A&O Shearman is an experienced partner for German and international financial institutions, asset managers and private equity companies to advise on various securitisation transactions, including traditional and synthetic securitisations and, most recently, start-up deals, as well as ones linked to ESG criteria and cryptocurrencies. The group also covers all regulatory issues, which has led to frequent instructions concerning structured products issuance platforms and issuing business. Practice head Martin Scharnke frequently takes the lead on such matters, but alongside securitisations, also advises on derivatives and DCM topics and frequently assists providers of trust and agency services with their transactions in the German market. He is supported, among others, by Stefan Henkelmann, who covers a similarly broad range of legal areas.
Structured finance and securitisation in Germany
A&O Shearman
Praxisleiter:
Martin Scharnke
Weitere Kernanwälte:
Stefan Henkelmann; Jens Nollmann; Christian Klöpfer; Daniela Schmitt
Kernmandanten
European Investment Bank
Banco Santander
Goldman Sachs
Helaba
The Bank of New York Mellon
M&G Investments
Highlight-Mandate
- Advising M&G Investments, an international asset manager based in London, on the expansion of its position as a mezzanine investor in the first German solar securitisation of Enpal BV. This involves ABS with a volume of up to €356 million, which was further increased in 2023.
- Advising BNP Paribas as senior noteholder and arranger in connection with the asset-based dealer financing for AUTO1.
- Advising a leading US private equity fund as investor in a synthetic securitisation of a portfolio of corporate loans of a German bank through the issuance of credit-linked notes.
Ashurst LLP
Ashurst LLP's range of advice reflects the individual focus of practice heads Tobias Krug and Martin Kaiser; Krug often handles hybrid and convertible bonds as well as securitised and OTC derivatives and banking regulatory issues, while Kaiser, as head of the European securitisation team, frequently assists with matters related to the true sale securitisation of loan, lease and trade receivables. Most recently, these have mostly been car loans. Kaiser also handles German and European regulatory issues related to securitisation.
Praxisleiter:
Tobias Krug; Martin Kaiser
Weitere Kernanwälte:
Alexandra Westerhaus
Kernmandanten
Commerzbank
Société Générale
LBBW
LeasePlan
FINN Auto
Barclays
Patrimonium
Deutsche Bank
Goldman Sachs
MEAG MUNICH ERGO AssetManagement GmbH
Highlight-Mandate
- Advising Patrimonium Middle Market Debt Fund on the refinancing of Zeitfracht Group.
- Advising BNP Paribas on the first German securitisation of car loans with its German branch Consors.
- Advising Patrimonium Middle Market Debt Funds as lender on financing the acquisition of the Heytex Group by Bencis. The seller is Deutsche Beteiligungs AG.
Baker McKenzie
Baker McKenzie has recently been instructed by corporates and banks to securitise leasing, credit and trade receivables and to restructure them, which frequently entails cross-border elements. Under the leadership of Sandra Wittinghofer, the group has also increasingly handled matters pertaining to buy now pay later (BNPL). Here, the practice acts for large payment service providers as part of their external refinancing. Wittinghofer complements this with banking supervisory expertise, allowing for regulatory advice on financing platforms to be another part of her portfolio.
Weitere Kernanwälte:
Sandra Wittinghofer; Christoph Wolf; Oliver Socher
Referenzen
‘Sandra Wittinghofer is an excellent consultant for us and one who enjoys the utmost trust.’
‘Super pleasant, human collaboration.’
‘Sandra Wittinghofer: Outstanding expertise in securitisation, always approachable and solution-oriented, without neglecting the client’s interests.’
Kernmandanten
ALBIS Leasing AG
Baader Bank AG
Evonik Industries AG
GRENKE AG
ING-DiBa AG
Clifford Chance
Clifford Chance continues to be a top address for structured finance and advises international clients on (synthetic) securitisation transactions, risk transfers, special financing, loan portfolio transactions and the implementation of securitisation platforms as well as their regulatory classification. This is complemented by expertise in asset tokenisation, among other matters. Clients - including asset managers, sponsors, banks and fintechs - particularly benefit from its close cooperation with offices in Luxembourg and London. Sectorally, the practice has recently been particularly active in the energy, infrastructure and fintech industries. Oliver Kronat (securitisation of trade, mail order, leasing and loan receivables; structuring of ABCP conduit programs) heads the practice, which also includes senior counsel Kerstin Schaepersmann (synthetic securitisations and other risk transfer transactions) and senior counsel Hannes Deusch (asset-based financing).
Praxisleiter:
Oliver Kronat
Weitere Kernanwälte:
Kerstin Schaepersmann; Gregor Evenkamp; Hannes Deusch; Radoslav Lolov
Referenzen
‘In the area of receivables financing, whether securitisation or factoring, unbeatable expertise and practical experience. In addition, a large international network with relevant experts in all important markets.’
‘Oliver Kronat: Great expertise, hands-on and very pragmatic.’
‘Hannes Deusch: Very pragmatic.’
Kernmandanten
Volkswagen Financial Services Polska sp. z o.o.
UniCredit Bank GmbH
Oldenburgische Landesbank AG
Teylor AG
Citi
re:cap Technologies GmbH
KfW Capital and Universal Investment
Bank für Tirol und Vorarlberg
Hypo Vorarlberg Bank AG
Highlight-Mandate
- Advising senior investors on the securitisation of German-law installment purchase claims in connection with solar systems (including heat pumps) in Germany.
- Advising Teylor AG on its first securitisation transaction of SME loans under German law.
- Advising KfW Capital and Universal Investment on the successful fundraising of Growth Fund Germany, one of the largest venture capital fund of funds launched in Europe, with KfW Capital and the Federal Government as anchor investors and a panel of institutional investors, including insurance companies, foundations, asset managers and large family offices.
Dentons
Financial institutions regularly instruct Dentons to handle securitisation transactions across a variety of asset classes, including the securitisation of loans, leasing and trade receivables, and even inflation-indexed leaseholds. Recently, practice head Arne Klüwer led several matters on supply chain finance and ABCP programs, while he was also tasked with restructuring distressed transactions; here, the group particularly focused on the infrastructure and energy sectors, while the real estate industry represents another regular interface.
Praxisleiter:
Arne Klüwer
Weitere Kernanwälte:
Matthias Eggert; Verena Etzel
Referenzen
‘Expertise, solution-oriented.’
‘A great and dedicated team of very qualified colleagues.’
‘Arne Klüwer is always a very competent contact with outstanding know-how beyond purely legal issues.’
Kernmandanten
BayernLB
Deutsche Bank AG
Hamburg Commercial Bank AG / Smart Fact S.A.
Pliant GmbH
The Landbanking Group GmbH
UniCredit Bank GmbH
Wilmington Trust SP Services
Highlight-Mandate
- Cross-border advice to fintech company Pliant GmbH on setting up a structure for refinancing credit card receivables. Furthermore, advice on an initial refinancing line to be made available within the structure.
- Advising Hamburg Commercial Bank (HCOB) on several transactions of different asset categories regarding the SmartFact securitisation platform arranged by HCOB.
Hengeler Mueller
At Hengeler Mueller, Martin Geiger, who divides his time between the London as well as the Frankfurt office, is the key contact for corporates and banks to advise on structured financing, in particular on the securitisation of leasing and loan portfolios. He also assists with related transactions, restructurings and refinancings. At the end of 2023, Stefan Krauss, who most recently advised on structured covered bonds, retired.
Praxisleiter:
Martin Geiger
Weitere Kernanwälte:
Axel Gehringer
Kernmandanten
Deutsche Bank AG
Abcbank GmbH / LBBW
Hogan Lovells International LLP
Banks and other financial services providers, as well as start-ups and companies, rely on Hogan Lovells International LLP's expertise in securitisation of various asset classes such as consumer loans, credit card receivables, leasing requirements and automotive financing as well as in related transactions. In this context, clients frequently seek assistance with sustainable financing and digital finance-related issues. With Jochen Seitz, among others, the team also covers the entire spectrum of regulatory issues arising from the sale of structured products; for instance, it routinely assists with updating and expanding issuing platforms as well as base prospectuses. The group is headed by Sven Brandt, whose expertise includes derivative instruments.
Weitere Kernanwälte:
Julian Fischer; Peter Maier; Dietmar Helms; Jochen Seitz
Referenzen
‘Jochen Seitz: Many years of excellent advice.’
‘Jochen Seitz is very committed and competent.’
‘High level of expertise; personal reliability.’
Kernmandanten
Santander Consumer Leasing GmbH
Aira Home
Zolar GmbH
Everphone
Norddeutsche Landesbank
Tilta FinTech GmbH
Advanzia Bank S.A.
Bank11 für Privatkunden und Handel GmbH
Bundesverband für strukturierte Wertpapiere e.V.
Taulia
UniInstitutional Private Debt SCS SICAV-SIF
Vistra
Highlight-Mandate
- Advising Swedish start-up Aira Home on a €200 million debt financing facility from BNP Paribas for its heat pump business. Supporting the entire securitisation process as well as the establishment and refinancing of its platform for sales financing of heat pumps.
- Advising Norddeutsche Landesbank on the sale of a portfolio of aircraft loans valued at €1.67 billion. The buyer is Deutsche Bank.
- Advising an international bank on the updating of its base prospectuses, on distribution issues relating to structured securities in France and on cross-border public offerings and distribution of structured products in various European countries.
Jones Day
At Jones Day, it is particularly financial institutions, crypto exchanges and fintechs, but also corporates, that find a proven expert in securitisation transactions in Ulf Kreppel, who most recently assisted with securitisation programs for leasing receivables, auto loans and trade receivables, as well as an experienced advisor on the implementation and development of products and platforms related to cryptocurrencies and crypto trading in Nick Wittek. This includes tokenisation issues and derivatives, including blockchain-based derivatives.
Referenzen
‘Strong expertise in traditional securitisation.’
‘Ulf Kreppel is always available, supports with a problem-solving approach and is very hands-on. He is definitely a person who makes the difference during the structuring process.’
‘The firm is very international with almost no friction across national borders.’
Kernmandanten
IBL Istituto Bancario del Lavoro S.p.A.
Santander Consumer Bank AG
Stellantis Financial Services Italia
UniCredit Bank GmbH
Vibrantz Corporation
Highlight-Mandate
- Advising IBL Banca as originator and co-arranger and UniCredit Bank as co-arranger on the annual update of the securitisation program with a total volume of €10 billion.
- Advising Santander Consumer Bank on several European consumer credit securitisation transactions.
- Advising on the first auto loan securitisation transaction issued by Stellantis Financial Services with a notional amount of approximately €750 million.
Linklaters
Linklaters' broad advice spectrum ranges from (synthetic) securitisations, special financing and NPL transactions to derivatives, which also represents focus areas for practice head Christian Storck, among others. He specialises in OTC derivatives, but further covers client clearing and netting issues. Barbara Lauer, Burkhard Rinne and counsel Jördis Heckt-Harbeck are among the key contacts for asset-based structured financing; Lauer and Heckt-Harbeck also manage portfolio and NPL transactions and their financing, and Rinne assists with securitisations, factoring and clearing, among other matters. In addition, clients, including banks, sponsors and companies, regularly rely on the team's expertise in product, platform and payment infrastructure development.
Praxisleiter:
Christian Storck
Weitere Kernanwälte:
Barbara Lauer; Burkhard Rinne; Christian Storck; Jörg Fried; Jördis Heckt-Harbeck; Kurt Dittrich
Referenzen
‘Strong expertise in traditional securitisation.’
‘Barbara Lauer is always available and supports with her problem-solving approach. She is definitely a person who makes the difference during structuring processes.’
‘Very pleasant cooperation, excellent accessibility, unique cost transparency.’
Mayer Brown LLP
In regular cross-border cooperation, and in particular with its London and Chicago offices, the Frankfurt-based team at Mayer Brown LLP recently advised on several securitisations of trade and leasing receivables as well as car loans; here, Andreas Lange is the key contact. He is part of the team led by Patrick Scholl, who complements the group's offering with regulatory expertise and applies it in establishing issuance platforms and updating base prospectuses; his debt capital market law capacities are also frequently called upon by clients seeking advice on OTC derivatives.
Praxisleiter:
Patrick Scholl
Referenzen
‘The capital market team led by Patrick Scholl is characterised by reliability. The team’s working style is solution-oriented and therefore efficient.’
‘Good market and industry knowledge.’
‘Patrick Scholl: Excellent knowledge and client orientation.’
Kernmandanten
BNP Paribas
Deutsche Bank
LBBW
RBC
White & Case LLP
White & Case LLP continues to be particularly adept in restructuring-related advice and within a distressed M&A context. The group recently handled a number of NPL transactions on European level, including portfolio sales and structured securitisations, while other matters concerned true sale securitisation transactions and synthetic securitisations of loans and asset-based financing. The practice routinely advises across borders - most recently in the Benelux and Northern Europe in particular - which is not least due to the international orientation of practice head Dennis Heuer, who, in addition to heading the German group, also co-leads the EMEA team for structured finance. He is also part of the firm-wide ESG practice and subsequently counts ESG components among his strengths.
Weitere Kernanwälte:
Claire-Marie Mallad
Referenzen
‘Deep knowledge of securitisation and a strong understanding of the sector have helped to break new ground in a conservative industry.’
‘Innovative and constructive in finding solutions in closed situations where strict regulations and commercial considerations set limits.’
‘Dennis Heuer: In-depth knowledge and experience in securitisation and insight into the sector.’