Banking and finance: asset finance and structured finance in Netherlands

Allen & Overy LLP

Allen & Overy LLP remains one of the premier teams for structured finance matters in the Netherlands, with a strong track record in the field of securitisations, particularly residential mortgage-backed securities programmes, though the firm aldso has a strong track record in relation to other asset classes. Gerard Kastelein is particularly recommended in this area, and leads the practice alongside Jonathan Heeringa, Andrew Thomas, and asset finance specialist Niels de Ru. The firm can also offer prominent junior lawyers such as counsel Tom Reutelingsperger.

Practice head(s):

Gerard Kastelein; Jonathan Heeringa; Andrew Thomas; Niels de Ru

Other key lawyers:

Tom Reutelingsperger

Testimonials

‘A lot of experience. Hands on business lawyers. Ask the right questions. Think outside the box. ’

Key clients

ING

Nomura

Aegon

NN Group

NIBC

Cervus Capital & Partners

VodafoneZiggo

Dominvest

Credit Suisse

Vroon

BAWAG

Rothesay

Work highlights

  • Advise Domivest on its second buy to let securitisation
  • Advising Nomura on the structured financing of Swets Group that also involved extensive due diligence and careful analysis of public law issues.

Loyens & Loeff

Loyens & Loeff remains one of the Netherlands’ premier firms for residential mortgage-backed securities matters, with a client list that includes challenger banks beginning to invest in the mortgage space, as well as large financial institutions. Car lease securitisations are another frequent area of work for the practice, which is led by Mariette Van ’t Westeinde, who handles the firm’s securitisation mandates, and asset financing specialist Willem Jarigsma, who is particularly focused on UK-based clients. Senior associate Marijke van der Weide is an emerging name, with a practice that includes securitisations, covered bonds, and derivatives.

Practice head(s):

Mariette van ‘t Westeinde; Willem Jarigsma

Other key lawyers:

Marijke van der Weide

Testimonials

‘The Loyens team has some of the most significant and diversified experience in the Dutch securitization market, and is very innovative when facing legal hurdles.’

‘Excellent response times, huge expertise and user friendly.’

‘Loyens & Loeff is a leader in its field in the Netherlands.’

‘Marijke van der Weide is very responsive and knowledgeable.

Mariette van’t Westeinde is always commercial and provides expert advice.

Key clients

Coöperatieve Rabobank U.A.

Crédit Agricole Corporate and Investment Bank S.A.

Allianz Benelux

bunq B.V.

Obvion N.V.

Tulp Hypotheken

24AM

BNP Paribas

Dynamic Credit

Elan Woninghypotheken

Athlon Car Lease Nederland

NIBC Bank

Rabo Fund Management

Work highlights

  • Advised bunq as the first European challenger bank to invest in Dutch residential mortgages; to fund its investments, bunq has entered into a €100m partnership with Venn Hypotheken, a subsidiary of Nationale-Nederlanden.
  • Advised Tulp Hypotheken. with its first public RMBS transaction with Tulip Mortgage Funding 2019-1 B.V. as issuer.
  • Advised De Nederlandse on setting up a warehouse structure for a portfolio of buy-to-let residential mortgage loans secured by residential property situated in the Netherlands to be originated by DNL 1.

NautaDutilh

The structured finance team at NautaDutilh is highly recommended for matters which involve securitisations, handling several high profile matters including the first cross-border fully STS compliant securitisation originating under a Dutch whole loan portfolio. The firm is also active in the field of covered bonds. Arjan Scheltema and Michaëla Ulrici lead the group, with the former focusing primarily on covered bonds while the latter specialises in securitisations. Associate Liza Gerritsen is another notable figure within the practice, and has assisted on several of the firm’s largest securitisation mandates.

Practice head(s):

Arjan Scheltema; Michaëla Ulrici

Other key lawyers:

Liza Gerritsen

Testimonials

‘What makes Nauta Dutilh unique is that all parties (Originators, Arranger and Joint Lead Managers) appoint ND as a single legal counsel. All parties have confidence in expertise, experience and independent approach of ND.’

‘ND is independent legal counsel but in our experience we feel like we and ND is one team.’

‘The asset and structured finance practice of Nauta Dutilh has been at the forefront of developing and documenting mortgage and other asset-backed financing structures for more than two decades.’

‘Michaela Ulrici continues to be the structured finance partner of choice in the Dutch market. For me, but for many of my clients, counterparts and competitors.

Key clients

ABN AMRO Bank N.V.

de Volksbank N.V.

NIBC Bank N.V.

Nationale-Nederlanden Bank N.V.

Triodos Bank N.V.

Venn Partners LLP

MeDirect Bank SA/NV

Coöperatieve Rabobank U.A.

Aegon Bank N.V.

Dynamic Credit Group

Achmea Bank N.V. /Achmea Group

ING Bank N.V.

Blauwtrust Groep N.V.

Crédit Agricole Consumer Finance Nederland B.V.

Qander Consumer Finance B.V.

Dutch Mortgage Fund

Intertrust Management B.V.

Argenta Spaarbank N.V.

Build Investment Management B.V.

Work highlights

  • Assisted NN Bank on the set-up of a soft bullet covered bond programme, in addition to NN Bank’s existing conditional pass-through covered bond programme.
  • Assisted Nationale-Nederlanden Bank N.V. with the set-up of the Hypenn VII securitisation transaction.

Simmons & Simmons

Simmons & Simmons is particularly notable for its work in cross-border structured finance, frequently collaborating with its international offices to service multinational financial institutions operating in the Netherlands. Mortgage-backed securities are a key part of the firm’s practice, with recent work involving both residential and buy-to-let securitisations, while other asset classes such as car lease receivables have also generated substantial work. Jeroen Bos jointly leads the practice, and is highly experienced in a range of asset-backed transactions, while fellow co-head Marieke Driessen is prominent in deals that contain a capital markets element.

Practice head(s):

Jeroen Bos; Marieke Driessen

Other key lawyers:

Vincent Engel

Testimonials

‘The Banking and Finance team of S&S are professionals who provide technical and practical value and are willing to give clear and direct advice. ’

‘Jeroen Bos is an outstanding lawyer with a pragmatic and in-depth, yet down-to-earth and open approach.’

‘Reactive, commercial attitude, hands on approach with direct availability to partners on the deal team’

‘Jeroen Bos continues to establish himself as a partner allowing Simmons to be seen as one of the-go-to ABS firms in the Netherlands good team of juniors around him like Vincent Engel ’

‘Marieke Driessen is excellent. Extremely commercial and pragmatic.’

Key clients

ABN Amro Bank

AEGON Asset Management

BNP Paribas

Citigroup

Argenta

ING Bank

LeasePlan

NIBC Bank

NNBank

Rabobank

NatWest Markets

HSBC

Barclays

Work highlights

  • Advised Citibank, Barclays, Macquarie on the public securitisations of Domivest, the non-bank lender providing buy-to-let loans to Dutch borrowers.
  • Advised NWM and HSBC as joint lead managers on Tulp Hypotheken’s first public RMBS.
  • Advised Citibank and BNP Paribas on the new Dutch public securitisation of LeasePlan.

Stibbe

The structured finance team at Stibbe is particularly notable for its work on securitisations, with recent instructions concerning trade receivables and car lease receivables, as well as amendments to existing programmes for corporate clients. Practice co-head Maarten de Bruin is particularly recommended for such matters, as is fellow co-head Rein van Helden. Van Helden is also involved in the firm’s asset financing work, with several recent mandates focusing on vehicle financing and fleet renewal for public transport authorities, in collaboration with the firm’s public law offering. Senior associate Katelijne Ribbink joined from Clifford Chance in 2020.

Practice head(s):

Maarten de Bruin; Rein van Helden

Other key lawyers:

Katelijne Ribbink

Key clients

ABN AMRO

AIG

Ammeraal Beltech

Antalis

Apax Partners

APG

Bain Capital

Barclays

BNP Paribas

British American Tobacco

Citibank

Crédit Agricole

DBRS Ratings

ING

Fitch Ratings

GE Renewable Energy

Intertrust

INNIO

IQ-EQ

ITOCHU

J.P. Morgan

KKR

Lloyds Bank

Lufthansa

Marubeni

Mitsui

MODEC

Morgan Stanley

Natixis

NIBC

Nordea

Opel Financial Services

PSA Finance

Q-Park

Société Générale

Smurfit Kappa

Tarkett

Temper

UniCredit

Vitol

Wright Medical Group

Work highlights

  • Advising Goldman Sachs on a refinancing facility for Aldel.
  • Advising Crédit Agricole as arranger on the set-up of a trade receivables securitisation programme for Tata Steel and as arranger on the trade receivables securitisation programme for OCI.
  • Advising PSA Finance on the set-up of a car loan warehouse securitisation programme that will be funded by Bank of America Merill Lynch.

Baker McKenzie

Baker McKenzie is highly active in structured finance work, with the firm’s global head of securitisation, Philippe Steffens, leading the Dutch practice alongside regulatory specialist Corrine Schott. As such, the Dutch practice is highly active on cross-border matters that utilise the firm’s global footprint, in addition to a strong domestic practice. The firm is also experienced in loan portfolio transactions, in addition to its advice on securitisation deals across a wide variety of sectors. The team saw a notable arrival in late 2019 in the form of Tim Alferink, who joined from PwC Legal.

Practice head(s):

Corinne Schot; Philippe Steffens

Other key lawyers:

Tim Alferink

Key clients

ING

Natixis

NIBC Bank

NN Investment Partners

Guggenheim Securities

Arrow Electronics

Skillsoft

Mooiland

Ingram Micro

Braskem Netherlands

Resona Bank, Limited

Stichting Alliantie

Arrow Global

Community Hypotheken

Work highlights

  • Acted for ING on its partnership with RiverRock on a European direct lending strategy.
  • Assisted Community Hypotheken with its establishment, drafting its standard buy-to-let loan and security documentation and advising it on the warehouse financing documents entered into with a major investment bank as warehouse financier.

Clifford Chance

Clifford Chance continues to act for several of the largest domestic financial institutions, in addition to a cadre of high-profile international clients, particularly in relation to mortgage-backed securities and collateralised loan obligations. The practice is led by receivables financing specialist Folko De Vries along with Jurgen van der Meer, who specialises in capital markets transactions, with recent work including several high-value covered bonds matters. Senior counsel Tineke Kothe is also highly recommended, while the firm saw the departure of Peiter van Welzen in 2019.

Practice head(s):

Jurgen van der Meer; Folko de Vries

Other key lawyers:

Tineke Kothe

Key clients

NIBC Bank

ABN AMRO

Barclays Bank

Morgan Stanley

Floryn

Work highlights

  • Advised NIBC Bank N.V. on issuing the first fully ESG compliant European Collateralized Loan Obligation (CLO), €410m North Westerly VI.
  • Advising ABN Amro Bank as issuer on the annual update of its €40bn covered bond programme and several issues thereunder.
  • Advising Barclays Bank, HSBC Bank and Natixis as joint lead manager on the issuance of mortgage backed (RMBS) notes by Dutch Property Finance 2020-1. The notes are backed by buy-to-let mortgage loans originated (or acquired) by RNHB B.V. (a CarVal sponsored entity).

Dentons

Dentons has established itself as a strong player in the market, with a client base that includes many of the largest domestic financial institutions, for whom it handles a wide range of asset and structured finance work. The team expanded significantly throughout 2020, with the arrival of Arno Voerman and Pien Kerckhaert, from Van Doorne and Finnius respectively, in addition to senior associate Todd Crosby, who joined from Vinson & Elkins LLP. Practice head  Marcel Janssen is an English law-qualified asset financing specialist and Jacqueline Bell is a key lawyer in the practice.

Practice head(s):

Marcel Janssen

Other key lawyers:

Jacqueline Bell; Todd Crosby

Testimonials

‘The team has a very strong single point of contact whereby the senior associate is informed of all workstreams. In case escalation is needed, the different team members are available, but it is very easy to know that all of these come together with one team member who maintains the overview of the transaction.’

‘Extremely eager to meet the client’s demands.’

‘ Mr. Marcel Janssen, from the Amsterdam office differs greatly from his peers due to his hands-on approach and his personal involvement in files. Marcel’s team further distinguishes itself by responsiveness (very short timelines), nimble approach of problems.  He goes out of the way to keep his commitments.’

‘Marcel Janssen: Commercial drive, practical approach and personal involvement.’

Key clients

Nestr Smart Finance

ING Bank

TUI Travel Group

APAX

DBRS

Dutch Mortgage Services B.V

Amsterdam Trade Bank N.V.

Rabobank

Work highlights

  • Assisting Rabobank and ING Bank with their global supply chain finance programmes.
  • Advising on a multitude of transactions for one of the world’s largest commodity trading companies.
  • Advising two of France’s largest factoring services providers, on several cross border multimillion-euro factoring transactions.

Hogan Lovells International LLP

Hogan Lovells International LLP continues to be a force in structured finance work for bank-side clients, with a client list which includes several of the largest domestic financial institutions as well as sizeable international players. Practice co-head Robert Masman is particularly recommended for such matters, with a strong track record in the fields of covered bonds, portfolio transactions, and securitisations. Fellow co-head Wouter Jongen, who is dual qualified in English and Dutch law, is more active on the asset financing side. Counsel Dylan Goedegebuure and associate Yvette Voermans provide additional support.

Practice head(s):

Robert Masman; Wouter Jongen

Other key lawyers:

Dylan Goedegebuure; Yvette Voermans

Testimonials

‘Hogan has invested a lot in ABS teams and following integration of various B&M teams they are now a leading firm in auto ABS and increasingly active in other sectors as well’

‘Good understanding of our business and the market. ’

Key clients

ING Bank

ABN AMRO Bank

LeasePlan

Natixis

Rabobank

BNP Paribas

NIBC Bank

HSBC

Schiphol

Work highlights

  • Advising as drafting counsel to LeasePlan Nederland on the setting-up of a €529m securitisation under which Bumper NL 2020-1 B.V. issued €500 class A floating rate notes 2020 due 2031 and €29m class B floating rate notes 2020 due 2031.
  • Advised ING Bank, BNP Paribas, Natixis and Merrill Lynch International in their role as joint lead managers on the €390m Dutch prime RMBS transaction for Elan Woninghypotheken.
  • Acting for ABN Amro Bank as issuer on the update of its €40bn covered bonds programme and the update of its €40bn covered bonds programme 2.

Norton Rose Fulbright

Norton Rose Fulbright is prominent in the field of asset financing, with a solid track record in the aviation and shipping spaces. The firm is primarily lender-focused, with the lion’s share of instructions coming from foreign and domestic financial institutions. Wouter Hertzberger heads the team, which also saw the addition of English law-qualified Anthony Pallett from Hogan Lovells International LLP. Below partner level, the firm is well served by counsel Mei Land Man, who leads several asset financing deals for the firm.

Practice head(s):

Wouter Hertzberger

Other key lawyers:

Anthony Pallett; Mei Land Man

Key clients

ABN AMRO

Amsterdam Trade Bank

Apollo

Bank of America

BNP Paribas

China Aircraft Leasing Company

FMO

HSBC

ING Bank

Rabobank

State of the Netherlands

Waypoint Leasing Limited

Wells Fargo

Work highlights

  • Advised Nordic Trustee A/S as bond trustee and security agent for the bondholders on the acceleration of a €350m senior secured bond loan with VIEO as issuer.

CMS

Eduard Scheenstra and Marcel Groenewegen head the practice at CMS, both of whom have significant experience in asset-backed financing matters, particularly in the energy, transport, and logistics sectors. The firm is particularly prominent in cross-border work, leveraging its international network to help service clients, with Groenewegen particularly recommended for matters with a German component. Counsel Etienne Courbois joined the firm from Allen & Overy LLP in January 2020. Jesler Hartman Kok is also noted.

Practice head(s):

Marc van Zanten; Eduard Scheenstra

Other key lawyers:

Etienne Courbois; Jenny Noordermeer: Jesler Hartman Kok

Testimonials

‘Jenny Noordermeer was sharp and to the point in the internal and external discussions.’

‘Very competent renewables team and very good cooperation between German and Dutch offices; all timelines and deliverables were met, very good, neutral, effective counselling and very effective communications also with the vendor side legal team.’

‘We can highly recommend CMS for renewable transactions’

‘Very effective, non- ABS work, focusing on getting the job done and finding solutions for the relevant problems, very high level of expertise in the field, high level of calm & collected working in the last days’

Key clients

ABN AMRO Bank N.V.

ING Bank N.V.

Rabobank

Deutsche Bank AG

HSBC Bank

Münchener Hypothekenbank eG

Deutsche Pfandbriefbank AG

Raiffeisen Bank AG

Erste Group Bank AG

Wells Fargo Bank, National Association

Aspen Real Estate Investment B.V.

Capreon

Oaktree / Kadans

Fidelity

M&L

Patrizia

Landesbank Saarbrücken

Aareal Bank AG

CitizenM

RCI Financial Services (Renault)

Sberbank of Russia

Work highlights

  • Advised citizenM Hotels on its financing arrangements related to new hotels Amsterdam (Amstel) and Paris (La Défense).
  • Advised Kadans Science Partner, a leading investor in the Dutch science facilities real estate market on the refinancing of its entire portfolio by Berlin Hyp and the development financing to be provided by ABN Amro Bank
  • Advised Nuveen on the purchase of a school building by way of a share transaction, assisted with the financing works and drafted the development agreement; the financing was provided by ING Bank.

FIZ advocaten B.V.

Boutique firm FIZ advocaten B.V. is highly active in securitisation work, with a strong flow of mid market-deals, with recent work including residential mortgage-backed securities, loan portfolio transactions, and other securitisations, with the firm predominantly acting for the corporates involved in such deals rather than the financial institutions. Founding partner Jurian Snijders heads the group alongside Youri Tonino, while regulatory specialist Michiel Claassen is another notable figure within the team.

Houthoff

Houthoff is home to a wide ranging finance practice with a significant following among large domestic corporates, as well as both domestic and international financial institutions. The practice is led by the highly experienced Loet Venrooy, while André de Neve is another key figure within the team. Jessica Terpstra, who splits her time between the firm’s London and Amsterdam offices, is recommended for cross-border work.

Practice head(s):

Loet Venrooy

Other key lawyers:

Jessica Terpstra; André de Neve

Testimonials

‘The asset finance and structured finance team of Houthoff combines excellent technical knowledge with an ability to integrate business issues into its analysis. They have deep sector knowledge. They offer a comprehensive service (great combination of legal, tax and regulatory) and we believe that they bring true expertise to a matter based on their breadth of experience.’

‘Loet Venrooy, who is heading Houthoff’s Banking & Finance practice, is a star with truly outstanding industry knowledge. He is a very smart person and an excellent lawyer understanding and resolving quickly any issues. He is stellar in client service and has a particularly remarkable control and overview of the matters’ global picture whatever their complexity or size and is impressive in managing the high-level strategy. Loet benefits from a well-deserved reputation with regard to his broad knowledge and in-depth understanding of the cross-border banking and financing transactions.

‘Jessica Terpstra is the other leading specialist in Houthoff’

Key clients

KBC

Municipality of Amsterdam

ABN AMRO Bank

ING Bank

Rabobank

Credit Suisse

NIBC Bank

BNP Paribas

Bank of America Merrill Lynch

Deutsche Bank

Bank of China

Petrobras

Royal VolkerWessels

Attestor Capital LLP

ASR

Work highlights

  • Advised Nexperia on the $1.5bn underwritten refinancing in connection with the acquisition of Wingtech of the majority interest in the Nexperia group.
  • Advised ING Bank on providing secured term loan facilities for Daydream, an international fund advised by Heitman International LLC. for the purpose of the acquisition of Leyhoeve Groningen and Tilburg (senior care apartments).
  • Advised ABN Amro and HSBC on a secured revolving loan facility for CBRE Dutch Office Fund.

Orange Clover Law

Boutique finance firm Orange Clover Law continues to handle asset financing matters primarily on the lender side, though the firm does also handle some borrower mandates, particularly in the energy and infrastructure sectors. Kees Hooft leads the team, undertaking a range of transport and infrastructure financing work, with recent work including several cross-border matters.

Practice head(s):

Kees Hooft; Alex Gonzalez

Testimonials

‘Very good response times, very service-minded.’

Key clients

NIBC Bank

BNG Bank

Natixis

Barclays

Banco do Brasil

GEFA Bank

GranEnergia

Zonneakker Voorst

Cores

Stichting Voorbereiding Pallas Reactor

Triton (PE)

Avedon Capital Partners

Work highlights

  • Advising Zonneakker Voorst on the project financing of a large-scale solar panel development.
  • Acting as lender’s counsel on the $1.9bln acquisition financing of the sale of Shell’s Danish oil business.