Next Generation Partners

Debt capital markets in Germany

Hengeler Mueller

The activity of Hengeler Mueller's broad DCM group extends from MTN programs and restructurings to hybrid bonds and matters relating to the implementation of the Electronic Securities Act. Clients such as dealers, issuers and issuing banks also regularly rely on the group's expertise when issuing ESG bonds, which has become one of the practice's mainstays. Key contact Dirk Bliesener advises on debt issuance programs, covered bonds and registered bonds, among other matters. Equity-linked instruments and block trades form part of Alexander Rang's advisory portfolio, while Julia Weidner, who made counsel in January 2023, has comprehensive expertise in capital market matters as well as in banking supervision and investment law.

Autres avocats clés:

Dirk Bliesener; Alexander Rang; Julia Weidner


Linklaters

Hybrid, convertible and exchangeable bonds as well as straight debt and EMTN programs form the core business of Linklaters' practice, while it is also frequently instructed to assist with ESG-related bonds issues. Thanks to its broad set-up, the group is further experienced in advising on matters at the interface of ECM and DCM, including hybrid instruments. International transactions are frequently handled by Alexander Schlee, who is experienced in block trades as well as convertible and exchangeable bonds, among other matters; Peter Waltz also specialises in the latter, with his wealth of experience further spanning regulatory matters and structured financing. Counsel Martin Rojahn is another key contact for hybrid bonds and ESG-related transactions.

Autres avocats clés:

Alexander Schlee, Peter Waltz; Martin Rojahn


Les références

‘Outstanding up-to-date market expertise and many years of experience in the bonds sector.’

‘Quick comprehension and practical solutions, excellent drafting skills.’

‘Very strong ECM and DCM practice. Now a leader in all landmark transactions.’

White & Case LLP

Not least because of its international positioning, White & Case LLP is an experienced partner in cross-border transactions and covers the entire range of debt capital products, while sustainable and digital finance as well as the group's advice to financial institutions on regulatory requirements represent particular practice mainstays. The core team includes Karsten Wöckener, who is extensively experienced in the DCM area, frequently advises on investment grade bonds and hybrid instruments and also handles ECM transactions, Rebecca Emory, who is particularly active in the high-yield transaction sphere, and Cristina Freudenberger (bonds, debt issuance programs, structured financing among other matters).

Autres avocats clés:

Karsten Wöckener; Rebecca Emory; Gernot Wagner; Cristina Freudenberger


Les références

‘With the team led by Karsten Wöckener, White & Case is one of the leading capital market practices in German and German-speaking countries. The team is particularly distinguished by its staff strength and strong industry and sector knowledge, as well as its integration into the FinTech and FIG/supervisory law areas.’

‘The practice is a market leader in the area of ​​digital asset backed products (ETP) as well as in the area of ​​tokenization of assets. The team is often involved in matters in Austria and Switzerland.’

‘Karsten Wöckener: Strong product and industry knowledge, deep market penetration and excellent product knowledge, especially in the area of ​​digital asset backed products and ETPs as well as tokenization, also very active in the Austrian market; On a personal level it was very pleasant to work with him.’

Principaux clients

Adler Group


Barclays Bank


Bayerische Motorenwerke AG


Bitpanda GmbH


Blackstone Group


BNP Paribas


Brenntag SE


Citigroup Global Markets Europe AG


Commerzbank AG


Crédit Agricole Corporate and Investment Bank


D.V.I. Deutsche Vermögens- und Immobilienverwaltungs GmbH


Deutsche Bahn AG


Deutsche Bank AG


Deutsche Lufthansa AG


DIC Asset AG


DZ Bank AG Deutsche Zentral-Genossenschaftsbank


E.ON SE


Eintracht Frankfurt Fussball AG


EnBW Energie Baden-Württemberg AG


ETC Issuance GmbH


Eurogrid GmbH


Evonik Industries AG


Fidelity International


Franz Haniel & Cie. GmbH


Fritz Dräxlmaier GmbH & Co. KG


Goldman Sachs


Grenke AG


HanETF Holdings Ltd.


Heights Capital Management, Inc.


ING-DiBa AG


J.P. Morgan


Keolis SAS


Klarna Bank AG


Landesbank Baden-Württemberg


Medicover Holding S.A.


Melitta Group Management


Morgan Stanley


Natixis


NowCM


Open Grid Europe GmbH


Orpea S.A.


Piaggio & C. S.p.A.


Raiffeisen Bank International


Siemens Energy


SMBC Bank International PLC


Société Générale


Symrise AG


TIWAG-Tiroler Wasserkraft AG


Tradias GmbH


UBS AG


UniCredit Bank AG


Valeo SE


Verbund AG


Vier Gas Transport GmbH


Principaux dossiers


  • Advising Brenntag SE, EnBW AG and Keolis SAS on debut promissory note transactions.

  • Advising the joint bookrunners on the issue of a sustainability-linked bond by JAB Holdings BV.

  • Advising a banking consortium on a total of four bond issues by the Federal Republic of Germany (including two green bonds) with a total nominal amount of €17 billion.

Clifford Chance

Clifford Chance's team of German and US lawyers advises issuers, shareholders, banks, regulators and guarantors on a variety of transactions and products, including convertible and hybrid bonds as well as EMTN and ECP programs. Its advice on the restructuring of investments in alternative investment funds through listed securities solutions for institutional investors represents a particular strength, while ESG matters also increasingly contribute to the practice's workload. Most recently, Sebastian Maerker frequently assisted with the issuing of green and sustainability-linked bonds, while Gregor Evenkamp focused on the interface of structured debt securities and fund products and subsequently advises on fund bond issues and listings; he recently handled projects for the retailization of private funds and assisted with structured product programs as well as associated regulatory requirements, among other matters.

Autres avocats clés:

Sebastian Maerker; Gregor Evenkamp; George Hacket


Les références

‘Always professional and solution-oriented.’

‘Expertise, accessibility, solution orientation.’

Latham & Watkins LLP

Latham & Watkins LLP regularly applies its expertise in German and US law in high-yield bonds matters - particularly in the real estate sector; this is considered a particular strength of the team and frequently leads to instructions relating to the set-up of high-yield products. Here, the group primarily acts on the issuer side, but is also instructed by banks. Recent market conditions further contributed to an increasing number of restructuring-related instructions, while sustainable financing, including green bonds and sustainability-linked bonds, also frequently increase the workload. Dedicated to this range of topics, both Alexander Lentz and practice head Rüdiger Malaun focus on high-yield bonds, but are also adept at assisting with investment-grade bonds. Jan Penselin (high-yield, cross-over bonds, liability management transactions) made partner in January 2023.

Responsables de la pratique:

Rüdiger Malaun


Autres avocats clés:

Alexander Lentz; Jan Penselin


Les références

‘Strong team right down to the details and eventualities.’

‘Very good understanding of the economic context and effects, always keeping an eye on the big picture.’

‘Alexander Lentz is a great holistic consultant with very deep detailed knowledge and an eye for connections that go beyond the legal.’

Principaux clients

ACCENTRO Real Estate AG


BayWa AG


CECONOMY AG


Cheplapharm


Deutsche Bank


DIC Asset AG


Grünenthal


Löwenplay / Safari Holding Verwaltungs GmbH


Morgan Stanley


RENK GmbH


Safari Holding Verwaltungs GmbH


TUI Cruises


Principaux dossiers


  • Advising ACCENTRO Real Estate AG, an investor in residential real estate and Germany’s leading housing privatisation company, on a comprehensive refinancing (Amend & Extend).

  • Advising the banking consortium on the placement of a secured sustainability-linked PIK Toggle high-yield bond from IHO Holding with a volume of €500 million and a term of five years.

  • Advising CHEPLAPHARM Arzneimittel GmbH on the issue of senior secured bonds under New York law (144A/Reg S) with a total nominal amount of €750 million due in May 2030.

Allen & Overy LLP

Allen & Overy LLP advises banks, financial services providers and issuers on bond issues, debt issuance programs and hybrid instruments as well as increasingly on digital bonds. This offering is complemented by regulatory expertise, which the group applies, for instance, in matters relating to certificate trading, as well as by experience in structured financing and securitisations; practice head Martin Scharnke, who also leads on classic DCM matters, is dedicated to the latter area. Marc Plepelits (lead counsel in US corporate finance matters) and Stefan Henkelmann (securitisations, covered bonds and hybrid bonds) are other key contacts. Henkelmann also advises on real estate bonds and further assists with restructuring-related capital market issues, with bond restructuring subsequently representing another part of his advisory profile.

Responsables de la pratique:

Martin Scharnke


Autres avocats clés:

Stefan Henkelmann; Marc Plepelits; Christian Klöpfer; Jens Nollmann


Principaux clients

European Investment Bank


Banco Santander


Goldman Sachs


MUFG Securities EMEA plc/MUFG Group


Helaba


The Bank of New York Mellon


M&G Investments


Principaux dossiers


  • Advising a banking consortium consisting of Goldman Sachs Bank Europe SE, Santander Corporate and Investment Banking and Société Générale on the issuance of a dematerialized bond by European Investment Bank (EIB).

  • Advising Raiffeisenbank a.s. on the €500 million issuance of senior non-preferred MREL-eligible sustainable bonds issued under an international debt issuance program.

  • Advising UniCredit Bank (Czech Republic and Slovakia, as) on the update of its international mortgage Pfandbrief program and the benchmark issuance of €500 million mortgage Pfandbriefe on international capital markets.

Hogan Lovells International LLP

Hogan Lovells International LLP's capital markets practice advises a client base, consisting of banks and government-related credit institutions among others, on issuance programs and commercial paper programs as well as on bonds and Pfandbriefe. The group further assists corporates with various DCM transactions, under consideration of both German and US law. Sven Brandt leads the team and focuses on structured issues and ABS transactions as well as issuance and ABCP programs. With Sina Hekmat (splits her time between Frankfurt and New York) and Michael Schlitt, the practice houses two experts for international transactions, particularly with a US connection. Jochen Seitz is a key contact for investment grade bonds and debt issuance programs.

Responsables de la pratique:

Sven Brandt


Autres avocats clés:

Michael Schlitt; Jochen Seitz; Sina Hekmat


Les références

‘In addition to its longstanding experience, deep understanding of transactions and processes and the legal matter itself, Jochen Seitz’s team is particularly distinguished by the fact that active impulses are continually provided based on current regulatory developments and coordination on such topics is uncomplicated, targeted solutions are directly and quickly found.’

‘Sina Hekmat is extremely competent, proactive and efficient and always ready to go the extra mile.’

‘Jochen Seitz is distinguished by his great experience and deep understanding of capital market law and its practical implementation.’

Principaux clients

Bayerische Landesbank


BBBank eG


Commerzbank


DEMIRE Deutsche Mittelstand Real Estate AG


Deutsche Bank AG


Deutsche Kreditbank AG


DZ Bank AG, Commerzbank AG, Helaba, Landesbank Baden-Württemberg, UniCredit AG


Erste Group AG


Fürstenberg Capital II GmbH und der Fürstenberg Capital Dritte GmbH


Führende US-Investmentbank


Joint Lead Manager / Landwirtschaftliche Rentenbank


Natixis Pfandbriefbank AG


Nord/LB Norddeutsche Girozentrale


Raiffeisen Bank International


Unicredit Bank AG


US-amerikanisches Bankinstitut


US Bank Global Corporate Trust


Volkswagen Financial Service


Wilmington Trust SP Services (Frankfurt) GmbH


Principaux dossiers


  • Advising Bayerische Landesbank on the annual update of debt issuance programs.

  • Advising DEMIRE Deutsche Mittelstand Real Estate AG on the repurchase of €50 million of the nominal value of its 1.875% senior notes expiring in October 2024 and trading on the Euro MTF market in Luxembourg.

  • Advising a US investment bank on the execution of an existing issuance program for index-linked bonds with a volume of €372.5 million.

Noerr

DAX and MDAX companies as well as banks recently instructed Noerr's DCM practice to advise on the set-up EMTN programs and debt issuance programs, on bond issuance, including Nordic bonds, and bond restructuring. In capital market transactions with a US connection - this applies in particular to the high-yield sphere and US placements - the group cooperates with US firms. The practice is jointly led by Holger Alfes and Julian Schulze De la Cruz, both of whom are experienced in DCM and ECM as well as in ongoing corporate and M&A matters. Dominik Kloka (DCM, regulated products, financial regulatory law) made partner in January 2024.

Responsables de la pratique:

Holger Alfes; Julian Schulze De la Cruz


Autres avocats clés:

Dominik Kloka; Laurenz Wieneke


Les références

‘Technically excellent, very structured, pragmatic.’

‘Professional product knowledge. Can explain complex issues in an understandable way. Negotiating strength with law firms on the other side. International.’

Dr. Schulze De la Cruz and Dr. Wieneke are excellent experts in their field.

Principaux clients

Alvotech Holdings S.A.


Paul Weiss


Baader Bank AG


Bank of Communications Co. Ltd.


CECONOMY AG


Demetra Holding S.p.A.


Fresenius Medical Care AG & Co. KGaA


Hertha BSC GmbH & Co. KGaA


Mutares SE & Co. KGaA


ODDO BHF AG


Quirin Privatbank AG


Semper idem Underberg AG


TAG Immobilien AG


Principaux dossiers


  • Advising Fresenius Medical Care AG & Co. KGaA on the issuance of a €750 million senior unsecured bond.

  • Advising investment company Mutares SE & Co. KGaA on the planned public placement of bonds with a total volume of over €100 million, including a public exchange offer for its existing €80 million and the subsequent increase to €150 million.

  • Advising CECONOMY AG on the issue and admission of new shares as well as the issue of convertible bonds.

Norton Rose Fulbright

With a focus on advising issuers and medium-sized banks, Norton Rose Fulbright's holistic approach to capital markets advice leads to regular instructions on issuance programs (EMTN programs, debt issuance programs, commercial paper programs) and issuance platforms as well as on the issuance of various secured and structured bonds; here, the practice recently experienced an increased demand for assistance with ESG-related bonds, such as green bonds and social bonds. Christoph Enderstein complements this with expertise in capital market-related supervisory law and, most recently, often advised on alternative provisions for reference interest rates related to floating rate notes. He jointly leads the practice with Frank Regelin, who, in addition to capital market transactions, also handles public takeovers and M&A deals.

Responsables de la pratique:

Christoph Enderstein; Frank Regelin


Autres avocats clés:

Michael Born


Les références

‘Very pleasant and trusting cooperation based on many years of cooperation. Comprehensive advice and support in both legal and practical terms when processing individual transactions. Variable team structure ensures very good availability of contacts.’

‘Working with Christoph Enderstein is always very pleasant and trusting. Due to the long-standing collaboration, Mr. Enderstein has a very good view of the overall situation and possible connections with other capital market issues when providing advice.’

‘Deep expertise in their field – the feeling that the client always comes first.’

Principaux clients

Bank of Montreal


Citigroup Global Markets


Commerzbank


DekaBank


Deutsche Bank


HSBC


Landesbank Baden-Württemberg


Landeskreditbank Baden-Württemberg – Förderbank


Mercedes-Benz Group (vormals Daimler)


National Bank of Canada


NatWest


Nomura


Sixt


Stadtsparkasse Düsseldorf


The Toronto-Dominion Bank


UniCredit Bank


Principaux dossiers


  • Advising Deutsche Bank AG on its €80 billion debt issuance program.

  • Advising Mercedes-Benz Group AG and five other Mercedes-Benz group companies on their €70 billion EMTN program and their €15 billion commercial paper program.

  • Advising Deutsche Bank AG as issuer to an international banking consortium on the successful issuance of its first panda bond with a volume of ¥1 billion.

Dentons

Dentons primarily assists banks and financial services providers and is experienced in bond issues, often linked to ESG criteria, as well as in program matters. Due to the close cooperation between the DCM and restructuring practice, the group possesses further expertise in advising on financial restructurings, including promissory note financing. Oliver Dreher leads the team and focuses on structured issuance programs, registered bonds and structured products.

Responsables de la pratique:

Oliver Dreher


Les références

‘You were always very well informed about topics discussed. Their cohesion as a team seemed to be very high, they were always available when additional problems arose, gave us options and were also flexible to the specifics of our institution (in terms of internal processes). They came with some out-of-the-box solutions when some unforeseeable and fundamental problems arose.’

‘Very good professional preparation. They were open to additional meetings, knowledgeable and relaxed, looking for solutions rather than pointing fingers. They always remained committed to completing the project according to our requirements, even if it became more complex as the project progressed.’

‘The Dentons team impresses with its deep market knowledge and the ability to respond to the wishes and needs of its clients in a targeted, customer-oriented and quick manner.’

Principaux clients

Landesbank Baden-Württemberg (LBBW)


Erste Group Bank AG


J.P. Morgan SE


BNP Paribas


Deutsche Bank


Commerzbank


SEB, Bayern LB


Bundesrepublik Deutschland – Finanzagentur GmbH


CEC Bank SA, Bukarest


European Bank for Reconstruction and Development (EBRD)


Otto Group


Vetropack-Gruppe


Schuldscheingläubiger der LEONI Grupp


Principaux dossiers


  • Advising Landesbank Baden-Württemberg (LBBW), Erste Group Bank AG and JP Morgan SE as joint lead manager on the placement of Sparkasse Pforzheim Calw’s debut benchmark Pfandbrief with a total volume of €500 million.

  • Advising the Federal Republic of Germany – Finanzagentur GmbH on the placement of several federal bonds in a syndicate process. The issue volume of the individual transactions was between €4 billion and €5.25 billion.

  • Advising Romanian state bank CEC Bank as issuer on the launch of its €600 million medium-term note program and on the debut issues under this program.

Gleiss Lutz

Gleiss Lutz' advice is particularly tailored to corporates, including assistance with issuing bonds - especially those with conversion and ESG components - as well as with bond restructuring and EMTN programs; however, the practice acts for banks as well. Thanks to its collaboration with the London office, which opened at the beginning of 2022, the practice is also well equipped for high-yield advice. Kai Arne Birke leads the team and has expertise in syndicated financing transactions and bond restructuring.

Responsables de la pratique:

Kai Arne Birke


Autres avocats clés:

Stephan Aubel; Helge Kortz; Alexander Gebhardt; Andreas Kohlheim


Principaux clients

Aareal Bank AG


Adler Group S.A.


Greenoaks Capital Partners


HDI V.a.G / Talanx AG


SLM Solutions Group AG


Schaltbau Holding AG


Bankhaus Metzler


Bausch & Lomb


Bunker Holding


e. Anleihe GmbH


Finpair


Infraserv Höchst


MAHLE GmbH


Nykredit


Robert Bosch GmbH


Valora


Principaux dossiers


  • Advising an ad hoc group of bondholders of listed Luxembourg real estate company Adler Group SA. The bondholders collectively hold more than 34% of the €800 million of 2.250% bonds issued by Adler Group SA due 2029.

  • Advising on the second closing of the Series E round financing of software company Personio through convertible bonds, which increased the initial financing raised in October 2021 by another $200 million and increased the capital raised through the Series E to $470 million.

  • Advising the Supervisory Board of HDI VaG as the majority shareholder of Talanx AG on securing a financing package worth €1.25 billion for Talanx.

Mayer Brown LLP

Liability management, bond restructuring and Pfandbriefe, alongside issuance programs and promissory notes, are central pillars of Mayer Brown LLP's capital markets practice, which primarily acts for banks, financial services companies and professional associations. Advice on retail issues - with a focus on sustainable products (ESG) - is considered a particular strength, as is advice on the conversion of prospectus law to prospectus regulation. Patrick Scholl, whose expertise is often sought in the regulatory context as well as in connection with derivatives and synthetic securitisations, leads the practice.

Responsables de la pratique:

Patrick Scholl


Autres avocats clés:

Alexei Döhl; Marcel Hörauf


Les références

‘We particularly value Patrick Scholl’s work: he impresses with his comprehensive legal knowledge, his practical approach combined with an excellent understanding of our member base.’

‘Patrick Scholl leads a team that offers practical, efficient and always timely solutions. High workloads are distributed well internally and queries are always dealt with very promptly.’

‘Top partner is Patrick Scholl. Counsel Alexei Döhl has grown over the years. Outstanding competence, always friendly and only satisfied when the client is. No attitude at all, which is unfortunately very often experienced with competitors.’

Principaux clients

Bank Julius Bär & Co. AG


Barclays Bank PLC


DekaBank Deutsche Girozentrale


Deutsche Bank AG


Leonteq Securities AG


National Bank Of Canada


PHOTON Energy N.V


UniCredit Bank AG


Simmons & Simmons

Banks and issuers particularly turn to Simmons & Simmons' DCM team to seek advice on promissory note loans and registered bonds, including hybrid, exchangeable, convertible and ESG bonds, on the restructuring of such bonds as well as on the creation of debt issuance and commercial paper programs. The team is jointly led by Thomas Scharfenberg, whose expertise also includes structured products, and Felix Biedermann (capital market and banking supervisory law).

Responsables de la pratique:

Felix Biedermann; Thomas Scharfenberg


Les références

‘Responsive team. Excellent work product and knowledge of the local market.’

‘Thomas Scharfenberg is extremely responsive and understands the client’s needs.’

‘Felix Biedermann: Very responsive, very good technical skills, very service-oriented.’

Principaux clients

Palfinger AG


Deutsche Bank Aktiengesellschaft


LIGA Bank eG


Münchener Hypothekenbank eG


Aareal Bank AG


Citi


Alecta/PGGM


Deutsche Bank Aktiengesellschaft / NatWest Markets


J.P. Morgan


Republik Nordmazedonien


Principaux dossiers


  • Advising a banking consortium led by Deutsche Bank AG on the issue of four bonds with a total nominal amount of €4.5 billion by Robert Bosch GmbH.

  • Advising Alecta/PGGM as investors on the first synthetic securitisation of Helaba.

  • Advising the Republic of North Macedonia on its first issue of a registered bond under German law.

Heuking

Heuking's DCM advice is particularly popular with medium-sized companies, primarily in connection with the issuance and restructuring of various bonds, including the issuance of electronic and crypto securities. The group is also experienced in capital market compliance. Anne de Boer and Mirko Sickinger, who are adept at capital markets, corporate and M&A as well as banking and finance, jointly head the practice.

Responsables de la pratique:

Anne de Boer; Mirko Sickinger


Luther Rechtsanwaltsgesellschaft mbH

Luther Rechtsanwaltsgesellschaft mbH's expertise is aimed at assisting medium-sized companies with bond issues; however, the team is also increasingly active on the banking side and advises on securities descriptions and base prospectuses updates. Practice head Ingo Wegerich possesses deep expertise in issuance programs and derivatives, while Rolf Kobabe particularly often assists with regulatory matters.

Responsables de la pratique:

Ingo Wegerich


Autres avocats clés:

Rolf Kobabe


Les références

‘Very good expertise in capital market law and in supporting companies that use capital markets for issuing shares or bonds.’

‘Ingo Wegich has first-class expertise in capital markets law. What is particularly noteworthy is the professionalism and transparency in the care of clients.’

‘Solutions are developed according to the client’s needs.’

Principaux clients

Deutsche Bank AG


SV Werder Bremen GmbH & Co KGaA


Euroboden AG


Contracts for Difference Verband


SUNfarming GmbH


Lang & Schwarz AG


Nordex SE


stock3 AG (vormals BörseGo AG)


AOC | DIE STADTENTWICKLER GmbH


STADT UND LAND Wohnbauten-Gesellschaft mbH


e.quikk Technologies N.V.


Principaux dossiers


  • Advising Deutsche Bank AG on updating its base prospectuses and securities descriptions, in particular on incorporating the optional possibility of issuing securities in the form of so-called electronic securities (central register securities in accordance with eWpG).

  • Advising STADT UND LAND Wohnimmobilien-Gesellschaft mbH on the initial issue of a promissory note loan/registered bond.