London Structured Finance and Securitisation

Structured finance has become one of the principal financing mechanisms for all sectors of the global economy. In this rapidly evolving field, clients need sophisticated counsel with a proven track record of developing innovative structures for new asset classes, as well as the ability to develop and execute effective programmes to handle a significant volume of transactions. Consequently, lead managers, credit enhancers and issuers worldwide turn to Orrick's Structured Finance Group.

Orrick has a long-standing commitment to its structured finance practice. Our more than 110 structured finance lawyers worldwide have played significant roles in the global asset securitization market, beginning in 1977 when we represented Bank of America in the first public offering of nonagency mortgage pass-through certificates. Our London Structured Finance Group has been active since 1998 assisting clients in developing many innovative structures and has played a critical role in many of the major legal developments that have shaped the structured finance field. We have been involved in numerous transactions recognised as Deals of the Year" by International Financial Law Review and Euromoney.

Recent transactions handled by lawyers in our Structured Finance Group in London include advising:

• BTA Ipoteka, a Kazakhstani mortgage company on the first-ever publicly rated residential mortgage-backed securities deal from Kazakhstan. The US$141.4 million transaction is backed by receivables from 10,274 mortgage loans originated by BTA Ipoteka, with 52 percent of the properties located in the capital, Almaty. BTA Ipoteka is a subsidiary of BTA, the second-largest bank in Kazakhstan. This matter received a "Deal of the Year" award and was in Euroweek's highlighted transactions of 2007.
• Societe Generale and ICCREA Banca S.p.A., joint arrangers of a CBO transaction, as part of a European team, concerning the transfer of a portfolio of claims arising out of debt securities issued by 97 Banche di Credito Cooperative, a nonprofit grassroots banking network established throughout Italy. The claims have initially been purchased by ICCREA Banca S.p.A. and then sold by ICCREA Banca S.p.A. to an Italian law special purpose vehicle named Credico Funding 3 S.r.l. In order to finance the purchase, Credico Funding 3 S.r.l. issued six classes of asset-backed floating rate notes valued at €1.18 billion, which have been listed on the Irish Stock Exchange, and a class of junior notes, valued, at €34 million.
• Manager Highland Capital Management on a number of CLOs, in conjunction with Orrick lawyers in Los Angeles. This included establishing Highlander Euro CDO IV BV as well as support on a number of other funds in the group.
• Egret Capital Management ( a Societe Generale entity) in connection with the establishment of its CDO Fund.
• Standard Chartered Bank, as part of a global team, on a huge securitisation transaction in Asia. The transaction, involved the US$1.29 billion securitisation of a portfolio of residential mortgage loans originated by Standard Chartered First Bank Korea (SCFB). This transaction was SCFB's seventh cross-border, residential mortgage-backed securities (RMBS) transaction. Transactions of this size and quality are a great indicator of the growth of the securitisation market in Asia in the last five years.
• Exotix Limited on a Euro clearable securitisation of US$120 million loan certificates in respect of first major minerals extraction project at the Jabali mine in Yemen.
• Camulos Loan Vehicle Ltd on the establishment of its Loan Vehicle.
• Dresdner Bank as arranger and issuer in respect of English and Italian law relating to issue of Euro 134,412,948 A Notes and Euro 50,000 B Notes issued by Justine Capital S.r.L.

Orrick has one of the world's leading structured finance practices and consistently ranks in the top five for both issuers' and managers' counsel in the major asset classes. In 2007, Orrick ranked amongst the top 10 law firms for asset-backed securities, mortgage-backed securities and CDOs.