David Quirolo is both an excellent technical lawyer with broad and deep regulatory knowledge and a savvy commercial operator. Partners Dan Tobias and Claire Puddicombe are excellent technical and practical lawyers and they are rebuilding a deep bench of associates.’

‘Market leading CLO and securitisation team. We instruct this firm on our most technically challenging matters. A strong team that understands the securitisation regulation like nobody else on the street.’

‘David Quirolo is unsurpassed in terms of technical ability. His regulatory knowledge is extensive and he’s first out the gates in terms of keeping clients appraised of how market/regulatory changes affect our business. Standout ‘of counsel’ in David’s team is Alex Collins.’

‘Daniel Tobias – one of the few partners in the CLO space who is very hands on. Very competent and readily available. Problem solving mind set and very pleasant to work with.’

‘CWT are thought leaders in securitisation and one of the leading law firms in the space. CWT have represented our firm on numerous CLO transactions and have consistently demonstrated their competence, innovation and in depth knowledge of the market.’

‘Claire Puddicombe is very detail-oriented. She can be relied on to consider all the risks of a particular issue and to flag them to clients so that it can be considered. She is easy to communicate with and always cheerful which makes it a pleasure to work with her.’

‘Alex Collins (special counsel) knows exactly the needs of the client. He takes the time to understand the requirements and is able to deliver work accurately within tight timelines. He is easy to talk to, and his commercial understanding and easy going nature means he is able to negotiate effectively with counterparties to achieve the best outcome for clients.’

Key clients

AMAG leasing

Assicurazioni Generali S.p.A

Belmont Green Finance Limited

China Property & Casualty Reinsurance Co., Ltd.

Coöperatieve Rabobank U.A.

Credit Suisse

Deutsche Bank

Insight Investment Management

Investec Bank Plc

NN Group NV

One William Street

Premium Credit Limited

RGA Americas Reinsurance Company, Ltd

Santander

Work highlights

  • Advised Credit Suisse, as arranger and placement agent, on the first CRE CLO in Europe since the credit crisis.
  • Advised Deutsche Bank on €400 Million market leading ESG CLO.
  • Advised Investec on €1 Billion secured on note programme.

Dentons

The lawyers at Dentons are ‘very approachable and knowledgeable on securitisation matters and talk in an easy-to-understand manner.‘ ‘They pull together to deliver the work required and provide great communication‘, remarks one source, noting that the firm offers ‘‘excellent professional service, providing timely and high-quality advice on complex securitisation matters‘. The firm is best known for its work on mortgage loan transactions, trade receivables, and securitisations of corporate loans, trade finance receivables and auto loans. Peter Voisey, who is ‘an expert in his field, very experienced in secured funding matters and communicates very clearly‘, leads the practice along with Edward Hickman, who focuses on loan portfolio sales, financing and servicing across Europe. Voisey acted for Coventry Building Society in a the update of its RMBS programme and the issuance of £350m in notes thereunder. Hickman led a team that assisted Oaktree Capital with the first European non-performing loan securitisation structured to be offered to US investors. Catriona ’Kitty’ Lloyd is highly regarded for her advice to trustees, security agents, custodians, cash managers, account banks and other agency providers on securitisation.

Practice head(s):

Peter Voisey; Edward Hickman

Other key lawyers:

Catriona ‘Kitty’ Lloyd

Testimonials

‘They are very approachable and knowledgeable on securitisation matters and talk in an easy to understand manner.’

‘They pull together to deliver the work required and provide great communication.’

‘The partner we deal with (Peter Voisey) is very experienced in secured funding matters. He and the team are always available to discuss matters and provide regular updates.’

‘They communicate very clearly and provide updates on regulatory development as and when required.’

‘Excellent professional service providing timely high quality advice on complex securitisation matters.’

‘Peter Voisey is an expert in his field.’

Work highlights

  • Advised Coventry Building Society on its update of RMBS programme, Economic Master Issuer PLC, and issue of £350 million series 2021-1 notes under the programme.
  • Advising a leading UK retail bank on a series of private securitisation programmes, by which they funded a number of accredited Fintech lending platforms under the British Business Bank’s Coronavirus Business Interruption Loans (CBILs) and Recovery Loan Schemes.
  • Advising Charter Court Financial Services Group Plc in successfully completing negative consent processes in relation to Notes and Residual Certificates issued by Charter Mortgage Funding 2018-1 PLC, Precise Mortgage Funding 2018-2B PLC and Precise Mortgage Funding 2018-1B PLC.

Herbert Smith Freehills LLP

Herbert Smith Freehills LLP has ‘a large, market-leading practice that provides pragmatic, timely and highly intelligent legal advice always‘. The firm continues to be at the forefront of novel deals, including deals based on equity release mortgages. The firm has three standout partners for securitisation, with Michael Poulton a well-established name in the market, Jake Jackaman a key adviser on practice includes whole business securitisations, development loan and other receivables securitisations, and Joy Amis making her mark in new structures, products and jurisdictions. Poulton, who is ‘very commercial and cuts through complex issues‘, acted for Virgin Atlantic Airways Limited in a ground-breaking securitisation financing using its landing and take-off slot portfolio at Heathrow airport as security for the debt. Jackaman advised Bazalgette Tunnel Limited on a £300m issue under a £10bn programme that is part of its whole business securitisation platform. Amis assisted Morgan Stanley as arranger of the €175m 2022 Clavel Residential RMBS, backed by a portfolio of Spanish mortgage participations and mortgage transfer certificates. The firm also has a versatile team of associates, among whom senior associate Victoria Salisbury stands out.

Practice head(s):

Michael Poulton; Jake Jackaman; Joy Amis

Other key lawyers:

Victoria Salisbury; Oindrila Bhowmik; Charlene Kong

Testimonials

‘Having tackled multiple securitisations with the HSF team, as well the inclusion of new funders or amends to existing documents, I am continually impressed with their ability to understand the business requirement and deliver. They have brought in US counsel or other relevant HSF teams seamlessly and cost-efficiently.’

‘Joy Amis has a unique ability to unpick commercial stalemates, bring a considered pragmatism to document mark ups and translate nuanced business needs onto paper – all whilst being an oasis of reassurance in fast paced transactions.’

‘We work with Michael Poulton (Partner) and Victoria Salisbury (Senior Associate). They work well together with each other and as a team. Michael is very commercial and cuts through complex issues, Victoria is a great combination of meticulous and easy to deal with.’

‘Joy Amis – Very strong on detail and mechanics of securitisation transactions. Calm approach to commercial disputes provides a backdrop for principals to agree.’

‘They gelled with the commercial team very quickly and their support has been pragmatic and efficient.’

‘A large, market-leading practice with a good split between partners with industry experience and career lawyers. Pragmatic, timely and highly intelligent legal advice always.’

‘Joy Amis and her team are a pleasure to work with, commercial, analytical, measured and excellent communicators of the finer points of law the deal complexities.’

‘An extremely knowledgeable and experienced team. Access to Partners is second to none even for smaller clients. A very professional team with diversity of background and experience.’

Key clients

Blue Motor Finance Limited

BNP Paribas

Citicorp Trustee Company Limited

Crédit Agricole Corporate and Investment Bank (CACIB)

East Lodge Capital

Fleet Mortgages Limited

LendInvest plc

Lloyds Bank Corporate Markets plc

Molo Finance

Morgan Stanley

Silbury Finance

Tideway

UK Mortgage Lending (formerly Optimum Credit)

Virgin Atlantic

Work highlights

  • Acted for Merrill Lynch International as Arranger and sole Lead Manager on a public securitisation of equity release mortgages originated by More 2 Life Limited and sold by RGA Americas Reinsurance Company, Ltd.
  • Advised Morgan Stanley as Arranger and sole Lead Manager on the 2022 Clavel Residential RMBS, backed by a portfolio acquisition of Spanish mortgage participations and mortgage transfer certificates issued by Banco Bilbao Vizcaya Argentaria.
  • Advised new fintech client Molo Finance on the establishment of a forward flow arrangement with Rothesay to fund the origination of its innovative “FlexLife Mortgage” product with a fixed interest rate of up to 40 years.

Hogan Lovells International LLP

Hogan Lovells International LLP stands out for the breadth of its securitisation practice, which handles public and private deals backed by both traditional and emerging asset classes. Its work spans standalone issues, master trusts, programmes, conduit structures and portfolio sales. The firm is among the leading players in automotive and lease transactions, and it recently acted for Volkswagen Financial Services UK, Mercedes Benz Financial Services UK and RCI Bank UK on their sales of securitised portfolios of auto loans. It is also a key adviser on RMBS transactions, and standout partner Julian Craughan acted for Enra Specialist Finance in a £425m transactions backed by mixed mortgage receivables secured on properties in England, Wales and Scotland. Among the deals handled by key partner Tauhid Ijaz are two public Dutch RMBS transactions, a restructuring of a significant European healthcare receivables securitisation, a UK lifetime residential mortgage securitisation. He advised Goldman Sachs on an asset based financing of the e-scooter fleet of Tier Mobility GmbH. US-qualified partner Dennis Dillon also plays a pivotal role in the practice.

Practice head(s):

Julian Craughan; Tauhid Ijaz

Other key lawyers:

Dennis Dillon

Key clients

Volkswagen (including Volkswagen Financial Services (UK) Limited)

Zopa Limited

HSBC Bank PLC

Banco Santander S.A

Citigroup Global Markets Limited

BNP Paribas

Merrill Lynch International

Standard Chartered Bank

Brookfield

Enra Group Limited

Mercedes Benz Financial Services

RCI Financial Services

Bank of America

National Air Traffic Services

Taulia inc.

Quantum Mortgages

Affinity Water Limited

Department for Education

Ambac Assurance UK Limited

Apollo Asset Management

Deutsche Bank Group

Societe Generale

Barclays PLC

Work highlights

  • Advising National Air Traffic Services on a £1.6bn refinancing transaction which involved replacing the existing complex whole business securitisation structure with a more typical of an investment grade borrower.
  • Advising Ambac Assurance UK as financial guarantor on the restructuring of an Italian healthcare receivables transaction.
  • Advising Taulia Inc in relation to the design, document and launch their innovative multi-funder financing platform, a first-in market financing model for supply chain financing.

Latham & Watkins

Latham & Watkins has ‘a very experienced team that works very well together, is extremely commercial and always takes the business view into account when providing legal analysis‘. One client calls it ‘a true full-service firm that can deliver when others claim to do so but fall short‘. The firm handles the full spectrum of public and private securitisations, structures, and asset classes, including cash and synthetic CLOs, trade receivables, whole business securitisations, RMBS, CMBS, auto ABS, consumer loans, NPLs, credit cards and other esoteric asset classes. Sanjev Warna-Kula-Suriya leads the structured finance and securitisation practice. He assisted Goldman Sachs with a £550m deal as part of a refinancing of McLaren’s existing debt. Stephen Curtis and Jeremiah Wagner, who acted for Citibank in financing the purchase by Prodigy Finance CM2021-2 Designated Activity Company of student loan receivables, are regarded as market-leading practitioners. Thomas Cochran plays an increasingly important role in the practice; he acted for Startline Motor Finance in the £295m issuance of notes backed by auto loan hire purchase receivables. Alex Martin, who joined in 2021 from Weil, Gotshal & Manges (London) LLP, boosts the firm’s standing in the CLO market.

Practice head(s):

Sanjev Warna-Kula-Suriya

Other key lawyers:

Stephen Curtis; Jeremiah Wagner; Thomas Cochran; Alex Martin

Testimonials

‘A very experienced team that works very well together – knows our business extremely well and our always willing to help out on as hoc projects – they do not “turn the clock on” every time you call them and are very reasonable on billing – extremely commercial and always takes the business view in to account when providing legal analysis.’

‘There are no egos which makes them very easy to deal with.’

‘They are genuinely nice people which is always a good starting point, and they go above and beyond their role and keep us up-to-date on what they are seeing our peers do, from a legal perspective.’

‘A true full-service firm that can deliver when others claim to do so but fall short.’

‘Hardworking, timely with a high “first attempt” hit rate, which is valuable.’

‘The hire of an experienced partner such as Steve Curtis was a great move as he has earned his stripes many times over at his previous firm.’

Key clients

Goldman Sachs

JP Morgan

Citibank

Deutsche Bank

Startline Motor Finance

Credit Suisse

Blackstone

BlackRock

BNP Paribas

Chenavari Credit Partners

Mayer Brown International LLP

Mayer Brown International LLP has ‘a great team with strong sector and legal knowledge, willing to put the resources necessary to deliver the required results‘. One source remarks that ‘the team impresses not only with its capacity to handle various deals at one time but also with its growing role in the market‘. The firm has experienced a sharp rise in corporate securities and receivables work, which includes a large volume of technology deals, and it continues to advise the full spectrum of market participants including investment banks, alternative credit providers, private equity and hedge funds, asset managers, pension funds, insurance companies and multinationals. Global co-head of banking and finance Dominic Griffiths is ‘at the top of the game for securitisation and structured finance transactions‘. He acted for BNP Paribas, Citibank and Citigroup in a $3bn cross-border securitisation of trade receivables originated by subsidiaries of Chinese technology company Lenovo Group. David O’Connor is a go-to lawyer for the largest and most prominent investment banks in the CMBS and RMBS market. Dasha Sobornova is increasingly visible in the CLO market, advising arrangers, investment managers and corporate service providers.

Practice head(s):

Dominic Griffiths; David O’Connor

Other key lawyers:

Francois-Regis Gonon; Dasha Sobornova

Testimonials

‘A great team with strong sector and legal knowledge, willing to put the resources necessary to deliver the required results.’

‘Dominic Griffiths and Francois-Regis Gonon have been instrumental in helping deliver the transaction advice and documentation at a high standard and with tight deadlines.’

‘The team advises on the full spectrum of debt capital markets and structured finance transactions always granting high quality performance and partners’ presence in all the transactions.’

‘The team has impressed not only with its capacity to handle various deals at one time but also with its growing role on the market.’

‘The teams is probably the best on the UK market for pan-european securitisation transactions.’

‘Dominic Griffiths is at the top of the game for securitisation and structured finance transactions. He also knows very well the Italian securitisation market and normally puts a mark of excellence also on the transaction whereby an Italian leg is involved.’

Key clients

BNP Paribas

Citibank

Citigroup

Norton Rose Fulbright

Norton Rose Fulbright has a strong focus on residential mortgage-backed transactions, both domestic and cross-border, though it is also recognised for its expertise in covered bonds, trade receivables and SME lending. David Shearer leads the practice and clients remark that he ‘has a keen eye for detail and his advice is always very helpful without being overly dogmatic‘. He acted for Al Rayan Bank in the successful redemption and unwinding of its groundbreaking £250m sharia-compliant UK RMBS Tolkien Funding Sukuk No.1 plc. He also assisted Africa Finance Corporation with the securitisation of its participation in a loan facility through a platform established by Tradeteq. The vastly experienced Sandrine Sauvel is highly regarded by her peers for advising arrangers, originators, trustees, rating agencies and monoline guarantors. Counsel Rae Parsons is lauded by clients for her work on receivables financings, RMBS, auto-lease receivables, and credit card receivables structures. She worked with Shearer on the amendment and restatement of a note purchase facility for 777 Partners.

Practice head(s):

David Shearer

Other key lawyers:

Sandrine Sauvel; Rae Parsons

Testimonials

‘Partner David Shearer is very knowledgeable, sounds very confident and was always available and involved.’

‘Counsel Rae Parsons was quite impressive on various aspects of the transaction.’

‘NRF have helped us with respect to certain private Australian ABS securitisations through their Sydney and London offices. They are one of the few firms to have such capability.’

‘In particular David Shearer in the London office is able to provide detailed SecReg advice alongside associate Rae Parsons in the context of Australian issuers.’

‘David Shearer is super knowledgeable and very easy to work with. He has a keen eye for detail and his advice is always very helpful without being overly dogmatic.’

Key clients

Al Rayan Bank

National Bank of Canada

Royal Bank of Canada

Bank of Montreal

Barclays Capital and TD Securities

Bank of Nova Scotia

Federation des Caisses Desjardins du Quebec and CIBC)

Royal Bank of Scotland

777 Partners

Africa Finance Corporation

Work highlights

  • Advised Al Rayan Bank on the successful redemption and unwinding of their ground breaking Sharia compliant UK RMBS.
  • Acting for Africa Finance Corporation in the securitisation of its participation in a loan facility.
  • Acting for 777 Partners in connection with amendment and restatement of a note purchase facility under which Trans Atlantic Mortgages Limited issued notes with the note proceeds to be used by it to fund its purchase of equity release mortgages.

Paul Hastings LLP

Paul Hastings LLP has ‘a leading financing and structuring expertise for sophisticated and complicated transactions‘. The firm handles complex and often business-critical securitisation mandates, particularly in the CLO market, and it remains active in large and high-profile NPL transactions. The ‘exceptionalMiles Flynn, standout CLO partner Cameron Saylor and ‘incredible leader and people managerPaul Severs head the practice. Saylor assisted Acer Tree Investment Management LLP with a the establishment of CLO platform and its €400m debut CLO thereunder. Severs assisted Kensington Mortgage Company with the Finsbury Square 2021-1 Green Plc, a UK-first green RMBS transaction. Mei Lian has extensive experience in the Greek market. She acted for Piraeus Bank S.A. in its Sunrise I and Sunrise II securitisations of Greek secured and unsecured non-performing loans, which had a total value of €7.2bn. Newly promoted partner Victoria Morton is recommended for RMBS and large loan portfolio acquisitions. She worked with associate Timothy Earle worked on key RMBS deals for KMC with a value of £1.5bn.

Practice head(s):

Miles Flynn; Cameron Saylor; Paul Severs

Other key lawyers:

Victoria Morton; Tim Earle

Testimonials

‘A leading financing and structuring expertise for sophisticated and complicated transactions. Miles Flynn is exceptional.’

‘Very dependable service from lead partner Paul Severs. Increasingly strong team also beneath Paul Severs with excellent market knowledge and smart-thinking thrown into the mix to create a valued relationship between client and lawyer.’

‘Paul Severs shows consistent out-performance as a top structured finance lawyer. Able to address a wide range of issues and also be a conduit for other expertise within both current and previous firms he has been at.’

‘The engagement that you get from the Paul Hastings team is unrivalled particularly given the way large scale legal practice has evolved over the last 10 years or so. You get consistent, direct contact with the same senior points of contact as well as juniors that are competent in relative terms.’

‘Paul Severs is an incredible leader and people manager. There is no matter Paul is not able to advise us on notwithstanding his specific expertise in securitisation, he also assists with general corporate restructurings amongst other things.’

‘Victoria Morton – my main contact and a real superstar. Victoria has managed almost all of the deals we have done over the last years or so. Counterparties are quick to highlight how well things run when she is involved in a trade. I could not manage without her. Tim Earle – a relatively new addition to the team but very dependable.’

‘Expertise through many years of experience in the securitisation, capital markets and banking areas.’

‘Dedication, client relationship and able to provide excellent advice through many years of experience in this sector.’

Key clients

Kensington Mortgage Company Limited

Bluestone Mortgages Limited

The Mortgage Lender

Deutsche Bank

Fairfield

Mount Street

Oplo Group and Tandem Bank

LiveMore Capital Limited

Balbec Capital LP

Consensus Business Group

Link Mortgage Servicing

ING Bank

DRC Capital

Fairhold Finance

OakNorth

Together

Piraeus Bank S.A.

doValue S.p.A.

Work highlights

  • Advised Kensington Mortgage Company on the Gemgarto 2021-1 and the Finsbury Square 2021-1 Green RMBSs.
  • Advised Piraeus Bank on its “Sunrise I” and “Sunrise II” securitisations of Greek secured and unsecured non-performing loans.
  • Acting for Goldman Sachs in relation to a €295.3 million CMBS collateralised by two loans.

Reed Smith LLP

The partners at Reed Smith LLP are ‘very responsive and proactive, and they break things down in to simple language, avoiding heavy legal jargon‘. One source remarks that the firm has ‘top-rated industry knowledge and expertise, dynamically but simply distilled, and the client service is second to none‘. The firm is best known for its work on the trustee side, but it continues to broaden the scope of its securitisation practice. EMEA managing partner Tamara Box leads the firm’s structured finance group. She recently handled a major acquisition of non-performing loans in a deal worth approximately $1.5bn. Simon Hugo handles deals across a wide array of asset classes, as well as advising on defaults, distressed investing and special situations in the securitisation market. Jason Richardson stands out for his advice on CMBS, NPL transactions and synthetic securitisations. Up-and-coming partner Sarah Caldwell handles cross-border RMBS and CMBS deals, and clients describe her as ‘a technically excellent, strategic, calm, articulate and robust negotiator‘. Newly promoted partner Nathan Menon is also highly recommended.

Practice head(s):

Tamara Box

Other key lawyers:

Simon Hugo; Jason Richardson; Sarah Caldwell; Nathan Menon

Testimonials

‘They are very responsive and proactive. They break things down in to simple language, avoiding heavy legal jargon.’

‘Top-rated industry knowledge and expertise, dynamically but simply distilled, and client service is second to none. The team are incredibly well mobilised: fast, responsive, focused and pragmatic, also strategic and assertive negotiators and transparent and innovative around cost.’

‘Sarah Caldwell: A leader. Technically excellent, strategic, a calm, articulate and robust negotiator who cuts through minutae without losing the necessary detail and gets the deal done. A pleasure to work with.’

‘Broad expertise of the practice on relevant fields for me as a customer and outstanding people.’

‘High stability and customer orientation: extremely high level of sensitivity to my needs as a customer, individuals at ReedSmith listen to my needs and this allows them to serve me best.’

‘The Reed Smith team combine a breadth of industry experience across a number of securitisation specialisms and asset classes, with a really approachable, can-do attitude to getting a deal over the line. We really enjoy working with the Reed Smith securitisation team.’

‘Simon Hugo and Sarah Caldwell are great to work with, provide clear guidance and are friendly and effective.’

‘Simon Hugo and Nathan Menon are friendly and approachable.’

Sidley Austin LLP

Sidley Austin LLP joins the ranking on the strength of its deep bench of structured finance experts, who are ‘very knowledgeable in the securitisation area and show tremendous subject matter expertise across structural and regulatory aspects‘. The firm is best known for its manager-side work on CLOs, though it is also highly skilled in the securitisation of auto loans, NPLs, CMBS and consumer assets. Head of global finance Rupert Wall is an acknowledged expert in securitisation, particularly CLOs. He acted for Permira Credit in several public CLO transactions, among them the €410m Providus V European CLO, which was the first CLO in which Jefferies acted as arranger and which involved a number of innovative features such as a senior facility utilising a repo and two SPVs. He also advised blockchain company Ivno on an innovative asset-backed blockchain structure involving the issuance of tokens on a closed blockchain. Clients remark that he is ‘able to deploy his extensive experience and deep technical skills to the most challenging transactions‘. Senior counsel Nick Brittain has extensive experience across all asset classes, and Emilie Stewart, who joined from Vinson & Elkins RLLP, brings experience in real estate private equity and NPL transactions.

Practice head(s):

Rupert Wall

Other key lawyers:

Nick Brittain; Emilie Stewart

Testimonials

‘Rupert Wall is a standout individual. He is able to deploy his extensive experience and deep technical skills to the most challenging transactions. He is highly regarded in the market and incredibly solutions-focused.’

‘The lawyers at Sidley Austin are very knowledgeable in the securitisation area and show tremendous subject matter expertise across structural and regulatory aspects. They are available at all times to answer queries and provide good advice. There is always a friendly and committed atmosphere.’

‘Rupert Wall has very good industry knowledge of both European and US securitisation regulation. Inquiries are processed comprehensively, competently and very promptly. Rupert is my key contact; in general the team is very precise and assertive, even when negotiations become tough and difficult with CLO managers.’

‘Sidley’s key strengths are: Deep knowledge and expertise in the securitisation space (CLOs and fund financing). The team is detail-oriented and pushes hard to achieve the best position for the client. The team takes on a smaller number of deals but provides full focus on each deal, with the team working extremely hard to turn work around quickly and accurately.’

‘Rupert Wall (partner) – Rupert is extremely knowledgeable in both the subject matter (securitisation financing), as well as general legal topics. Throughout the transactions we worked on together, he was able to explain the issues clearly and logically, and guide us through the best options to find an optimal solution.’

‘Extremely diligent and innovative team at Sidley Austin under Rupert Wall. Strong competence in complex structured finance transactions. Rupert and team work drive deals forward and are key member to a deal team.’

‘I have personally worked with partner Rupert Wall for several years, including on multiple transactions over the past year. He is a standout individual in the market. Thorough, extremely experienced and knowledgeable as well as hands on and accessible.’

‘They are proactive, take time to understand the brief, confront significant technical challenges head on in a confident manner and stay resilient throughout until the deal completes. I think they relish and challenge and enjoy the intellectual journey.’

Key clients

Permira Credit

Lahi Tapiola

Spire Partners

Zenith

CVC Credit

Deutsche Bank

Polar Asset Management

Commerzbank

Ivno

Zurich Insurance

Work highlights

  • Advising Finnish insurance company LahiTapiola on the first non-bank, public, STS Finnish Auto Securitisation to come to market.
  • Advised CVC Credit, the most frequent issuing CLO manager globally (including within Europe) in 2021, on c. EUR 2bn of European CLO issuance in the review period.
  • Advised Ivno, a DLT/Blockchain firm,  on the structuring of a wholly innovative asset-backed blockchain structure involving the issuance of tokens on a closed blockchain, with the tokens backed by money-market-funds.

Simmons & Simmons

Clients of Simmons & Simmons are ‘confident in the team’s abilities to understand and execute often moving at a far faster pace than competitors‘. The firm handles the full spectrum of asset-backed finance and securitisation, including innovative, bespoke structures and market firsts. Practice head Michael Lorraine is ‘a standout partner who, on top of ensuring that his team executes in an accurate and efficient manner, is always able to add value on critical negotiations due to his ability to understand complex structures and situations to get the best outcomes‘. He continues to lead on alternative lender and fintech structures, while Amer Siddiqui handles high-profile public RMBS transactions. Kathryn James focuses on consumer loan transactions, James Grand leads the firm’s CLO practice, and James Bresslaw leads the firm’s standalone corporate trustee practice. US securities partner Charles Hawes worked with Siddiqui to assist Citibank on buy-to-let mortgage transactions with a combined value of more than €1.3bn. Counsel Kate Cofman-Nicoresti specialises in trade finance-related transactions.

Practice head(s):

Michael Lorraine

Other key lawyers:

Amer Siddiqui; Kathryn James; James Grand; James Bresslaw; Charles Hawes; Kate Cofman-Nicoresti; Matthew Mizzi

Testimonials

‘A very strong team with a good market reputation.’

‘Michael Lorraine (partner) – very knowledgeable but has an easygoing manner. Good at explaining difficult concepts to a client new to securitisation.’

‘Matthew Mizzi (senior associate) – industrious and keen to get the job done properly.’

‘The Simmons & Simmons team have worked with us on multiple securitisations as well a complex forward flow agreements for buy to let mortgages.’

‘Over the last year Simmons and Simmons facilitated a complex book transfer/purchase and securitisation transaction including complex reps and warrantees structures and innovative fee schedules – we are confident in the team’s abilities to understand and execute often moving at a far faster pace than competitors.’

‘The standout partner is Michael Lorraine who, on top of ensuring that his team executes in an accurate and efficient manner, is always able to add value on critical negotiations due to his ability to understand complex structures and situations to get the best outcomes.’

‘Simmons is generally very commercial in approach.’

‘We work closely with Michael Lorraine. Michael knows our business and understands our legal and commercial needs, and always ready to help us through issues as and when they arise.

Key clients

Bank of America Merrill Lynch

BNP Paribas

Citigroup

European Investment Fund

Funding Circle

Macquarie Group

Morgan Stanley

Natwest Markets

Sanne Group

Work highlights

  • Advised Citibank, N.A., London Branch as seller on the Glenbeigh 2 Issuer DAC and Glenbeigh 2 Issuer 2021-2 DAC securitisations of buy-to-let residential mortgages originated in Ireland.
  • Advised Citibank, N.A. London Branch as senior lender on BBB ENABLE Guarantee backed warehouse financing for ThinCats, in relation to the origination of a portfolio of SME loans of up £300,000,000.
  • Advised Citibank, N.A., London Branch as seller on the Canada Square Funding 2021-1 PLC, Canada Square Funding 2021-2 PLC and Canada Square Funding 6 PLC securitisations of mortgage loans originated by Fleet Mortgages Limited, Landbay Partners Limited, Topaz Finance and Hey Habito Ltd, secured over properties in England and Wales.

Weil, Gotshal & Manges (London) LLP

Weil, Gotshal & Manges LLP has ‘a nice balance of expertise with approachability and commerciality – they never forget you’re the client‘. The firm is the dominant force on the manager side of the CLO market, though its practice is increasingly broad. Its work on loan portfolio transactions including non-performing loans is highly regarded, and it is a growing force in forward flow deals and asset origination programmes. Head of the London structured finance and derivatives practice Jacky Kelly ‘has excellent experience and knowledge of the market‘. She recently acted on a €626m acquisition of non-performing loans, and provided regulatory advice to Goldman Sachs on US solar panel receivables-backed ABS issuances. Brian Maher is a key adviser to leading CLO manager Apollo Management International for new issuance and refinancings. Maher and counsel Taymour Keen, who works closely with Sixth Street Partners and Maslow Capital, are ‘very responsive, have a great breadth of experience and are commercially pragmatic‘.

Practice head(s):

Jacky Kelly

Other key lawyers:

Brian Maher; Taymour Keen; Luke Stowe

Testimonials

‘Brian Maher (partner) and Taymour Keen (counsel) are excellent lawyers to have on your team. Both very responsive, have a great breadth of experience and are commercially pragmatic.’

‘We find Weil Gotshal highly responsive, good knowledge of market practice and a strong understanding of our business requirements and our financial services products.’

‘We have a consistent team who have worked on our securitisation programme for many years.’

‘We have worked with Jacky Kelly for many years and she has excellent experience and knowledge of the market. Additionally she is very responsive in support to our programme. Jacky is supported by Luke Stowe who provides good and reliable back up.’

‘A nice balance of expertise with approachability and commerciality.’

‘They never forget you’re the client.’

‘A good blend across styles and strengths which complement well – from the technical through approachable to organised and clear.’

Key clients

Apollo

Deutsche Bank

M&G

The Very Group

Goldman Sachs

Sixth Street Partners

Maslow Capital

Credit Suisse

Redding Ridge

BlueBay

Fair Oaks

Guggenheim

Brigade

Work highlights

  • Advising a UK bank as arranger and playing a key role in the drafting and structuring of landmark ABS deal, the Pavillion Mortgages 2021-1A point-of-sale receivables securitisation.
  • Advising a major US private fund in relation to loan portfolios acquired over time and the subsequent packaging of those assets into a rare Spanish NPL securitisation.
  • Advising a European bank on an asset-backed financing to support the acquisition by a private equity-led consortium of a $1.1 billion music portfolio that includes more than 62,000 copyrights across the music genres including pop, rock and country by artists and songwriters.

White & Case LLP

White & Case LLP is ‘one of the best law firms in the field‘, according to one client, while another notes that the lawyers are ‘very focused, with legal and technical knowledge, and very business-oriented'. The firm has a long track record in innovative securitisations across many asset classes on behalf of banks, sponsors, issuers, investors and service providers. Its work spans CLOs, RMBS, covered bonds, CMBS, whole business deals and transactions backed by fleets, auto loans, receivables, inventory and esoteric assets. Practice head Chris McGarry is ‘a top expert in the market and always provides valuable advice‘. He advised Credit Suisse as arranger on the reset of Dryden Euro CLO 79 for PGIM, which included ESG-negative screening provisions. Debashis Dey, who works from both London and Dubai, focuses on advising funds on private securitisation transactions. Up-and-coming partner Tom Falkus ‘deserves a special mention as a go-to expert on English law-related securitisation matters‘. He advised TIER Mobility, Europe’s leading shared micro-mobility provider, on its asset-backed financing from Goldman Sachs.

Practice head(s):

Chris McGarry

Other key lawyers:

Tom Falkus; Debashis Dey

Testimonials

‘They are very focused, with legal and technical knowledge and very business-oriented.’

‘One of the best law firms in the field.’

‘Chris McGarry is a top expert in the market and always provides valuable advice.’

‘The partner who is working on our deals with W&C is always very engaging, proactive and helpful to answer questions, which is not what we see from other law firms and it is very appreciative’

‘My go-to law firm for European securitisation assignments. Use them myself and recommend to clients.’

‘Excellent partner coverage and availability, deep expertise in the subject matter, creative and commercial.’

‘Tom Falkus deserves a special mention and is my go-to expert on English law related securitization matters.’

Key clients

Bank of America

BNP Paribas

Citigroup

Credit Suisse

CVC Credit

European Investment Fund

Goldman Sachs

GreensLedge

Guggenheim Partners

Habito

Hertz

J.P. Morgan

Morgan Stanley

NatWest

PGIM

Work highlights

  • Advised Credit Suisse as arranger on the reset of Dryden Euro CLO 79 for PGIM. This transaction includes ESG negative screening provisions.
  • Represented Stargems DMCC, a diamond trading company established in the Dubai Multi Commodity Centre (DMCC), on a diamond receivables securitisation notes issuance by SG Receivables Finance LP which consisted of three classes of notes.
  • Handled the Hertz restructuring, which was was arguably the single most complex and high-profile restructuring carried out during 2020 and 2021, involving almost $19bn of debt and a list of hundreds of financial creditors in a variety of complex and inter-related financings.

Addleshaw Goddard

At Addleshaw Goddard, ‘the securitisation team unfailingly takes the time to ensure that it understands the intricacies of a possible transaction before formulating a price proposal‘. The firm’s work is broad in scope, spanning both public and private securitisations, secured bonds and CLOs. In terms asset classes, its work encompasses RMBS, consumer loans, auto loans, SME loans, CMBS, ERM, infrastructure, trade receivables and whole business deals. The vastly experienced Rachel Kelly leads the practice and clients note that she and legal director Kerry Pettigrew ‘combine highly effectively, providing insightful structuring solutions and a readiness to provide time and attention even for relatively smaller transactions‘. Carl Posern, who joined from Pinsent Masons LLP, and Jacqueline Heng, formerly of Norton Rose Fulbright, are key additions to the practice, adding considerable experience in structured debt. Emerging partner talent Zoe Connor advised fintech Updraft on securitisation techniques as part of its £88m debt and equity funding.

Practice head(s):

Rachel Kelly

Other key lawyers:

Carl Posern; Jacqueline Heng; Zoe Connor; Beth Collett; Kerry Pettigrew

Testimonials

‘The AG securitisation team unfailingly takes the time to ensure that it understands the intricacies of a possible transaction before formulating a price proposal.’

‘Rachael Kelly and Kerry Pettigrew combine highly effectively: insightful structuring solutions and a readiness to provide time and attention even for relatively smaller transactions.’

‘Zoe Connor provided us with immense support, guidance and explained any advice that she provide in a way that was clear and concise for our Team to understand.’

‘Rachel Kelly and Kerry Pettigrew were the key individuals that I worked with. The stand out factor with them is that, as in-house counsel with no structured finance experience, they explained how the engagement would work, in straightforward enough terms that a solicitor could understand.’

‘As a firm, my experience has been one of top class service and a wide range of expertise in the Firm, with some fantastic individuals driving the business. This enabled us to have a strong collaboration on a a subject matter where Addleshaw’s Team were able to guide us through to a successful conclusion’

‘Our engagement with Beth Collett has been very constructive. She has showed a clear commitment to reach the right outcome for us, her client, understanding our risk vs commercial preferences and navigating negotiations in a constructive manner.’

‘Addleshaws’ securitisation practice contains the experience of ex-Magic Circle lawyers, combined with a practical and well-costed approach to client care.’

‘Value added service, and collaboration across teams where there is an appreciation and understanding of a client’s risk vs commercial requirements.’

Key clients

Updraft

HSBC Bank plc

NatWest Markets plc

Prudential Trustee Company Limited

Assura PLC

Banco Santander, S.A.

Barclays Bank PLC

Lloyds Bank Corporate Markets plc

M&G Trustee Company Limited

National Australia Bank Limited

National Bank of Canada

NatWest Markets Plc

Baker McKenzie

Baker McKenzie acts for a range of stakeholders in the securitisation market, among them, corporates, banks, funds, trustees, corporate service providers, servicers, rating agencies and platform providers. Key partners, among them Simon Porter, focus predominantly on the trustee side across a range of products, including RMBS, CMBS and trade receivables deals. ‘The team’s advice to corporate trustees is second to none – the quality of their service is head and shoulders above all other law firms in offering timely and commercial advice and always going the extra three miles’, notes one client. Up-and-coming partners Jeremy Levy (who is ‘fearsomely bright and utterly unflappable‘) and Sarah Porter frequently act for arrangers, originators, sponsors and trustees. Senior associate James Tanner has a broad practice that sees him advise on CLOs. Global chair of the derivatives group Matthew Dening also plays a central role in structured capital markets transactions. Clients report ‘reliable, sound advice delivered with clrity from a highly knowledgable team‘.

Other key lawyers:

Simon Porter; James Tanner; Jeremy Levy; Sarah Porter; Matthew Dening

Testimonials

‘Reliable, sound advice delivered with clarity from a highly knowledgable team.’

‘Simon Porter and Sarah Porter both are an absolute pleasure to work with and provide great support for our Business. Personable to work with, both provide excellent advice which can be relied upon without question.’

‘Baker McKenzie has been advising us on a complex new receivables finance structure.’

‘We selected Bakers because of its international footprint and young dynamic team.’

‘Jeremy Levy is not interested in scoring points – rather he understands that his clients best interest is best served by getting the deal done. Jeremy’s practice is complemented by one of the best corporate trustee teams in the market led by Simon Porter.’

‘The team’s advice to corporate trustees is second to none – the quality of their service is head and shoulders above all other law firms in offering timely and commercial advice and always going the extra three miles.’

‘Simon Porter is excellent at pulling together the relevant team whether from within the finance group, from litigation or from foreign offices. He and his team always make my job easier by the level of service they provide – whether in the context of transactions or advice on ad hoc matters.’

‘James Tanner was tireless and very responsive in turning comments and amendments quickly and concisely.’

Dechert LLP

Dechert LLP has a large global securitisation practice in which the London office is a key hub. It frequently handles first-of-kind transactions involving new structures, multiple asset classes or jurisdictions, whether for issuers, or underwriters. It also has strengths in key market niches, including repo-based commercial mortgage securitisation. It is also strong in the broader CMBS market and is a key adviser to CLO managers. The London group, led by head of structured finance and real estate Aparna Sehgal, also works closely with its colleagues in the US to advise on securities regulation, and handles a strong flow of restructuring work. Key partner John McGrath frequently handles CMBS transactions and he advised a major investment bank on the development of repo-based transactions. Richard Pugh, who joined from Bank of America, has extensive experience in EMEA securitisation, CMBS and commercial real estate finance matters. The firm’s CLO practice is led by senior associate Glenn Weston, who works closely with associate Rory O’Connor.

Practice head(s):

Aparna Sehgal

Other key lawyers:

John McGrath; Richard Pugh; Glenn Weston; Rory O’Connor

Key clients

Anchorage Capital Group

Redding Ridge Asset Management (UK) LLP

Rothschild/Five Arrows Managers LLP

Palmer Square Capital Management

Work highlights

  • Advised holders of Class A Bonds issued by Breeze Finance S.A. (Breeze Three), in connection with the restructuring and early prepayment of all the Bonds issued by Breeze Finance S.A.
  • Advised Five Arrows Managers LLP (“Five Arrows”), a subsidiary of Rothschild Credit Management (Europe) in connection with the establishment of a warehouse financing facility.
  • Advised Palmer Square Europe Capital Management LLC (“Palmer Square”) in connection with the establishment of a warehouse financing facility and with the issuance by Palmer Square European Loan Funding 2022-1 Designated Activity Company (the “Issuer”) of the Notes.

DLA Piper

DLA Piper is known for ‘quality of service, availability and a commercial mindset‘ and its ‘capacity to identify relevant and important areas to focus on, and drive the client’s attention towards it‘. Finance partner Martin Bartlam and global co-chair of financial services Mark Dwyer oversee the firm’s securitisation practice, in which Vincent Keaveny is the standout practitioner. Keaveny acted for Deutsche Bank in a €250m securitisation of receivables arising from a portfolio of Portuguese auto loans. Steven Krivinskas acts for both financial institutions and borrowers, many of which are active in the fintech sector. Working with Bartlam, he assisted BC Invest, Metrics and PAG with a £255m warehouse facility with Credit Suisse to fund UK buy-to-let mortgages to non-resident overseas investors. Legal director Marcus Lovatt frequently advises European investment banks, UK and US private investment firms and major UK and US corporates on structured finance. Ronan Mellon is the key partner for CLOs.

Practice head(s):

Martin Bartlam; Mark Dwyer

Other key lawyers:

Vincent Keaveny; Steven Krivinskas; Marcus Lovatt

Testimonials

‘Quality of service, availability , commercial mindset.’

‘Capacity to identify relevant and important areas to focus on, and drive the client’s attention towards it.’

‘Friendly, customer centric and hardworking team.’

‘All relevant docs were thoroughly reviewed, highlighting potential challenges.’

‘Billing was smooth and up to the point/standard.’

‘Partners – Courteous, friendly, thinking along with customer – Available when needed (24/7 basically) – Expert in the domain – Sound judgement – Collaborative spirit.’

‘Associates – Super helpful – Collaborative spirit – excellent communication – Great team work.’

Key clients

Waterfall Asset Management, LLC

Santander Consumer Bank GmbH

More 2 Life Limited

BC Invest

TIP Trailer

Accunia Fondsmæglerselskab A/S

Ares Management Limited

Ares European Loan Funding II Limited

Europejski Fundusz Leasingowy S.A

Mount Street Mortgage Servicing Limited

Deutsche Bank

Work highlights

  • Advising TIP Trailer, as originator, on the establishment of an asset-backed STS-compliant securitisation platform for operating lease receivables arising from trailer and related equipment leases across 9 jurisdictions in Europe.
  • Advising Santander Consumer Bank GmbH (as originator) and Banco Santander, S.A. (as arranger) on its securitisation of a revolving pool of unsecured consumer loans advanced to debtors in Austria.
  • Advising Waterfall Asset Management, as sponsor and subordinated loan noteholder, on a GBP 1,000,000,000 forward flow transaction for the funding and purchase of UK first charge residential mortgages originated by Generation Home.

Fieldfisher

Fieldfisher is known for ‘first-class legal advice‘ on a broad range of structured finance transactions, including work on the restructuring of legacy public securitisations. Much of its recent work has involved assisting clients with bespoke solutions for dealing with IBOR discontinuance, and partners have frequently advised servicers on underlying regulated mortgage contract amendments. Guy Usher leads the financial markets and products group, in which Alex Campbell is the principal practitioner in securitisation. Campbell, who is joint vice chair of the Loan Capital and Capital Markets Committee, is ‘genuinely affable and instills great confidence in his own ability and that of his team to deliver what clients expect‘. He acted for Wilmington Trust (London) Limited in the  restructuring of a £250m securitisation programme of consumer insurance premium loans. Key partner Stephen Moller, senior associate Kate Maclean and associate Lauren Alexiuk advised Market Financial Solutions Limited on a £100m private securitisation of bridging loans.

Practice head(s):

Guy Usher

Other key lawyers:

Alex Campbell; Stephen Moller; Kate Maclean; Lauren Alexiuk

Testimonials

‘In addition to the first-class legal advice provided, one of Fieldfisher’s USP’s has got to be the service they are able to offer from their associated business Fieldfisher Capital. I am not aware of any other law firm involved in structured finance that has this complementary capability.’

‘Alex Campbell is genuinely affable and instills great confidence in his own ability and that of his team to deliver what clients expect. Alex has been instrumental in building a successful business at Fieldfisher and is well known within the wider industry.

‘I would have no hesitation whatsoever to engage Alex Campbell on any deal. In fact, on the back of the work Alex and his team have done on a couple of my deals, I have engaged other parts of Fieldfisher and have not been disappointed.’

‘Their approach to understanding complex structures and finding best solutions to their client, Steven Moller, Kate Maclean and Lauren Alexiuk have a zen and intelligent approach at all times since working with them over last five years and completed numerous transactions.’

Key clients

PF Capital Finance Limited

Rooftop Mortgages Limited

Link Asset Services

BCMGlobal Mortgage Services Limited

RSM Advisory LLP

Apex Group

Vistra

Intertrust Group

Law Debenture Trust Corporation

Ocorian

Propfin Limited

Market Financial Solutions Limited

Bank North Limited

Aros Kapital Limited

Milbank

Milbank has one of the leading Euro CLO transaction practices in London. It frequently acts as transaction counsel for leading CLO market participants such as PGIM, KKR and Cairn as collateral managers, and BNP Paribas as arranger. In 2021 and early 2022, the firm handled 47 transactions for numerous major CLO clients, including Nassau Re and Angelo Gordon. Practice head James Warbey and key partner John Goldfinch are widely recognised as leading lawyers in the European CLO market. Warbey assisted Angelo Gordon with the €407m issuance of CLO notes by Northwoods Capital 23 Euro Designated Activity Company, which featured a triple-A loan note tranche, requiring extensive investor and trustee negotiation. Goldfinch advised Assured Investment Management LLC as investment manager and retention holder on the €359m issuance of CLO notes by Bluemountain EUR 2021-2 CLO DAC. Associate Chris Burke also focuses on CLOs and frequently acts for prolific asset managers and arrangers in both the US and Europe.

Practice head(s):

James Warbey

Other key lawyers:

John Goldfinch; Chris Burke

Key clients

Invesco European RR L.P.

Capital Four CLO Management K/S

BNP Paribas

Cairn Loan Investments II LLP

BlueMountain Fuji Management, LLC

KKR Credit Advisors (Ireland) Unlimited Company

PGIM Limited

Bain Capital Credit U.S. CLO Manager, LLC

King Street Capital Management

Commerzbank AG, London Branch

AXA Investment Managers, Inc.

Bardin Hill Loan Advisors (UK) LLP

Brigade Capital Europe Management LLP

Piraeus Bank S.A.

Public Power Corporation S.A.

BlackRock

Orchard Global Asset Management LLP

Angelo, Gordon Europe LLP

Nassau Corporate Credit (UK) LLP

Assured Investment Management LLC

White Star Asset Management

Cross Ocean Partners

CBAM CLO Management Europe, LLC

Aeon Investment Management

Work highlights

  • Advised BNP Paribas as arranger and Initial Purchaser in connection with the €415.6 million issuance of CLO notes by Sculptor European CLO IX DAC.
  • Advised Cairn Loan Investments II LLP investment manager in connection with the €378.3m issuance of CLO notes pursuant to the Cairn XII-R reset transaction.
  • Advised KKR Credit Advisors Unlimited Company in the €407 million issuance of CLO-rated notes – the first new issue KKR transaction to incorporate a AAA loan tranche in the transaction capital stack, requiring extensive investor negotiation.

Morgan, Lewis & Bockius UK LLP

Morgan, Lewis & Bockius UK LLP has ‘commercially-minded lawyers who go the extra mile to find and deliver innovative solutions to their clients’ problems‘. The firm’s London office has partners qualified in both US and English law, enabling it to handle complex cross-border transactions. Paul Matthews is among the firm’s ‘calm, composed and highly competent and professional partners‘. Merryn Craske, who joined from Mayer Brown International LLP, brings significant experience in advising banks, originators, alternative investment funds and private equity firms on securitisation and structured finance transactions. She is ‘one of the most knowledgeable and capable lawyers in the trade and structured finance industry‘, according to one client. Theresa Kradjian and Lisa Cargill are also heavily involved in the portfolio sales, warehouse financings, asset-backed commercial paper conduits and the structuring of pan-European funding platforms.

Other key lawyers:

Paul Matthews; Merryn Craske; Theresa Kradjian; Lisa Cargill

Testimonials

‘Merryn Craske is one of the most knowledgeable and capable lawyers in the trade and structured finance industry.’

‘Approachable, providing practical advice and able to deliver high quality documentation with tight timelines and challenging environments.’

‘I have known Merryn Craske for over 7 years now. Merryn is an exceptional professional – very hardworking, going the extra mile and knowing the subject extremely well.’

‘Strong work ethic and investment in long term professional relationships’

‘Commercially minded lawyers who go the extra mile to find and deliver innovative solutions to their clients’ problems.’

‘Calm, composed and highly competent and professional partners and associates.’

Key clients

Avenue Capital

Banco Santander

Bank of America

BNP Paribas

Cerberus Capital Management/Cerberus European Investments/CHL Mortgages

Citigroup Global Markets

Clydesdale Bank/Virgin Money

EFG International/EFG Private Bank

GE Capital

J.P. Morgan Chase Bank

J.P. Morgan Securities

Merrill Lynch International

M&G Investment Management

NewDay Cards

Waterfall Asset Management

Slaughter and May

Slaughter and May ‘has been involved in top-notch deals‘ and continues to play a leading role in transactions for corporate issuers, though it is increasingly active for arrangers, investors and trustees. Lead partner Guy O’Keefe frequently acts for borrowers, issuers and lenders. Oliver Wicker is a key partner in the practice and he recently acted for mortgage originator Paratus AMC Limited in an RMBS of buy-to-let mortgages secured on properties in the UK. Richard Jones has extensive experience in credit card, store card, point-of-sale, personal loan, auto loan and mortgage receivables deals. He is ‘very technical and hand-ons partner who is very reliable and a pleasure to work with‘.

Practice head(s):

Oliver Wicker; Guy O’Keefe

Other key lawyers:

Richard Jones

Testimonials

‘They have been involved in top-notch deals.’

‘Richard Jones is a very technical and hand-ons partner. He is very reliable and a pleasure to work with.’

Key clients

Lendco

NewDay Cards

Paragon

Paratus

Work highlights

  • Advised two M&G funds on an investment in a private securitisation of mobile phone handsets originated by Virgin Media.
  • Advised Blue Motor Finance on all aspects of the winding up of its Azure 1 securitisation structure pursuant to the exercise of a clean-up call, and the related sale of the securitised assets into one of Blue’s warehouse facilities.
  • Advised on a private securitisation structure whereby NewDay can raise funds, on a revolving basis, from banks from time to time.

Gide Loyrette Nouel LLP

Gide Loyrette Nouel LLP has a deep bench of securitisation and asset-backed finance lawyers in London and Paris. Its London group is particularly active in whole-business, trade receivables, mortgage and lease securitisations, as well as CLOs. ‘Their deep understanding and expertise in securitisation is second to none and their recent focus in blockchain and tokenization, with a dedicated practice, is quite unique‘, remarks one client. Practice head Dimitrios Logizidis is ‘an exceptional talent that is thorough in his approach‘. Counsel Samir Bensaker ‘goes out of his way to ensure availability and provides ready answers to questions and practical solutions to difficulties‘.

Practice head(s):

Dimitrios Logizidis

Other key lawyers:

Samir Bensaker

Testimonials

‘Their deep understanding and expertise in securitisation is second to none and their recent focus in blockchain and tokenization, with a dedicated practice, is quite unique.’

‘Ability to listen and quickly understand / elaborate new and unfamiliar concepts.’

‘The team provides excellent service, value for money and are extremely approachable. They are flexible in all respects and they are my go-to firm for all law matters.’

‘Dimitrios Logizidis is an exceptional talent that is thorough in his approach and at the end of a phone morning noon and night.’

‘Highly skilled and approachable team. Good practical and commercial perspective as oppose to debating legal technical points that add no value to the client.’

‘Samir Bensakir went out of his way to ensure availability, provide ready answers to questions and practical solutions to difficulties and clearly has a very useful repertoire of experience to fall back on.’

‘Partners are accessible, involved in the deals and responsive. They have the capacity to work with different underlying laws, including English law and French law.’

‘Dimitrios Logizidis is very knowledgeable. He is directly involved in the projects and gives value added inputs. Together with Samir Bensaker, they form a very good team with complementary skills.’

Key clients

BNP Paribas

Crédit Agricole CIB

Europcar Mobility Group

Société Générale

Work highlights

  • Acting as legal counsel of Europcar Mobility Group in the extension and restructuring of its EUR 1.7 billion whole business securitisation dedicated to the financing of its vehicle fleet in France, Italy, Germany and Spain.

K&L Gates LLP

The debt capital markets practice at K&L Gates LLP handles securitisation, calling on a network of partners in London, Dubai, Singapore, Hong Kong and Tokyo. The London office has extensive experience in CMBS and CLO transactions, frequently acting for financial institutions, boutique arrangers and major corporations. Sidanth Rajagopal leads the firm’s asset and corporate finance group, in which Sean Crosky is the key practitioner in securitisation. Crosky’s practice covers debt capital markets, structured products, receivables financings, restructurings and Islamic finance, with a particular emphasis on advising trustees, loan agents and corporate service providers.

Practice head(s):

Sidanth Rajagopal

Other key lawyers:

Sean Crosky

Key clients

CSC

US Bank

Deutsche Trustee Company Limited

Deutsche Bank

Work highlights

  • Advising CSC as Issuer on the restructuring of the Magenta 2020 CMBS involving certain amendments in respect of the underlying senior loan finance documents as well as various matters relating to consent solicitation of Noteholders.
  • Advising U.S. Bank in its various capacities on the solicitation process for the Uropa Finance RMBS programme to provide for the termination of the deal through a put option.
  • Advising Deutsche in its various trustee capacities on the Lanark RMBS Master Trust Programme on various matters, including various amendments and issuances.

Macfarlanes LLP

Macfarlanes LLP is ‘very nimble and efficient, and great ability to understand and focus on clients’ priorities‘. The firm is sought after for its ‘deep knowledge of the private ABS warehouse market‘, though it is active across a range of instruments, among them CMBS, RMBS, CLOs and receivables financing. Head of structured finance and securitisation Richard Fletcher is the lead partner and clients remark that he is ‘excellent at planning the legal documentation journey, identifying and flagging potential issues early to ensure smooth execution‘. Scottish-qualified senior associate Ryan Moore also plays a major role in the practice.

Practice head(s):

Richard Fletcher

Other key lawyers:

Ryan Moore

Testimonials

‘Very nimble and efficient, and great ability to understand and focus on clients’ priorities, which in turn leads to cost-effectiveness. Richard Fletcher Ryan Moore stand out.’

‘Strong knowledge base from partners and associates. Willingness to explore ideas to solve complex issues. Partner involved throughout.’

‘Strong knowledge base with willingness to explore new ideas. Early feedback on what is possible and what isnt. Richard Fletcher is excellent at planning the legal documentation journey, identifying and flagging potential issues early to ensure smooth execution.’

‘Marclanes and Richard Fletcher in particular have a deep knowledge of the private ABS warehouse market. The team has a good bench strength and provide a great legal expertise and excellent transaction services.’

‘Richard Fletcher is very, very sharp on both the legal issues and commercially. As a partner he also demonstrates a very strong ability to know when he needs to step in or when his very capable associates should be taking matters forward.’

‘Partner led advice with the ability to work across different asset classes.’

‘Excellent understanding of the requirements of the client and how the structuring could be moulded accordingly to our needs.’

‘Richard Fletcher understood our initial proposals and was able to advise accordingly as to multiple options. When we did decide to proceed he was excellent in guiding negotiations and showed a deep understanding of the asset class that was highly welcome.’

Key clients

Venn Partners LLP (trading as ARA Venn)

Work highlights

  • Advising ARA Venn in relation to the inaugural issuance of bonds under the £3,000,000,000 bond programme established in 2021 by Saltaire Finance Limited, the proceeds of which are applied towards the delivery of cost-effective long-term loans to registered providers of affordable homes.

Pinsent Masons LLP

The team at Pinsent Masons LLP is ‘uniformly competent and client-focused‘. Edward Sunderland leads the banking and restructuring practice, which operates a full-service structured finance practice with a particular focus on securitisation and other forms of asset backed finance where we act for arrangers, originators, investors, swap counterparties and issuers on term and conduit securitisation deals. Ian Falconer is the lead partner for securitisations and clients describe him as ‘an absolute superstar with a huge reputation in the sector‘, noting that ‘he is the complete master of all technical aspects but it is his inter-personal skills which set him apart‘.

Practice head(s):

Edward Sunderland

Other key lawyers:

Ian Falconer

Testimonials

‘I have found them to be uniformly competent and client-focused.’

‘Ian Falconer is an absolute superstar and has a huge reputation in the sector which makes everything easier for us. He is the complete master of all technical aspects but it is his inter-personal skills which set him apart.’

Key clients

RiverRock / Freshwater

Lloyds Bank Corporate Banking

iwoca

HSBC

Prax

Nucleus

NatWest Markets

Lowell

Various Mezzanine investors

Work highlights

  • Advised Lowell UK Shared Services Limited, a market leader in the UK in relation to the management and collection of consumer debt, in its private securitisation of a portfolio of unsecured consumer debt obligations funded by a leading financial institution.
  • Advised State Oil Limited, the parent company of The Prax Group in relation to extending their existing receivables securitisation programme to include an additional Seller/ Servicer to the programme and the inclusion of new mezzanine note investors.