Finance Associate - Securitisation

Allen & Overy
England, London
27 Jan 2022
24 Feb 2022
Allen & Overy LLP
Full Time
Experience Level
Junior Level, Mid Level

We are looking to recruit ambitious transactional finance lawyers for our market leading securitisation practice. Applicants would ideally have transactional finance experience (with experience in asset-backed or other secured lending (such as real estate finance or project finance) being a bonus but not a pre-requisite). Applicants would ideally have experience of drafting and negotiating transactions.

We offer a very competitive salary package and provide unrivalled training and development opportunities, including, but not exclusive of, bespoke associate development courses, tailored to your level of experience, technical skills training specific to our Capital Markets practice, and Legal Project Management training.

Associates are encouraged to do client secondments. There are secondment opportunities with leading investment banks, funds and private equity houses. Recent examples of client secondments include Citibank, Lloyds Banking Group, JP Morgan, and RBS.

There are also opportunities for associates to do secondments in other offices within the A&O network.
Our Securitisation Group is a growing team comprising 6 partners and 22 associates, transaction executives and paralegals. We are a collegiate and sociable team. We work closely with other groups within the firm, including tax, insolvency, banking, derivatives, real estate, real estate finance, projects and regulation.

About the team
Our securitisation practice is a global leader, with expertise throughout the securitisation spectrum. Our experience includes advising all parties on precedent-setting transactions involving all asset classes, including residential mortgages, commercial mortgages, consumer loans, corporate loans (including CLOs), auto loans and leases, trade receivables, public sector, project finance and infrastructure. We have particular depth in whole business securitisations and corporate structured funding, including infrastructure and project bond-related work. We are the leading legal adviser in the covered bonds market and we have been leading the way on regulatory developments by participating in numerous industry working groups. The securitisation group are working on some of the most significant transactions involving portfolio sales of both performing assets and non-performing loans. We have acted on a number of significant asset disposal transactions in the market. In addition, we are advising on an increasing number of synthetic risk transfer transactions, using a range of structures that provide clients with solutions that operate within the changing regulatory environment. The team is also increasingly focused on ESG transactions with an increasing number of transactions being ESG eligible.

Beyond transactional work, the team has focused on guiding clients through an ever-evolving regulatory landscape, which presents significant challenges. We have continued to play an active role in numerous important initiatives in the structured finance regulatory space (working through industry groups and separately where necessary). We remain pre-eminent advisors in the UK, Europe and internationally, guiding and being involved heavily in the industry's lobbying efforts and acting as the leading firm in dialogues with various regulatory agencies.

The work is varied and challenging, with clients often appointing us to work on large and complex "first of a kind" transactions. Recent examples include:

  • Advising the consortium members on the acquisition of Bradford & Bingley and Northern Rock and the related loan portfolios from the UKFI.
  • Advising a number of Greek systemic Banks on the sales of their non-performing loan portfolios and related securitisations. The Transactions are significant and permit the Banks to comply with their requirements to the European authorities of significantly reducing their NPL ratios.
  • Working on ESG eligible mortgage and auto loan as well as infrastructure transactions
  • Advising the arranger and joint lead managers on the circa GBP10bn securitisation of a portfolio of buy-to-let mortgage loans originated by Bradford & Bingley plc and Mortgage Express in connection with the sale of a portfolio loans by Bradford & Bingley plc following a competitive bidding process arranged by United Kingdom Asset Resolution. This is significant in the market as the largest securitisation transaction of its kind post crisis.
  • Advising PIMCO on their investment in Project Fino, the divestment by Unicredit of EUR17.7 billion of Italian non-performing loans by way of separate securitisations to PIMCO-managed funds and Fortress Investment Group. The transaction is regarded as the most significant deal to date in the Italian NPL sector.
  • Advising the financing banks on the acquisition by Cerberus Capital Management LP of GBP13bn Northern Rock Mortgage plc assets from UKFI. The total portfolio consisted of GBP12bn loans within the Granite securitisation vehicle, plus a further GBP1bn of non-Granite assets. The sale comprised performing and nonperforming residential mortgages and unsecured loans from the legacy book of NRAM, the former Northern Rock mortgage business.
  • Advising Alpha Trains on a junior and senior private placement as part of a EUR1.25bn secured corporate financing, the first of its type in Europe outside the regulated utilities space.

Associates are encouraged to work with different partners across the team to gain breadth of experience across a range of different transaction types.

Our client base has evolved following the financial crisis. We continue to advise financial institutions, including Barclays, Natwest, HSBC, Lloyds, Deutsche Bank, Morgan Stanley, JP Morgan, BAML, Goldman Sachs and Citi and corporates, such as Tesco and Center Parcs. However, funds, private equity firms and challenger banks are increasingly becoming a significant part of our client base as they take advantage of opportunities in the structured finance market, including buying portfolios of debt from European banks and financing that debt by way of bank financing or securitisation. Associates are therefore exposed to a broad range of market participants and there are excellent client secondment opportunities.

Allen & Overy LLP is committed to being an inclusive employer and we are happy to consider flexible working arrangements.

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