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German Securitisation ExpertiseCapabilities Statement

November 2014

Hogan Lovells – German Securitisation Expertise – Capabilities Statement i

Our Services 1

About us

Hogan Lovells 3

Hogan Lovells in Germany 4

Our Expertise

International Debt Capital Markets and StructuredFinance 6

Securitisation Practice 7

Securitisation German Track Record 8

Securitisation International Track Record 12

Our Team

German ABS Transactions 15

International Team 21

Market Reviews 23

Contents

ii Hogan Lovells – German Securitisation Expertise – Capabilities Statement

Hogan Lovells Structured Finance and Securitizationpractice handles every aspect of structured financetransactions.

We advise on the financing of a wide range of classicand innovative asset types, both as public and privatestand-alone issues, master trusts, programs, andthrough conduit structures. We are regularlyrecommended by independent market guides,particularly for our work in asset-backed financing andinsurance-linked securitizations, and for our ability toadvise on new and innovative transactions. In addition,we run one of the few practices able to offer dedicatedand knowledgeable advice to capital markets trustees.

During the recent credit crisis, we assisted clients withthe restructuring and enforcement of all manner ofstructured finance transactions, including CMBS, ABS,and SIVs, working closely with our counterparts inHogan Lovells’ Business Restructuring and Insolvencyteam and in the Commercial Litigation team. In addition,we have continued to advise clients on fundingopportunities, including central bank liquidity trades,privately placed transactions, and public termsecuritizations.

Our experience in structured finance andsecuritizations, combined with the resources dedicatedto tax, regulatory, and US securities issues residentwithin Hogan Lovells' international offices, allows us toprovide clients with a competitive, knowledge-basedservice for all structured finance transactions.

Our team is also involved in issues regarding thechanging regulatory environment relating to structuredfinance, Dodd-Frank legislation in the US and therelevant EU directives, including, compliancecounselling, disclosure and advocacy relating to thelegislation. In addition, our team has experienceadvising clients on issues relating to derivatives relatedinfrastructure, including clearing, data repositories,broker-dealer matter and exchange execution.

For further information or to discuss our experience inmore detail, please do not hesitate to get in contact:

Dr. Sven BrandtInternational Debt Capital Markets, Frankfurt

Hogan Lovells International LLPUntermainanlage 160329 Frankfurt am MainT +49 69 96236 [email protected]

Dr. Dietmar HelmsInternational Debt Capital Markets, Frankfurt

Hogan Lovells International LLPUntermainanlage 160329Frankfurt am MainT +49 69 96236 [email protected]

Dr. Julian FischerInternational Debt Capital Markets, Frankfurt

Hogan Lovells International LLPUntermainanlage 160329 Frankfurt am MainT +49 69 96236 [email protected]

ii Hogan Lovells – German Securitisation Expertise – Capabilities Statement

Unser BeratungsangebotUnser Beratungsangebot

Unser Beratungsangebot

Our Services

Hogan Lovells – German Securitisation Expertise – Capabilities Statement 1

HOGAN LOVELLS – AN ATTRACTIVE PARTNER

The success and satisfaction of our clients is our firstpriority. Our broad expertise allows us to provide youwith legal advice of the highest quality, and asillustrated by the following reasons, we are especiallyqualified to advise you on your securitisationtransactions:

• Leader in Securitisation Transactions in theAutomotive Industry: We are one of the few firmswith years of specialisation and comprehensiveexpertise in securitisation transactions for theautomotive industry. Since 2006, our Debt CapitalMarkets and Structured Finance team has advisedFord Bank on all of its securitisation transactions.Moreover, we advise Volkswagen, Daimler,Porsche, BMW, Iveco and Fiat on theirsecuritisations of receivables relating to wholesalefinancing, auto loans and leasings.

• Established Partner for Trade ReceivableTransactions and ABCP Conduit Deals: We arewell-established advisors for trade receivable

transactions and ABCP conduit deals. Our clientsrange from German state-owned banks to privatecommercial banks whose ABCP Programs we havemanaged for years and whom we have also assistedin several individual transactions, in particular withmedium sized companies.

• International Network: When dealing with pan-European and global securitisation transactions, wework closely together with local experts based in ourinternational offices in order to include receivablesoriginated by our clients' foreign subsidiaries.

• Different Perspectives for Advice onSecuritisation Transactions: While we mainlyadvise banks on the structure and implementation ofABS transactions, we also regularly counsel otherparticipants in securitisation transactions, such assecurity trustees, swap counterparties, accountbanks, paying agents and last but not least ratingagencies. This versatility has allowed us toexperience all aspects of a securitisationtransaction, gain knowledge in each and accumulateconcentrated know-how in this type of transaction.

Our Services

Recommended firm forstructured finance and bonds,continued to strengthen itsposition. Automotivesecuritisations have providedsteady utilization for severalyears.

JUVE Handbuch, 2012/2013

2 Hogan Lovells – German Securitisation Expertise – Capabilities Statement

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Über uns

Über unsAbout us


Hogan Lovells is a global legal practice that advisescorporations, financial institutions, and governmententities on their critical legal issues. We have over2,500 lawyers based in more than 40 offices inEurope, the United States, the Middle East, Asia,Africa and Latin America.

Hogan Lovells offers:

• an exceptional, high quality transatlanticcapability, with extensive reach into the world’scommercial and financial centers

• particular and distinctive strengths in the areas ofgovernment regulatory, litigation and arbitration,corporate, finance, and intellectual property

• access to a significant depth of knowledge andresources in many major industry sectorsincluding transportation, hotels and leisure,telecommunications, media and technology,energy and natural resources, infrastructure,

financial services, life sciences and healthcare,consumer, and real estate.

Our practice breadth, geographical reach andindustry knowledge provide us with insights into theissues that affect our clients and enable us to providehigh quality business-oriented legal advice to assistthem in achieving their commercial goals.

A distinctive culture

Hogan Lovells is distinguished by a highlycollaborative culture which values the contribution ofour diverse team both within the firm and in the widercommunity.

• Our style is commercial, service focused andfriendly. We believe that our commitment to clientservice, commerciality and team work providesbenefits to our clients and enhances effectivebusiness relationships.

About usHogan Lovells


Hogan Lovells in Germany

With more than 300 total legal staff in our fourGerman offices in Düsseldorf, Frankfurt, Hamburgand Munich, we have the flexibility of resources tosupport all your legal needs in this major economy,belonging to the biggest law firms in Germany.

The high quality of our advice is based on theexcellence of our lawyers. In each office we havedeveloped our expertise in certain areas, in line withthe needs of our clients and local market conditions.

Common to all our offices is the consistent quality ofadvice and the combination of practical legal advicewith commercially sound solutions. We combinedeep market knowledge with specialist know-how invarious industries to achieve the best results for ourclients.

Key practice areas

• Banking and finance

• Capital markets

• Commercial

• Corporate/M&A

• Dispute resolution

• Employment

• Government regulatory

• Intellectual property

• Private Equity

• Real estate

• Tax

Key industry sectors

• Automotive

• Consumer

• Energy and natural resources

• Financial services

• Industrials

• Infrastructure

• Life sciences and healthcare

• Real estate

• Technology, media and telecoms

• Transportation

About usAbout usHogan Lovells in Germany


Unsere Expertise

Unsere Expertise

Our Expertise


The debt capital markets practice group in Frankfurt

is an integral part of the Hogan Lovells international

capital markets practice. We have decades of

experience in advising leading banks, public

authorities, financial institutions, investment

companies and other capital markets participants.

This experience, coupled with the close integration of

our partners and associates distributed across all

areas of the international financial sectors enables us

to stay abreast of new developments and offer the

best possible advice to our clients.

Our debt capital markets clients includearrangers/underwriters, sovereigns and corporationsas issuers as well as other service providersparticipating in debt capital markets transactions.

The regulation of capital markets and structuredfinancial products is constantly evolving. In order toprovide our clients with the best up-to-the-minuteadvice, we closely follow all developments in theapplicable legal and regulatory frameworks.

We are known for innovative and ground-breakingtransactions, in particular in the fields of structuredfinance and structured financial products. Our team ishighly experienced in structuring tax-efficient capitalmarkets, securitisation and structured financetransactions both in Germany and across nationalborders.

Our ExpertiseInternational Debt Capital Markets and Structured Finance

"Clients are impressed by thefirm"

IFLR 1000, 2012

"Sources choose this firmparticularly because of itsreputation in the areas ofstructured finance andsecuritisation"

Chambers Europe, 2011


Hogan Lovells has been building an internationalteam of experienced lawyers specialized insecuritisation transactions since the beginning of the1980s. Our global team is composed of lawyers inAmsterdam, Dubai, Frankfurt, Hong Kong, London,Madrid, Milan, New York, Paris, Mexico, Singapore,Tokyo and Warsaw. This well-integrated team workstogether across borders and industries. Our clientsinclude originators, managers, arrangers, ratingagencies, investors, trustees and portfolio managers.

When dealing with pan-European and globalsecuritisation transactions, we work closely with localexperts in our international offices in order to includereceivables originated by our clients' foreignsubsidiaries.

We are regularly recommended by independentmarket guides, particularly for our work inreceivables-backed financing and insurance-linkedsecuritisations. Since 2006, we have a widelyrecognised emphasis on auto and consumer assetsecuritisation. Thanks to our experience insecuritisation transactions and our tax, regulatoryand US securities practices we can offer our clientscompetitive and knowledgeable advice on all kinds ofstructured finance transactions.

Areas of Expertise

• Securitisation of

o Auto loans and other consumer loans, autoleasing and credit card receivables

o Commercial lease receivables

o Trade receivables

• Commercial and private mortgage securitisation

• Whole business / Corporate securitisations

Our ExpertiseSecuritisation Practice


Together with their teams, Sven Brandt and Dietmar Helms have participated in the following securitisationtransactions:

Securitisation Transactions in the AutomotiveIndustry (Term Deals and Programmes):

Société Générale:

• Red & Black TME Germany 1 (March 2013) forOriginator GEFA Gesellschaft fürAbsatzfinanzierung (EUR 600 Million)

• Red & Black Auto Germany 2 (November 2013)for Originator Bank DeutschesKraftfahrzeuggewerbe AG (EUR 1 Billion)

Landesbank Baden-Württemberg:

• Trucklease 2 (March 2012) for LandesbankBaden-Württemberg (EUR 160 Million)

• Trucklease 3 (June 2013) for LandesbankBaden-Württemberg (EUR 130 Million)

• Free Mobility 6 (December 2012) for LandesbankBaden-Württemberg (EUR 466 Million)

Volkswagen Financial Services AG:

• DFM Master (May 2011) for DealersFinancierings Maatschappij N.V., a joint venture ofVolkswagen Group (EUR 785 Million) and AnnualRenewal and Restructuring (April / May2012/2013/2014)

• Driver UK Master (November 2011) forVolkswagen Financial Services AG andVolkswagen Financial Services (UK) Limited(VWFS): (GBP 2.5 Billion) and Annual Renewaland Restructuring (most recently in November2013)

• Driver Australia (December 2013) forVolkswagen Financial Services AG (AUD 487Million)

• Driver Brazil (July 2012) for VolkswagenFinancial Services AG (BRL 930 Million (BrazilianReais), roughly USD 465 Million

• Driver France FCT Compartment 2013-1(October 2013) for Volkswagen Bank GmbHFrench Branch and Volkswagen FinancialServices AG (EUR 480 Million)

• Driver Japan One (January 2012) forVolkswagen Financial Services AG (JYP 25Billion)

• Driver Japan Two (February 2013) forVolkswagen Financial Services AG (JYP 28Billion)

• Driver UK Two (September 2014) for Driver UKMulti Compartment S.A. (GBP 1 Billion)

Volkswagen Bank GmbH:

• Driver 8 (February 2011) for Volkswagen BankGmbH (EUR 714.4 Million)

• Driver 9 (June 2011) for Volkswagen Bank GmbH(EUR 714.4 Million)

• Driver 10 (February 2013) for Volkswagen BankGmbH (EUR 952.5 Million)

• Driver 11 (July 2013) for Volkswagen BankGmbH (EUR 715 Million)

• Driver 12 (May 2014) for Volkswagen BankGmbH (EUR 1.2 Billion)

• Private Driver 2011-1 (July 2011) for VolkswagenBank GmbH (EUR 673 Million)

• Private Driver 2011-2 (August 2011) forVolkswagen Bank GmbH (EUR 949.9 Million)

• Private Driver 2011-3 (November 2011) forVolkswagen Bank GmbH (EUR 952.5 Million)

• Private Driver 2012-1 (April 2012) forVolkswagen Bank GmbH (EUR 958 Million)

• Private Driver 2012-2 (April 2012) forVolkswagen Bank GmbH (EUR 958 Million)

Our Track RecordSecuritisation Practice


• Private Driver 2012-3 (November 2012) forVolkswagen Bank GmbH (EUR 952.5 Million)

• Private Driver 2013-1 (June 2013) forVolkswagen Bank GmbH (EUR 952.5 Million)

• Private Driver 2013-2 (June 2013) forVolkswagen Bank GmbH (EUR 952.5 Million)

• Private Driver 2014-1 (April 2014) forVolkswagen Bank GmbH (EUR 1 Billion)



• Private Driver 2014-4 (November 2014) forVolkswagen Bank GmbH (EUR 1 Billion)

Volkswagen Leasing GmbH:

• VCL 19 (February 2014) for Volkswagen Leasing(EUR 750 Million)

• VCL Master Residual Value (February 2014) forVolkswagen Leasing (EUR 3 Billion)

• VCL Master (September 2014) for VolkswagenLeasing (EUR 5 Billion)

• VCL 20 (October 2014) for Volkswagen Leasing(EUR 1.302 Billion)

BMW Bank:

• Bavarian Sky Compartment 3 (July 2012) forBMW Bank GmbH (EUR 800 Million)

• Bavarian Sky Europe SA Compartment 1Switzerland (May 2013) for BMW Bank GmbH(CHF 300 Million)

• Bavarian Sky German Auto Loans 2 (August2014) for BMW Bank GmbH (EUR 1 Billion)

DaimlerChrysler Bank / Mercedes-Benz Bank:

• Silver Arrow S.A., Compartment 4 (November2013) (EUR 1 Billion)

• Silver Arrow S.A., Compartment 5 (November2014) (EUR 1 Billion)

Toyota Kreditbank GmbH:

• Koromo S.A., Compartment 2 (October 2014)(EUR 973 Million)

Ford Bank:

• Globaldrive Series 2014-B EUR 516,313,540German auto loan securitisation

• Globaldrive Series 2014-A EUR 543,499,222German auto loan securitisation



• Globaldrive Dealer Floorplan Germany 2012EUR 600,000,000 German dealer floorplansecuritisation


• Globaldrive Germany Retail VFN 2011 variablefunding notes German auto loan securitisation


• Globaldrive Series VFN EUR 1,400,000,000German auto loan securitisation

• Globaldrive Series 2009-D EUR 225,000,000German auto loan securitisation

• Globaldrive Series 2009-C EUR 487,000,000German auto loan securitisation



• Globaldrive German Lease 2009-A EUR717,000,000 German auto lease securitisation





• Globaldrive Dealer Floorplan German 2006EUR 1,400,000,000 German dealer floorplansecuritisation


Iveco:

• Revolving pan-European EUR 600 Millionsecuritisation of trade receivables from France,Germany, Italy and England

• EUR 1 Billion securitisation of European leasingand auto loan receivables

DBRS:

• CARS ALLIANCE AUTO LOANS GERMANY V2014-1: securitisation of a EUR 2 Billion portfolioof auto loans of RCI Banque S.A., GermanBranch

• CARS ALLIANCE AUTO LOANS GERMANY V2013-1: securitisation of a EUR 900 Millionportfolio of auto loans of RCI Banque S.A.,German Branch

• VCL 18: securitisation of a EUR 720 Millionportfolio of auto leasing receivables ofVolkswagen Leasing GmbH

• Koromo 2: securitisation of a EUR 933 Millionportfolio of auto loans of Toyota Kreditbank GmbH

• SC Germany Auto 2014-2 UG: securitisation of aEUR 3 Billion portfolio of auto loans of SantanderConsumer Bank AG

• SC Germany Auto 2013-2 UG: securitisation of aEUR 600 Million portfolio of auto loans ofSantander Consumer Bank AG

• DBRS - SC Germany Auto 2013-1 UG:securitisation of a EUR 700 Million portfolio ofauto loans of Santander Consumer Bank AG

• SC Germany Consumer 2013-1 UG:securitisation of a EUR 1.9 Billion portfolio ofconsumer loans of Santander Consumer Bank AG

• Bavarian Sky S.A., German Auto Loans 2:securitisation of a EUR 1 Billion portfolio of autoloans of BMW Bank GmbH

Bavarian Sky S.A., German Auto Loans 1:securitisation of a EUR 800 Million portfolio ofauto loans of BMW Bank GmbH

Others:

• Volvo Autobank Deutschland GmbH: advisingVolvo Autobank in respect of the EUR 359 Millionsecuritisation of leasing and auto loan receivables

• AXA: advising AXA in respect of the securitisationof a EUR 450 Million pan-European securitisationof over 6 Million vehicle insurance policies

• Investkredit Bank AG: advising in respect of thesecuritisation of trade receivables of KTMSportmotorcycle AG

Selection of other securitisation transactions ofthe German team outside of the AutomotiveSector:

• CNH Financial Services S.A.S.: advising inrespect of the securitisation of European tradereceivables

• Hannover Rück: advising in respect of thesecuritisation transaction Merlin CDO I B.V. withan offering volume of EUR 95 Million and areference portfolio of approximately EUR 1 Billion

• E-Plus: advising in respect of the securitisation oftelecommunications receivables arranged byUniCredit (did not close)

• A German mortgage bank (Hypothekenbank):advising in respect of the securitisation of aGerman CMBS Transaction (did not close)

ABCP Conduit Transactions (advising the banks):

• Helaba (Landesbank Hessen-Thüringen):advising in respect of individual transactionsunder the EUR 3 Billion ABCP Programme(Opusalpha) and on-balance transactions forVaillant, B.Braun, STILL, Phoenix Pharma, CWS-boco, ArcelorMitall, Bertelsmann, AKF Bank, MCEBank, among others

• Landesbank Baden-Württemberg: advising inrespect of individual transactions under the EUR 5Billion ABCP Programme (Weinberg, formerlyLake Constance) for ALSO, Verbio, Scholz,Plastal, Gropper, Continental, Biesterfeld, amongothers

• Bayerische Landesbank: advising in respect ofindividual transactions under the EUR 10 BillionABCP Programme (Corelux, formerly Giro Lion)for Scholz AG, Rheinmetall, among others

• Commerzbank: advising in respect of individualtransactions under the EUR 3.6 Billion ABCP


Programme (Silver Tower) for Linde Leasing,Kone, Otto Bock, among others

• DZ Bank: advising in respect of individualtransactions under the EUR 10 Billion ABCPProgramme (Coral) for Straub Autovermietung,Raiffeisen Waren-Zentrale, Hansa Milch, amongothers

• SEB: advising in respect of individual transactionsunder the EUR 2 Billion ABCP Programme(Kebnekaise) for Scholz und Hilti, among others

• FMS Wertmanagement: advising in respect oftheir US AB Commercial Paper Programme KellsFunding, LLC

• IKB Deutsche Industriebank AG: advising inrespect of the restructuring of the RheinlandSecuritisation Programme

ABCP Conduit Transactions (advising theclients):

• Jungheinrich AG: advising Jungheinrich AG inrespect of the securitisation of leasing receivablesunder LBBW's Weinberg and DZ Bank's CoralProgrammes

• Porsche Financial Services GmbH: advising inrespect of the securitisation of auto leasingreceivables co-financed under ABCPProgrammes of LBBW, UniCredit and BTMU

• MAN: Truck Leasing: advising in respect of thesecuritisation of truck leasing receivables co-financed under ABCP Programmes of LBBW,UniCredit and Mizuho Bank

• LeasePlan: advising in respect of thesecuritisation of auto leasing receivables underSoCGen's Antali Programme

• BMW Bank GmbH – Bavarian SkyCompartment A: advising in respect of the

securitisation of residual value of leasingreceivables co-financed inter alia byCommerzbank's Silver Tower Programme

• Hilti AG und Hilti Deutschland GmbH: advisingon the securitisation of fleet leasing agreementsthrough the Alpine Financial Services B.V. SPV,funded by SEB

• IKB Leasing: advising IKB Leasing on theConduit securitisation of German leasingreceivables under LBBW's Lake ConstanceProgramme

• Rutronik: advising Rutronik on the EUR 40Million securitisation of receivables of automotiveparts suppliers under LBBW's WeinbergProgramme

• Balda AG: advising in respect of the EUR 60Million securitisation of international tradereceivables under LBBW's Weinberg Programme

• Claas KGaA: advising Claas KGaA and itsFrench, Italian and American subsidiaries on asecuritisation transaction

• Continental AG: advising LBBW and ContinentalAG as transaction counsel in the EUR 180 Millionsecuritisation of receivables of Continental AG'sautomotive business

• Garant Schuh + Mode AG: advising in respect ofa securitisation of trade receivables underCommerzbank's Silver Tower Programme and thetermination of the transaction, including therepurchase and resale of the receivables portfolioto DZB Bank GmbH

• Universal Leasing Limited und GFKL FinancialServices AG: advising on the termination andrescission of a leasing securitisation transactionunder Bayerische Landesbank's Giro LionProgramme


International Team - Selection of International Securitisation Transactions:

• Globaldrive UK Dealer Floorplan II FundingLimited: advising FCE Bank in respect of theMaster Trust Conduit-Securitisation of Britishtrade receivables

• Globaldrive UK Dealer Floorplan Funding ILimited: advising FCE Bank in respect of theMaster Trust Conduit-Securitisation of Britishtrade receivables

• Globaldrive Dealer Floorplan B.V.: advisingFCE Bank in respect of the Master PurchaserConduit-Securitisation of French and Spanishtrade receivables

• Globaldrive (UK) Variable Funding I plc:advising FCE Bank in respect of a GBP 3.4 Billionsecuritisation of auto loans

• Globaldrive (UK) Variable Funding II plc:advising FCE Bank in respect of a GBP 2.9 Billionsecuritisation of auto loans

• Globaldrive (UK) Retail 2011 plc: advising FCEBank in respect of a GBP 610 Millionsecuritisation of auto loans

• Globaldrive Austria Retail Lease VFN 1 B.V.:advising FCE Bank in respect of a GBP 400Million securitisation of leasing receivables

• Crédit Agricole Corporate and InvestmentBank as Arranger: advising in respect of asecuritisation of Italian trade receivables of GMACItalia S.p.A.

• FIAT Group and CNH Group advising in respectof a EUR 500 Million securitisation of tradereceivables originated by units of the CNH Groupin Belgium, France, Italy, Spain and England,arranged by Société Générale

• Getin Noble Bank: acting as transaction counselof Getin Noble Bank in the securitisation of Polishauto loans

• Bank of America Merrill Lynch: representingBoAML in respect of an auto loan securitisationsecured by loan and leasing receivablesoriginated by Navistar (the first internationallyoffered Latin American auto loan securitisation)

• Bank of America Merrill Lynch: advising BoAMLin its role as arranger in respect of a securitisationof Italian auto loans

• Lloyds TSB Bank: advising the arranger andoriginator of a privately placed securitisation ofBritish auto loans

• Advising the arranger in respect of thesecuritisation of a portfolio of French operatinglease receivables

"The firm has great capitalmarkets expertise. The teamhas a good understanding ofthe regulatory environment andtheir thoughts are verycommercially oriented."

Chambers Europe, 2012


• Royal Bank of Scotland: advising RBS inrespect of the EUR 302 Million securitisation of aportfolio of Italian leasing receivables

• Credit Suisse First Boston and Banco Efisa:advising in respect of the securitisation ofPortuguese consumer and auto loans of BancoPortugues de Negocios and its subsidiaries

• Bank of America Merrill Lynch and HSBC (asjoint lead managers) on a £438 million UKresidential mortgage backed securitization issuedby Tenterden Funding plc and originated by AIBGroup (UK) p.l.c.

• BB Securities and BNP Paribas in theestablishment of a master trust to securitize thefuture oil royalties originally owed to the State ofRio de Janeiro and the first ($2 billion)international offering from the Rio Oil FinanceTrust

• HSBC and RBC on a £230 million commercialmortgage-backed securitization involving theproperty portfolio of various life subsidiaries ofFriends Provident (the first UK investment fundCMBS)

• AXA: advising in respect of the first Frenchsecuritisation of EUR 1.8 Billion vehicle insurancepremiums (the first of its kind in the market)

Nomura, Morgan Stanley, Deutsche Bank andMizuho in the US$750 million offering by entitiesin the Schahin Oil & Gas group backed by adrillship chartered to Petrobras and relatedrevenues (first such transaction rated investmentgrade by all three rating agencies) and Nomura ina similar prior US$270 million transaction backedby a different vessel

• Santander (as joint lead manager), Bank ofAmerica Merrill Lynch (as joint lead manager)and Citigroup (as joint lead manager) on SCFRahoituspalvelut 2013 Limited, a €513 millionFinnish automotive receivables securitization

• Santander, HSBC and The Royal Bank ofScotland on Bilkreditt 4 Limited, a €478 millionNorwegian automotive loan securitization

• The arrangers on a privately placed US$18million securitization in Saudi Arabia (the firstShariah compliant RMBS)

• Merrill Lynch International on a £476 million UKresidential mortgage-backed securitizationstructured as Eurosystem collateral

• Tube Lines consortium on its £1.5 billiontranched securitization of the LondonUnderground PPP (the first UK projectsecuritization)

"The firm has an impressiveglobal showing in structuredfinance and securitization"

Chambers Global, 2012 -Capital Markets: Securitization


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dfa

Unser Team

Our Team


Our ABS-Transactions TeamGermany

Dr. Dietmar Helms

PartnerFrankfurt

Dr. Sven Brandt

PartnerFrankfurt

Capital Markets Tax

Dr. Julian Fischer

Partner,Frankfurt

Dr. Heiko Gemmel

Partner,Dusseldorf

Anna Rogge,LL.M.

Senior Associate,Frankfurt

Nico Neukam

Associate,Dusseldorf

Oliver Reimers

Associate,Frankfurt

Fugui Tan

Project Associate,Frankfurt

Fabian Kling

Project Associate,Frankfurt


Debt Capital Markets

Dr. Sven BrandtInternational Debt Capital MarketsPartner, FrankfurtT +49 69 962 36 [email protected]

Sven Brandt is a partner in Hogan Lovells' Frankfurt office. Before joiningthe firm he was a partner at Luther, a law firm associated with Ernst &Young. He also worked for five years in the legal department of DeutscheBank and three years for Commerzbank. Sven has extensive experience inasset finance, capital markets (both interest and dividend-paying stock),structured finance (including derivatives), debt repackaging andsecuritisation. He specialises in asset and structured finance transactions,capital markets products and regulatory implications of securities tradingand settlement. Since 2006, he advises Ford Bank in all its securitisationtransactions.

Sven was a member of both the German regulators' (BaFin) and theGerman bank's association's (BdB) securitisation expert working groupsand lectures on related topics at the International Real Estate BusinessSchool of the University of Regensburg.

Awards and Rankings

"Very fast and efficient, excellentknow-how, very balanced andcomfortable to work with."

(Client, JUVE Handbook, 2012/2013)

"Our expectations were absolutelysatisfied. Sven Brandt and his teamhave the required expertise."

(Client, IFLR 2012)

Practice Areas

Structured Finance


Derivatives

Banking and Finance

Dr. Dietmar HelmsInternational Debt Capital MarketsPartner, FrankfurtT +49 69 962 36 [email protected]

Dietmar Helms is a partner in the Hogan Lovells' Frankfurt office and amember of our International Debt Capital Markets group.

Dietmar advises banks and corporations on all legal questions relating tothe banking, corporation and capital markets business. He focuses onstructured finance and asset backed securitisations, general banking andfinance law as well as derivatives and financial products.

Further, Dietmar specializes in ABS and ABCP transactions in the

automotive sector. He also lectures on related subjects at the Frankfurt

School of Finance.

Awards and Rankings

"Dietmar Helms is regarded as ‘theexpert in auto loan securitisations inGermany'." (Legal 500 Germany2012)

"He has huge knowledge of ABStransactions in Germany and we feelvery comfortable using him becausehe has the right track record in thesedeals." (Chambers 2014)

Practice Areas

Structured Finance


Derivatives

Banking and Finance


Dr. Julian FischerInternational Debt Capital MarketsPartner, FrankfurtT +49 69 962 36 [email protected]

Julian Fischer joined the firm in 2007 and is a partner in our capital marketspractice group in Frankfurt. He advises banks, financial institutions andother financial service providers on securitisations and other refinancingtransactions, as well as on the structuring of underlying portfolios such ascredit, mezzanine and bonus share portfolios. Before joining the firm Julianworked at a German law firm for two years and at an English law firm forone year.

Practice Areas

Structured Finance


Derivatives

Banking and Finance

Anna Rogge, LL.M. (Wellington)International Debt Capital MarketsSenior Associate, FrankfurtT +49 69 962 36 [email protected]

Anna Rogge joined the firm's Frankfurt office in 2008. She is a seniorassociate in our capital markets practice group. She advises banks andother financial institutions on structured finance, derivatives and othercapital markets products. Anna specialises in securitisations and debtrepackaging as well as regulatory issues arising in relation to financialservices. After finishing her legal education in Germany, Anna received herLL.M. (Master of Laws) from Victoria University of Wellington, NewZealand.

Practice Areas

Structured Finance


Banking and Finance


Oliver ReimersInternational Debt Capital MarketsAssociate, FrankfurtT +49 69 962 36 [email protected]

Oliver Reimers is an associate in our Frankfurt capital markets practicegroup. He advises banks, companies and other institutions in capitalmarkets and structured finance transactions. Oliver has an American lawdegree (J.D). Before joining Hogan Lovells he worked at anotherinternational law firm.

Practice Areas

Structured Finance


Fugui Tan, LL.M. (Hong Kong)International Debt Capital MarketsProject Associate, FrankfurtT +49 69 962 36 [email protected]

Fugui Tan is a project associate in the firm's debt capital markets practicegroup in Frankfurt. She advises banks and other financial institutions onstructured finance, derivatives and other capital markets products. Afterfinishing her legal education, Fugui received her LL.M. (Master of Laws)and Ph.D. from the Chinese University of Hong Kong. Before joining HoganLovells, Fugui worked for one year at Baker & McKenzie (Frankfurt) in theBanking and Finance and Corporate group.

Practice Areas

Structured Finance



Fabian KlingInternational Debt Capital MarketsProject Associate, FrankfurtT +49 69 962 36 [email protected]

Fabian Kling joined the firm's Frankfurt office in 2013. He is a projectsassociate in our capital markets practice group. He advises banks andother financial institutions on structured finance, restructuring, derivativesand other capital markets products. Fabian specialises in securitisationsand debt repackaging as well as regulatory issues arising in relation tofinancial services.

After finishing his legal and economic education in Germany, Fabianworked for more than two years in the corporate/M&A practice group of aMagic Circle law firm in Germany and afterwards for more than one year inthe legal department of Siemens AG.

Practice Areas

Structured Finance



Tax

Dr. Heiko GemmelPartner, DusseldorfT +49 211 1368 [email protected]

Heiko Gemmel joined the firm in 2003 and is a partner in Hogan Lovells'Dusseldorf office and a member of the tax practice group. He is both a fullyqualified lawyer and a tax adviser (Rechtsanwalt und Steuerberater).Heiko's work focuses on national and international tax law. He advisesGerman and international clients, in particular companies in the financialservices sector on the development and implementation of tax optimisedacquisition and finance structures. He is further specialised in all taxaspects in the context of national and international acquisition finance andrestructuring. Heiko further deals with the relevant tax aspects of capitalmarkets transactions and the development of new capital markets products.He regularly publishes articles and holds presentations on tax relatedmatters.

Awards and Rankings

"Highly recommended lawyer for taxlaw."

(JUVE Handbooks 2010 – 2014)

"Heiko Gemmel is recommended as'very efficient'."

(Legal 500 EMEA 2013)

Practice Areas

Corporate - Tax

Nico NeukamAssociate, DusseldorfT +49 211 1368 [email protected]

Nico Neukam has been an associate in the firm's Dusseldorf office since2011 and is a member of the Tax practice group. His work is focused onnational and international tax law. He advises German and internationalclients, in particular banks, insurance companies and investors from thereal estate sector on the implementation of tax optimized corporate as wellas acquisition and finance structures. Nico Neukam studied law at theuniversity of Trier and has been working at the Institute for Legal Policy atthe university of Trier during and after his studies. Before joining HoganLovells in the course of his legal clerkship he worked at a major law firm asa research assistant.

Practice Areas

Corporate - Tax


We have experts in the field of securitisations in our international offices around the world. The German team worksclosely with the main contacts listed below.

Amsterdam MilanWouter JongenPartner, AmsterdamT +31 20 55 33 [email protected]

Federico Del MontePartner, MilanT +39 02 720 [email protected]

Dubai New YorkRustum ShahPartner, DubaiT +971 4 377 [email protected]

Peter HumphreysPartner, New YorkT +1 212 918 [email protected]

Hong Kong/Tokyo ParisPhilip HydePartner, Hong Kong/TokyoT +852 2840 5620 (Hong Kong)T +81 3 5157 8239 (Tokyo)[email protected]

Sharon LewisPartner, ParisT +33 1 53 67 47 [email protected]

London SingaporeJulian CraughanPartner, LondonT +44 20 7296 [email protected]

Andy FerrisPartner, SingaporeT +65 6302 [email protected]

Madrid WarsawJosé Luis VázquezPartner, MadridT +34 91 349 82 [email protected]

Piotr ZawislakPartner, WarsawT +48 22 529 29 [email protected]

Our TeamInternational Team


[Heading]

AW

Stimmen aus dem MarktMarket Reviews


German Capital Markets Practice (Selection)

• "Clients are impressed by the firm" (IFLR 1000,2013)

• "A client refers to the comprehensive knowledgeof the team: 'the experienced lawyers are good,the young lawyers are good; it is a good team", "Itis [the team] perfect, […]" (Client, IFLR 1000,2013)

• "Hogan Lovells is developing a good reputation inGermany in the field of capital markets." (IFLR1000, 2013)

• Recommended law firm for debt capital markets,equity capital markets, structured finance andsecuritisations. (IFLR 1000, 2012)

• "The firm has great capital markets expertise. Theteam has a good understanding of the regulatoryenvironment and their thoughts are verycommercially oriented." (Chambers Europe, 2012)

• Recommended law firm for capital markets (Legal500, 2012)

• Recommended law firm for structured finance andsecuritisations (Legal 500, 2012)

• Recommended law firm for capital markets:structured finance (Chambers Global, 2012)

• Recommended law firm for securitisationtransactions (PLC Which Lawyer? 2012)

• IFLR Europe Awards 2012: nominated as "Debtand Equity-Linked Team of the Year"; IFLREurope Awards 2012: nominated for "Debt andEquity-Linked Deal of the Year: Commerzbank:CoMEN"

• Having sustained their impetus of previous years,the recommended firm for structured finance anddebt has even gained more ground (JUVEHandbuch, 2011/2012)

• Sources choose this firm because of its reputationin the fields of structured finance andsecuritisations (Chambers Europe, 2011)

• Recommended law firm for structured finance andsecuritisations (Legal 500 EMEA, 2011)

• "Supported by its international network, the firmhas developed and strengthened a reputation forcross-border mandates" (Chambers Global, 2010)

Hogan Lovells in Germany (Selection)

• JUVE Awards 2014: Law Firm of the Year:Healthcare

• JUVE Awards 2014: Law Firm of the Year: Sales,Trade, Logistics

• International Tax Review: European Joint VentureTax Deal of the Year 2014

• PMN Management Award for PersonnelDevelopment 2014

• Careers' Best Recruiters 2014: 1st

place

• Euromoney European Women in Business LawAwards 2014: Recognized with eight awards

• Euromoney European Women in Business LawAwards 2013: Recognized with four awards

• PLATOW Law Award for the "Best Legal AdviceProject 2013"

• JUVE Awards 2012: Law Firm of the Year: Energy

• JUVE Awards 2012: Law Firm of the Year:Regulated Industries

• International Tax Review: Tax Firm of the Year2012

• JUVE Awards 2012: nominated Law Firm of theYear: Tax

• Legal 500 EMEA: IP Patents Litigation and IPTrade Marks Tier 1

• PLC Super League 2012 Ranking: 1st

place in"Insurance and Reinsurance "

• Global IP Firm of the Year (Managing IntellectualProperty 2012)

• European Trademark Firm of the Year (ManagingIntellectual Property 2012)

• Chambers Global Ranking 2012: 1st

place in "LifeSciences"

• PLC Super League Ranking 2012: 1st

place in"Life Sciences Industry Super League and LifeSciences Regulatory Super League"

• JUVE Awards 2011: nominated Law Firm of theYear: Banking and Finance

• Azur Ranking 2011: 1st

place "Best Employer forLawyers in Germany"

• Azur Ranking 2010: 1st

place "Best Employer forLawyers in Germany"

Market Reviews

www.hoganlovells.com

Hogan Lovells has offices in:

AlicanteAmsterdamBaltimoreBeijingBrusselsBudapest*CaracasColorado SpringsDenverDubai

DusseldorfFrankfurtHamburgHanoiHo Chi Minh CityHong KongHoustonJakarta*Jeddah*Johannesburg

LondonLos AngelesLuxembourgMadridMexico CityMiamiMilanMonterreyMoscowMunich

New YorkNorthern VirginiaParisPhiladelphiaRio de JaneiroRiyadh*RomeSan FranciscoSão PauloShanghai

Silicon ValleySingaporeTokyoUlaanbaatarWarsawWashington DCZagreb*

"Hogan Lovells" or the "firm" is an international legal practice that includes Hogan Lovells International LLP, Hogan Lovells US LLP and their affiliated businesses.The word "partner" is used to describe a partner or member of Hogan Lovells International LLP, Hogan Lovells US LLP or any of their affiliated entities or any employee or consultantwith equivalent standing. Certain individuals, who are designated as partners, but who are not members of Hogan Lovells International LLP, do not hold qualifications equivalent tomembers.For more information about Hogan Lovells, the partners and their qualifications, see www.hoganlovells.com.Where case studies are included, results achieved do not guarantee similar outcomes for other clients. Attorney Advertising.

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*Associated offices

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