Securitisation Associate

at  AO Shearman

Key requirements

• Ideally 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)
• Ideally experience of drafting and negotiating transaction

DEPARTMENT PURPOSE

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, auto loans and leases, trade receivables, public sector, project finance and infrastructure. 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.

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.
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 regulatory.

ROLE PURPOSE

We are looking to recruit ambitious transactional finance lawyers for our market leading securitisation practice.
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 Shearman network.
Associates are also encouraged to work with different partners across the team to gain breadth of experience across a range of different transaction types.

Key requirements

• Ideally 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)
• Ideally experience of drafting and negotiating transactions

Should you require additional support at any stage of the recruitment process due to a disability or a health condition, please do not hesitate to contact a member of our recruitment team who will work with you to provide any adjustments as required.
We are an equal opportunities recruiter and do not discriminate on the basis of race, colour, sex, religion, sexual orientation, national origin, disability, or any other protected characteristic.
We recognise that our people are our most valuable asset, which is reflected in the wide range of benefits that are available to our employees. Some of these benefits include: our occupational pension scheme, group income protection cover, private medical insurance, mental health resources and free apps, health and wellbeing services encompassing an onsite gym, wellbeing centre and GP service, emergency back-up care support, parental and special leave, holiday entitlement increasing with length of service, holiday trading, season ticket loans and online discounts and lifestyle management services.
We recognise the value of flexible working and embraces hybrid working, allowing our people to work from home up to 40% of their working time. We do however remain committed to working together in person for the remaining 60% of time so that we can learn, grow and succeed together.