Derivatives and structured products in London

Allen & Overy LLP

Allen & Overy LLP has ‘a friendly and approachable team who all pitch in to get the job done‘ and one client remarks that the firm has ‘an extremely deep bench across all levels and jurisdictions so able to deal with large cross-border matters‘. Practice head Emma Dwyer leads a team that is ‘technically very strong and is always responsive and reliable‘, with a host of outstanding partners. Among them are Guy Antrobus, a key adviser to banks on the implementation of Initial Margin regulations; Parya Badie, who stands out for credit risk sharing transactions, bespoke OTC funding trades and structured credit and equity derivatives; Paul Cluley, who has extensive derivatives transactional, contentious and advisory experience; Tony Drake-Brockman, who specialises in all types of on and off balance sheet structured products and funded derivatives; Tom Roberts, who worked with head of the Markets Innovation Group David Wakeling to advise banks on global transition from the LIBOR; Richard Tredgett, who frequently advises on the interest rate and currency hedging aspects of various financing structures; and securitised derivatives specialist Andrew Sulston, who is ‘level-headed and pragmatic, giving clear and constructive legal advice‘. Senior associate Tanya O'Hagan is ‘excellent with clients and able to give balanced commercial advice‘. David Benton and David Wainer retired in 2021.

Responsables de la pratique:

Emma Dwyer

Autres avocats clés:

Guy Antrobus; Parya Badie; Paul Cluley; Tony Drake-Brockman; Tom Roberts; Richard Tredgett; Andrew Sulston; Tanya O’Hagan; David Wakeling

Les références

‘Extremely deep bench across all levels and jurisdictions so able to deal with large cross border matters. Friendly and approachable team who all pitch in to get the job done. Excellent knowledge across product types.’

‘Andrew Sulston is first-class. He is level headed and pragmatic giving clear and constructive legal advice. Tanya O’Hagan is a one to watch. Excellent with clients and able to give balanced commercial advice.’

‘I worked with A&O on two specific large transactions over the past two years. They have been consistently reactive in time-critical negotiations.’

‘My main contact has been Tanya O’Hagan. She has demonstrated resilience and strong work ethic, as well as a knack for suggesting subtle adjustments when in the middle of complex negotiations.’

‘Strong presence in both US and Europe. An experience, accessible partner coverage. A thorough, diligent and commercially savvy associate bench. They are at the forefront of regulatory initiatives as well as and structural innovation.’

‘Always available, highly accurate and time conscious. They are able to articulate legal developments and risks in an articulate and transparent manner.’

‘The A&O team is technically very strong and is always responsive and reliable. We also find that A&O has a strong international network and great tax and regulatory support.’

‘We work closely with senior associate Tanya O’Hagan. She is very hands-on and responsive.’

Principaux dossiers

  • Advised Glennmont Partners on alternative energy investments, on a EUR1.3bn synthetic securitisation over a large portfolio of renewable energy projects for an overall installed capacity of approximately 7.2GW held by Intesa Sanpaolo.

Ashurst

Ashurst is ‘the best derivatives and structured products team in the City‘, according to one client. ‘The people are warm and friendly cultivating a real relationship with their client, and they appear to genuinely enjoy working together‘, remarks another. Michael Logie leads the global markets practice, in which the derivatives and structured products teams reside. He acted for Goldman Sachs on its Series P programme for the issuance of Warrants Notes and Certificates. Derivatives and structured finance expert Daniel Franks, who joined from Norton Rose Fulbright, handles OTC derivatives, repos, securities lending, structured products and structured finance transactions and advising on collateral, set-off, netting and derivatives enforceability. He is also well-known for his experience in the fintech space. Jasmine Tiw ‘has a wealth of structured products experience across the street and is uniquely placed to give market colour‘. She acted for BNP Paribas on its UK Synergy programme for the issuance of certificates. James Knight, who frequently handles OTC fixed income derivatives, and Kerion Ball, who deals with commodity and corporate equity derivatives, bespoke commodity and equity-linked financings, prime brokerage, structured repo and stock lending transactions, are key partners in the practice. Standout partner James Coiley specialises in credit and other fixed income derivatives, repackaging of financial assets, TRS and other collateralised funding structures; he ‘gives solid, commercially realistic legal advice and has a wealth of experience‘.

Responsables de la pratique:

Michael Logie

Autres avocats clés:

James Coiley; Daniel Franks; Jasmine Tiw; James Knight; Kerion Ball

Les références

‘Friendly team, good value service. Keep to agreed fees.’

‘James Coiley gives solid, commercially realistic legal advice. James has a wealth of experience and always happy to jump on a call and give a steer. Jasmine Tiw has a wealth of structured products experience.’

‘The team has considerable expertise in this field and advise many of the leading banks in this space.’

‘Mike Logie is a very experienced and well established practitioner who can be trusted to give well informed advice.’

‘The people are warm and friendly cultivating a real relationship with their client rather than a robotic, distant one. The team appears to genuinely enjoy working together.’

‘The associates and partners would take a view and share practical insights rather than remaining on the fence – they are solution driven.’

‘James Coiley is a superstar. He is always available and provides clear, calm and tailored advice consistently.’

‘In my view, the best derivatives and structured products team in the City.’

Principaux clients

Barclays

BNP Paribas

Citibank

Credit Suisse

Goldman Sachs

JPMorgan

Santander

Morgan Stanley

Principaux dossiers

  • Advising on the BNPP UK universal registration document, base prospectus and the underlying programme agreements.
  • Programme counsel for Citigroup in relation to the 2021 update of its Underlying Linked Notes Base Prospectus under the Global Medium Term Note (GMTN) Programme for the issuance of Securities, as well as in relation to the establishment of its new Regional Structured Notes Base Prospectus under the GMTN Programme in 2021

Clifford Chance LLP

The structured finance practice at Clifford Chance LLP ‘takes the time to understand what the client is seeking to achieve and provides creative and practical advice‘. Paget Dare Bryan and Timothy Cleary lead a practice with numerous standout partners, among them veteran Habib Motani and Andrew Coats, who handle repackaging programmes, derivatives, structured securities and retail-targeted securities offerings as well as regulatory capital issues. Cleary advised leading Greek banks on synthetic securitisations with a combined value in excess of €5bn. Jessica Littlewood leads the global synthetic CLO practice and is ‘a well-known pioneer in the market and has in-depth knowledge of the relevant legislation‘. Anne Drakeford, whose work includes OTC fixed income, credit and equity based derivatives, asset backed securities, credit and equity-linked notes, repackagings, bespoke structured solutions and synthetic CDOs, is ‘very experienced and approachable, and works very well with the counterparty advisers‘. Faizal Khan has expertise in US GAAP and IFRS off-balance sheet arrangements and other types of risk transfer products. Will Winterton, who advised Pool Re on the issuance of insurance-linked securities linked to pure terrorism risk, ‘has excellent knowledge and is a quick-thinker‘.

Responsables de la pratique:

Timothy Cleary; Paget Dare Bryan

Autres avocats clés:

Andrew Coats; Jessica Littlewood; Andrew Coats; Habib Motani; Anne Drakeford; Faizal Khan; Will Winterton; Thea Gausel; Konstantinos Voulgarakis

Les références

‘The firm takes the time to understand what the client is seeking to achieve and provides creative and practical advice. Is proactive and efficient.’

‘Anne Drakeford – leads the team working for us. Very experienced and approachable. Provides clear advice and guidance. Works very well with the counterparty advisers.’

‘Having collaborated with the Clifford Chance on the structuring of a synthetic securitisation, the team’s knowledge of the market, quick turnaround in deliverables and accessibility really stood out. Frequent updates on billing also helped a lot.’

‘The entire team involved in the project was very knowledgeable of the market, accessible and clear in advice provided. Especially in cases where there were decisions to be made on specific features of the transaction, they provided clear pros and cons of different options making it easier to decide.’

‘The team has in-depth knowledge and is a pioneer on derivatives and structured products transactions.’

‘Jessica Littlewood is a well-known pioneer in the derivatives and structured products market and has in-depth knowledge of the relevant legislation. Thea Gausel is a rising star, deeply knowledgeable and fully solution-oriented. Konstantinos Voulgarakis is an excellent associate who steadily and on time provided insightful support throughout the different stages of the transaction.’

‘Excellent knowledge, creative thinking, pro-active advising and preparatory work.’

‘Will Winterton has excellent knowledge and is a quick-thinker. He is on the ball and proactive.’

Principaux dossiers

  • Advising several clients on major global IBOR transition projects. The firm holds a leading market position with multiple engagements supporting global banking clients in due diligence and contract remediation to prepare for the replacement of, and transition away from, IBORs.
  • Assisting various clients with developing the digital asset derivatives market, including assisting a number of clients with producing template documentation for use with cash settled and physically settled digital asset derivative transactions which address the unique lifecycle events that can arise in respect of a digital asset (such as hard forks).
  • Advising a cryptocurrency custodian in relation to risk mitigation arrangements in connection with integrating their custody service into the trading service of cryptocurrency exchanges so as to enable clients to access such exchanges through their custody accounts.

Linklaters LLP

What makes the practice unique is the efficiency and reliability of delivery‘, remarks a client of Linklaters LLP, noting that the firm is ‘a leader in the industry‘. The practice is highly regarded for its work on securitised derivatives, CLOs, synthetic securitisations and repackagings, as well as OTC derivatives trading, prime brokerage, fintech and exchange-traded derivatives. Practice head Deepak Sitlani, Pauline Ashall and Simon Firth acted for the International Swaps and Derivatives Association Inc. (ISDA) on numerous strategic initiatives, among them the drafting and finalising the first iteration of the new 2021 Interest Rate Derivatives Definitions, and the new 2022 ISDA Securities Financing Transactions Definitions and SFT Schedule Provisions. Michael Voisin and counsel Richard Hay acted for European Investment Bank on a digital bond issuance, which involved the use of blockchain technology. Mark Drury acted for Fnality International Ltd in a project to establish a new global, wholesale payment system based on blockchain technology. Matthew Monahan and David Phillips handle OTC and securitised derivatives. Toby Gray is ‘a market-leading repackaged note specialist. Vinay Samani is ‘responsive, commercial, pragmatic and knowledgeable‘. Counsel Jennifer Ellis joined from MilbankPaul Lewis is now firm-wide managing partner.

Responsables de la pratique:

Deepak Sitlani

Autres avocats clés:

Simon Firth; Michael Voisin; Mark Drury; Matthew Monahan; David Phillips; Pauline Ashall; Richard Hay; Jennifer Ellis; Leanne Banfield; James Joseph; Vinay Samani; Toby Gray; Paul Lewis

Les références

‘The Linklaters derivatives and structured products team is a leader in the industry. My firm uses it for repackaging business and we always get reliable, efficient and to-the-point advice. What makes the practice unique is the efficiency and reliability of delivery.’

‘David Phillips, Leanne Banfield and James Joseph are outstanding. They have been a valued partner to our business for many years. We have collaborated on many projects and their support has been most impeccable.’

‘Linklaters have fantastic market knowledge and strong technical ability. In addition, they always seem to go the extra mile to find a structural solution to any legal issues which arise. The London team works seamlessly with the NY team, which is important to us.’

‘Vinay Samani is an exceptional partner. He is supported by a fantastic team of associates, who assist with our flow work but Vinay will always step in and make himself available when we require. He makes a real effort to assist us with structuring more complex repack transactions.’

‘Toby Gray is a market-leading repackaged note specialist and our relationship partner – exceptional.’

‘Linklaters Derivatives and Structured Finance Team is the best in the market in my view. At all levels staff are knowledgeable, engaged and really go the extra mile to offer innovative legal solutions. For many firms the relationship and knowledge is concentrated with the partner but in my experience the Linklaters team is talented and able to build relationships across all levels.’

‘Good responsiveness, great knowledge and pragmatic approach.’

‘The calibre of their partners and strength of depth of their associates is what makes this department stand out from the competition.’

Principaux clients

PGGM Vermogensbeheer B.V. and Alecta Pensionsförsäkring, ömsesidigt

Credit Suisse (Switzerland) Ltd

The International Securities Lending Association (ISLA)

International Swaps and Derivatives Association Inc. (ISDA)

European Investment Bank

PGGM Vermogensbeheer B.V.

Fnality International Ltd

Principaux dossiers

  • The firm is primary counsel to the International Swaps and Derivatives Association (ISDA) for whom it acts regularly including most recently on, amongst other things, the 2021 ISDA Interest Rate Definitions (and updates to them), the 2022 ISDA SFT documentation and Russia/Ukraine market closures and disruptions advice.
  • Set up the first repackaging programme in the market designed to issue EUA linked notes and has since then worked with a number of clients on a wide range of similar programmes and transactions across different carbon allowance types in addition to EUAs, including California Carbon Allowances and UK Allowances.
  • Acted on a number of innovative deals this year, as well as working with industry bodies such as IACPM on market initiatives.

CMS

CMS has a broad capital markets and derivatives practice that has strength in a number of key areas, notably retail structured products, repackagings, proprietary indices, credit and equity derivatives, repos and structured lending. Will Dibble leads the practice and is a key adviser to investment, retail banks and corporates on derivative securities and wholesale and retail structured product offerings linked to all asset classes including credit, equity, fund, commodity and forex-linked products. Dibble and head of debt capital markets Michael Cavers advise JP Morgan in London, New York, Hong Kong, Tokyo and Australia on its retail structured product issues. Jason Harding has a broad finance practice in which he frequently handles securitisations, CDOs and derivatives transactions. James Parker and Thomas Lockley are acknowledged leaders in the pensions and longevity risk transfer market, having advised on some of the largest and most innovative transactions announced to date.

Responsables de la pratique:

Will Dibble

Autres avocats clés:

Jason Harding; James Parker; Thomas Lockley; Michael Cavers

Principaux clients

J.P Morgan Securities plc (and LLC in NY, (Asia Pacific) in Hong Kong and Tokyo)

Quantessence

Deutsche Bank

Morgan Stanley

Standard Bank of South Africa

BrokerCredit Service

Commerzbank

BNPP

Rand Merchant Bank

Pension Insurance Corporation

BA Pensions

InvestAD

UniCredit

HSBC

Legal and General Investment Management

Banco Sabadell

TSB Bank

Universities Superannuation Scheme

Barclays Pension Fund

Principaux dossiers

  • Advising on retail structured product issuances, including hybrid and credit linked securities for a number of institutions including JPMorgan and Citibank.
  • Advising on synthetic (“prop”) index business including Benchmark Regulation compliance and third party management arrangements including Deutsche Bank, Goldman Sachs and Morgan Stanley.
  • Advising a number of banks, insurers, investment managers and pension schemes on the implementation of EMIR including Phase 5 implementation of Reg IM, clearing and reporting requirements for clients such as PIC, Banco Sabadell, LGIM, TSB Bank, USS and the Barclays Pension Fund.

Fieldfisher

Clients note that Fieldfisher has ‘a hands-on, pragmatic and practical approach – no frills nor formalities – and is always ahead of the game in relation to the usage of AI and technical solutions‘. Practice head Guy Usher, who acted for Mesarete Capital LLP, on the launch of its master fund, which included trading documents for prime brokerage, future, OTC derivatives and repos. Edward Miller is ‘very knowledgeable and is capable of thinking through complex situations on an ad hoc basis‘, and he has a particular focus on netting and collateral issues in derivatives transactions. He acted for a US investment bank on the development of a new cryptocurrency derivatives product comprised of back to-back total return swaps linked to the prices of cryptocurrencies. Emma Spiers focuses on structured trades and regulatory issues relating to derivatives. She advised Goldman Sachs on numerous deal-contingent hedging transactions in the context of the IPO of a European company. Ron Feldman and his team are ‘practical and personal and guide clients through complex topics while remaining nimble and able to meet clients needs‘. Up-and-coming partner Jenny Warren acts for sell-side and buy-side clients on derivatives, securities financing transactions, and related regulatory issues.

Responsables de la pratique:

Guy Usher

Autres avocats clés:

Emma Spiers; Edward Miller; Jenny Warren; Ron Feldman

Les références

‘The practice is well established and has been helping us grow our derivatives business over the last 15 years.’

‘Edward Miller is very knowledgeable and is capable of thinking through complex situations on an ad hoc basis. Having extensive knowledge of the industry and the bespoke structure of our business has made him invaluable when it comes to implementing regulatory requirements and business solutions.’

‘Ron Feldman and his team are practical and personal and guide clients through complex topics while remaining nimble and able to meet clients needs. Clients feel it is a closer relationship than one can get elsewhere.’

‘A hands-on, pragmatic and practical approach – no frills nor formalities; always ahead of the game in relation to the usage of AI and technical solutions.’

Principaux clients

Baillie Gifford

Bank of America

Cantor Fitzgerald Europe

Citigroup

Commerzbank

Danske Bank

Goldman Sachs International

ICBC Standard Bank Plc

Intesa Sanpaolo S.p.A.

Jefferies International Limited

JP Morgan

Nomura International plc

Rokos Capital Management LLP

UniCredit S.p.A.

VTB Bank

Hogan Lovells International LLP

Hogan Lovells US LLP has a diverse finance practice that has notable expertise in the regulatory aspects of structured finance, as well as a strong transactional derivatives practice. Practice head James Doyle and key partner Jennifer O’Connell acted for FCA-authorised broker Teneo and the Special Administrators of Sova Capital on its book of derivatives, structured lending, repos and other instruments, particularly in light of the company’s exposure to Russia, which brings sanctions issues into the mix. Doyle also acted for investment manager DBAY Advisors Limited in the derivatives aspects of its £307m takeover of AIM-listed Telit communications plc. O’Connell is a key adviser to Goldman Sachs, and she assisted the bank with its structured notes programme, which has so far seen more than $4bn in issuance. Kit Johnson leads a trustee practice that is a key differentiator for the firm and a core part of its structured finance offering, particularly in restructurings and cases of defaults.

Responsables de la pratique:

James Doyle

Autres avocats clés:

Jennifer O’Connell; Kit Johnson

Principaux clients

BNP Paribas

Societe Generale

Credit Agricole

African-Export Import Bank

Natixis

RiverRock European Capital Partners

Jaguar Land Rover

Bank of New York Mellon

Goldman Sachs

Teneo

Principaux dossiers

  • Advising on the update of GSI’s Guaranteed Senior Secured Notes Programme and management of supplements and issuance off the programme.
  • Advising BNP Paribas on the annual update of their ground breaking programme for secured structured products through a Luxembourg securitisation company, SecurAsset S.A., and in relation to numerous structured product drawdowns under the SecurAsset programme.
  • Advising Teneo and the special administrators of investment bank Sova Capital Ltd.

Mayer Brown International LLP

Clients of Mayer Brown note that its lawyers ‘understand the commercial side of things and the team is easy to deal with compared to other law firms‘. Practice head and acknowledged derivatives expert Edmund Parker is ‘not only an expert in his field, but also a good listener‘ and clients note that he is ‘practical and prepared to roll up his sleeves and get into the nitty gritty‘. Chris Arnold is a senior member of the practice and is sought after by leading investment banks, trustees, services providers and end users for advice on derivatives. Charles Malpass has a wide-ranging structured finance practice focused on real estate, non-performing loan transactions, securitisations, senior and mezzanine loan origination, and loans backed by consumer, residential mortgage and commercial mortgage debt. Dasha Sobornova advises arrangers, investment managers and corporate service providers on a range of structured finance work, and counsel Nanak Keswani handles OTC derivatives, repos and structured products.

Responsables de la pratique:

Edmund Parker

Autres avocats clés:

Chris Arnold; Charles Malpass; Dasha Sobornova; Nanak Keswani

Les références

‘They have been very good at helping establish a loan-on-loan framework which was not based on any market standards.’

‘They understand the commercial side of things.’

‘The team is easy to deal with compared to other law firms’

‘The team is knowledgeable and accessible and you have confidence that they will always deliver.’

‘Ed Parker is a really lovely chap – not only is he an expert in his field, he is a good listener, he is practical and he is prepared to roll up his sleeves and get into the nitty gritty.’

Principaux clients

Morgan Stanley

Barclays

JP Morgan

BNP Paribas

Deutsche Bank

Bank of New York Mellon

Zurich

ISDA

Norton Rose Fulbright

Norton Rose Fulbright acts predominantly for global investment banks, among them JP Morgan and Bank of America Merrill Lynch, though it frequently advises Asia-Pacific, Middle Eastern and Islamic banking clients. Peter Young leads the capital markets group, in which the derivatives and structured products practice sits. The ‘responsive and pragmatic‘ Nigel Dickinson is the key partner in that practice and he stands out for his advice on swap bifurcations, TRS and repo financings, CLO hedging and repackaging transactions. He assisted JP Morgan as swap counterparty on a securitisation which comprised the issuance of seven classes of collateralised notes linked to an underlying portfolio of UK auto loans. Yusuf Battiwala, who joined from Dentons, brings extensive experience in derivatives, structured finance and Islamic finance practice. Clients note that he ‘is able to combine conventional derivatives expertise with sharia principles and so is one of the best advisors for Islamic structured products‘. The practice also features covered bond and structured finance partner David Shearer, market infrastructure, derivatives and fintech specialist Hannah Meakin and global head of financial services regulation Jonathan Herbst. Daniel Franks moved to Ashurst in 2022.

Responsables de la pratique:

Peter Young

Autres avocats clés:

Nigel Dickinson; Yusuf Battiwalla; David Shearer; Hannah Meakin; Jonathan Herbst

Les références

‘NRF have a very strong derivatives and structured products practice.’

‘Nigel Dickinson is a standout partner. He’s responsive and pragmatic.’

‘Both Nigel Dickenson and Yusuf Battiwala are great.’

‘Yusuf Battiwala (Partner) is brilliant – he is excellent technically and very user friendly. Yusuf is also special in that he is able to combine his conventional derivatives expertise with sharia principles and so is one of the best advisors for Islamic structured products.’

Principaux clients

JP Morgan

Bank of America Merrill Lynch

Bank of Ireland

BNP Paribas

First Abu Dhabi Bank

Mitsubishi UFJ Financial Group

Natixis

Piraeus Bank

Prime Capital

Principaux dossiers

  • Acted for JP Morgan as swap counterparty on a securitisation which comprised the issuance of seven classes of collateralised notes linked to an underlying portfolio of UK auto loans (including hire purchase agreements).
  • Advised 28 hedging banks on the financial close of the third phase of Dogger Bank offshore wind farm, upon completion in 2026, it will be the world’s largest offshore wind farm.
  • Acted for MUFG in relation of the derivatives aspects of its transition from IBOR to risk-free rates (RFRs).

Reed Smith LLP

Reed Smith LLP has niche expertise in many key areas of the derivatives and structured product market, not least commodity and weather derivatives, regulatory advice and structured notes. Commodity derivatives specialists Claude Brown and Brett Hillis, energy and natural resources risk management partner Prajakt Samant, regulatory expert Chris Borg (who is ‘one of a kind, with solid expertise and commercial sense‘), and structured finance partner Nick Stainthorpe are all notable practitioners. Daniel Birch, who handles structured trade and commodity financing, ‘has deep expertise advising sell-side institutions on complex structured equity finance transactions including collar finance transactions, margin lending transactions and collateral packages‘. Jason Richardson is another structured finance specialist whose practice spans derivatives trading and clearing agreements, repos, securities lending agreements and securitisation. Up-and-coming partner Sarah Caldwell is a key adviser on structured note programmes. Tamara Box is practice head.

Responsables de la pratique:

Tamara Box

Autres avocats clés:

Prajakt Samant; Chris Borg; Claude Brown; Brett Hillis; Nick Stainthorpe; Daniel Birch; Jason Richardson; Sarah Caldwell

Les références

‘Expertise in physical and financial trading.’

‘Chris Borg, is one of a kind. Solid expertise and commercial sense.’

‘Dan Birch has deep expertise advising sell-side institutions on complex structured equity finance transactions including collar finance transactions, margin lending transactions and collateral packages.

‘Dan Birch has a wealth of experience. His candid manner and deep expertise combine to make him an excellent practitioner.’

Shearman & Sterling LLP

At Shearman & Sterling LLP, ‘the team is extremely helpful in explaining quite technical legal points to non-experts in a way that makes the real-world impact straightforward to understand‘. Clients remark that the firm is  ‘highly commercial and diligent in their approach to documentation and transaction management‘. The London office handles derivatives and structured finance transactions under both English and New York law, and it has particularly expertise in equity financing transactions. The ‘very solutions-orientedPatrick Clancy and James Duncan (who is ‘a go-to partner for derivatives, in particular corporate equity derivatives‘) lead the practice. Clancy plays a major role in advising clients on LIBOR reform, and Duncan frequently handles structured finance aspects of M&A, asset finance and leveraged finance transactions. Counsel Sara Couling handles the full range of English law derivatives transactions, complex and bespoke structured finance products and debt capital markets.

Responsables de la pratique:

James Duncan; Patrick Clancy

Autres avocats clés:

Sara Couling

Les références

‘The Shearman team helped us in a very sophisticated and complex deal under a very challenging timeframe with great professionalism.’

‘Standout partner Patrick Clancy delivers cradle-to-grave solutions for private funds. He is able to advise on a range of structured products and derivatives.’

‘The team is extremely helpful in explaining quite technical legal points to non-experts in a way that makes the ‘real-world’ impact straightforward to understand.’

‘Very responsive, even to seemingly stupid questions, and they never lose sight of commercials.’

‘James Duncan is a go to partner for derivatives, in particular corporate equity derivatives. He is extremely through and the quality of his work is consistently very high.’

‘This team has great breadth and depth of expertise. They are able to address a wide range of issues and to bring in the relevant solicitor into any situation as needed.’

‘James Duncan is reliable and knowledgeable. He provides solid, thought-through advice in almost any situation, and is always exceedingly professional.’

‘Every member of the team has deep, strong knowledge of our business and how we like to operate – they will cut through unnecessary points to ensure communication is clear and precise with the most important points brought to the front.’

Principaux clients

AlbaCore Capital Group (AlbaCore)

Ardagh

Bank of America

Principaux dossiers

  • Advising the original lenders on a syndicated margin loan financing secured over UK listed shares.
  • Advising the original lenders in connection with a margin loan financing secured over shares in a German listed plc.
  • Advising a Saudi Arabian bank in relation to updating their treasury and corporate banking template agreements to provide for transactions on the basis of backward looking benchmarks.

Simmons & Simmons

The structured finance and derivatives practice at Simmons & Simmons has ‘encyclopaedic knowledge, particularly of synthetic securitisations‘, and clients note that the firm is ‘good at dealing with volume work in a cost-effective way and the service can be on a par with Magic Circle firms‘. With 12 partners, the firm has one of the largest structured finance teams in London, and its strength in depth sees it acts not only for global banks, but also buy-side clients and government entities. Paul Browne leads the practice and advises financial institutions in Europe and in Asia on complex and innovative structured debt products. Sean Bulmer acts for investment banks in structured products and SPV structured finance transactions, including standard repackaging documentation matters. Allan Yip specialises in prime brokerage, derivatives and derivatives regulation. David Toole is a key adviser on OTFC and securitised derivatives, and leads the risk-sharing and synthetic securitisation practice. Craig Bisson, up-and-coming partner Eucharia Bragg, newly promoted partner Oliver West and managing associate Marcin Perzanowski are among the firm’s many standout structured finance lawyers.

Responsables de la pratique:

Paul Browne

Autres avocats clés:

Sean Bulmer; Allan Yip; David Toole; Eucharia Bragg; Oliver West; Marcin Perzanowski; Craig Bisson; Alan Davies

Les références

‘Encyclopaedic knowledge of particularly synthetic securitisations and the way in which our business engages with the market.’

‘Good-value service, good at dealing with volume work in a cost-effective way. Service can be on a par with Magic Circle firms. Forward-thinking in terms of technology solutions.’

‘Alan Davies is a trusted pair of hands who has a wealth of experience across different products.’

‘Depth of knowledge and commerciality.’

‘Craig Bisson is a commercially minded partner with his finger on the regulatory pulse. He is always available to bounce ideas off and has been a reliable partner to us over the years.’

‘Good depth of knowledge.’

‘Excellent use of technology, online recourses and webinars.’

‘Craig Bisson is excellent to work with, able to offer a quick view on complex transactions as well as being able to get to the core of an issue having dug through the weeds to get there.’

Principaux clients

Christofferson, Robb & Co.

British Business Bank

European Investment Fund

Principaux dossiers

  • Advising Christofferson, Robb & Co on one of the first deals in the market to use the EU’s new ‘Simple Transparent and Standardised’ (STS) ‘gold standard’ regime for synthetic securitisations.
  • Acting as lead counsel to the UK Government (through the British Business Bank) on the UK government’s COVID-19 guarantee schemes.
  • Acting as counsel to the European Investment Fund on its Pan-European Guarantee Fund (EGF) mandate. This was a mainstay of the EU’s COVID-19 response deploying over EUR25bn of funds.

Travers Smith LLP

At Travers Smith LLP, the team ‘takes a very practical and commercial approach with a high-level of partner engagement‘. The firm is the pre-eminent buy-side adviser to alternative asset managers and pension funds, and it counts Bridgepoint Advisers, Ares Management and Montagu Private Equity among its clients. Lead partner Jonathan Gilmour acted for many asset managers on the introduction of new rules by the Central Securities Depositories Regulation (CSDR) that apply to transactions settled through a securities depository in the EU. Peter Hughes, who specialises in derivatives and structured products, restructuring and insolvency, and senior counsel Vanessa Kalijnikoff Battaglia also play key roles in the practice. Joseph Wren and Sebastian Reger are also praised by clients.

Responsables de la pratique:

Jonathan Gilmour

Autres avocats clés:

Vanessa Kalijnikoff Battaglia; Joseph Wren; Pater Hughes; Sebastian Reger

Les références

‘Very knowledgeable on EMIR and UK EMIR. Advise a broad sector of clients so have a very good grasp of not just the regulations but also market practice. Very through approach to any matter.’

‘Jonathan Gilmour – deep knowledge of the regulations and the market practice. Provides guidance and strong advice.’

‘Vanessa Battaglia – strong adviser with good knowledge of the regulations and understanding of the client’s business and transactions.’

‘The lawyers in this team are very commercially minded and always striving to learn more about the commercial/technical side of derivatives, creating a much more meaningful outcome for clients. This practice is always on the forefront of market developments and very focused on innovation.’

‘Jonathan Gilmour is very knowledgeable, approachable, takes time to develop meaningful relationships. Vanessa Battaglia is very knowledgeable, innovative, always on the forefront of market developments and innovations, a great contributor to creating and sharing relevant information via articles, posts, round tables and webinars.’

‘The team is great. Super-responsive, transparent on billing and has great industry knowledge.’

‘The team takes a very practical and commercial approach with a high-level of partner engagement. Approachable and knowledgeable whilst providing clear advice focused on genuine risks.’

‘Jonathan and his team are excellent – both in terms of legal expertise and also bringing superb commercial awareness that is extremely helpful.’

Principaux clients

Ares Management

AXA UK Pension Trustees Limited

Bittrex Global GmbH

Bluegreen Energy Services Limited

Bridgepoint Advisers II Limited

Trustee of the British Steel Pension Scheme

Hanover Investors Management LLP

Montagu Private Equity LLP

Tikehau Investment Management

Principaux dossiers

  • Advised the Trustee of the British Steel Pension Scheme in connection with the management of interest rate, inflation, equity, credit and FX derivatives as part of a portfolio of £900m of client assets.
  • Drafted two template agreements for Bittrex Global, a digital currency exchange based in Liechtenstein, reflecting a series of repo transactions – for secured and unsecured transactions – for the sale and repurchase (repo) of cryptocurrency by Bittrex Global.
  • Acting as Hanover Investment Management LLP’s Debt Capital Markets and Tax counsel advising on the issuance of credit-linked notes, the proceeds of which will be used to acquire credit assets.

White & Case LLP

White & Case LLP has ‘excellent technical expertise and is very responsive and efficient‘. The firm works on derivatives for both investment and hedging purposes, covering all asset classes, and is highly regarded for synthetic securitisation and Islamic derivatives. Practice head Ingrid York is ‘the best at structured products and complex derivatives‘, according to one client, and another notes that she has ‘great commercial awareness and market insight‘. Anthony Colegrave, who joined from Allen & Overy LLP in 2022 and is is dual-qualified in England & Wales and South Africa, focuses primarily on equity derivatives and hedging solutions, and frequently handles South African financial regulatory work including exchange control, derivatives and securities lending. Counsel Nathaniel Crowley is ‘a good technical lawyer with a practical and commercial approach‘. Crowley and ‘very responsive and organised‘ associate Phillan Amin worked with York to assist The Ministry of Finance of Montenegro with a suite of ISDA Master Agreements entered into with a select group of international banks in connection with FX and Interest rate derivative transactions. Debashis Dey advises banks, corporates and governments on structured finance.

Responsables de la pratique:

Ingrid York

Autres avocats clés:

Anthony Colegrave; Nathaniel Crowley; Phillan Amin; Debashis Dey

Les références

‘Result-oriented solutions. We use W&C Structured Products & Derivatives as our core law firm for capital markets generally.’

‘Very responsive and creative. Good value for money.’

‘Ingrid York is the best at structured products and complex derivatives. Phillan Amin is a great associate. Very responsive and organised.’

‘The team has excellent technical expertise, they are very responsive and efficient.’

‘Their approach to feedback is very refreshing – they are very transparent and receptive to feedback as well as providing useful suggestions.’

‘Ingrid York is an excellent lawyer, with great commercial awareness and market insight. She is very hands-on, always providing excellent input.’

‘Nate Crowley is a good technical lawyer with a practical and commercial approach and always very responsive.’

Principaux clients

Alpha Bank

Bank of America Merrill Lynch

BNP Paribas

Citibank

Centerbridge

Crédit Agricole Corporate and Investment Bank

Credit Suisse

Deutsche Bank

Elliott Advisors

Eurobank

European Investment Fund

Investec

National Bank of Greece

Piraeus Bank

Qatar National Bank

Societe Generale

United Arab Emirates Central Bank

Principaux dossiers

  • Acting for the European Investment Fund on synthetic securitisations for regulatory capital purposes.
  • Represented Stargems DMCC, a diamond trading company established in the Dubai Multi Commodity Centre, on a diamond receivables securitisation notes issuance by SG Receivables Finance LP which consisted of three classes of notes.

Baker McKenzie

At Baker McKenzie ‘the team provides a personalised, flexible and highly professional service‘. The firm is ‘honest, approachable, knowledgeable, up-to-date on the market and legislation and full of common sense‘. The firm handles the structuring and trading of innovative financial instruments and advises on legal, regulatory and risk issues in the global derivatives market. Global chair of banking and finance Matthew Dening, who is also head of the derivatives practice, and head of structured capital markets Simon Porter are the key practitioners. ‘They are efficient, to the point and take into consideration the particular needs of the client which is not always the norm with law firms‘, say clients of Jeremy Levy and Sarah Porter, who handle securitisation and other structured finance mandates, and senior associate Iolie Calochristos, who has ‘an exceptional eye for detail and an impressive level of understanding‘.

Responsables de la pratique:

Matthew Dening; Simon Porter

Autres avocats clés:

Adam Gardener; Iolie Calochristos; Jeremy Levy; Sarah Porter

Les références

‘They are efficient, to the point and take into consideration the particular needs of the client which is not always the norm with law firms .’

‘They show that they are engaged in what we do, they will ask the questions to fully understand what we need from them. They are very direct in the way they approach matters.’

‘The team provides a personalised, flexible and highly professional service. They have always accommodated our needs and have accompanied us as we have grown.’

‘Honest, approachable, knowledgeable, up-to-date on the market and legislation and full of common sense.’

‘Adam Gardener and Iolie Calochristos handled our ISDAs, derivative confirmations and the embedment of the derivatives into the broader structure. Iolie in particular has an exceptional eye for detail and an impressive level of understanding of interdependencies between various legal documents and ensure both alignment and tailoring as required. Both Adam and Iolie assisted us with LIBOR transition to SONIA in 2021 under tight time pressures.’

‘The team is excellent: responsive, accomplished, business-friendly, client focused and accurate. They have helped on numerous complex matters: variation and initial margin documentation across all of our counterparties, bespoke equity swaps, derivatives regulations, the redomiciliation of our derivatives trading entity to a new jurisdiction, amongst other matters.’

‘The team knows our company well and their knowledge of our business and the personalities within it contributes to them providing us with appropriately tailored advice.’

‘The two individuals that I work most closely with are Matthew Dening and Iolie Calochristos. Matthew is an excellent lawyer who is able to put a value to a point and guide his client through complex issues with clear and practical advice.’

Principaux clients

AIG

Bank of China (UK) Limited

Bank of Cyprus

Bank One Ltd

BP Plc

Citibank N.A.

FirstRand Bank Limited

Gulf International Bank

HSBC UK Bank plc

Industrial and Commercial Bank of China

ING

Law Debenture Corporate Services Limited

LBBW

Mithra Pharmaceuticals SA

Mizuho Bank, Ltd

Monex Europe Markets Ltd

Morgan Stanley

NatWest Capital Markets plc

Novator Capital Ltd

Olam International Limited

The Olayan Group

Standard Chartered Bank

Societe Generale

Sony Europe

UBS

Wells Fargo Bank N.A

Western Union

Principaux dossiers

  • Advised Mithra Pharmaceuticals SA, a company dedicated to women’s health, entering into an equity financing agreement with Goldman Sachs International (“GSI”).
  • Advising Law Debenture in relation to the noteholder consent solicitation process for transitioning a mortgage-backed securitisation from LIBOR to SONIA.
  • Advising FirstRand Bank Limited in relation to a restructuring of the certain swaps in place to support a a securitisation facility.

Cadwalader, Wickersham & Taft LLP

Cadwalader, Wickersham & Taft LLP is ‘a top player in the structured credit space‘, and clients remark that the practice provides ‘a seamless service in the high-octane and time-sensitive structured market‘. ‘The team is knowledgeable, motivated and a pleasure to deal with‘, notes one source. The firm is particularly well known for its work on CLOs, insurance-linked securities, securitisation and ABS, and is a key adviser to issuers, underwriters, investors, loan sellers, servicers, trustees and credit support providers. Robert Cannon handles CDOs, CLOs, mortgage securitisations and commercial paper conduits. David Quirolo focuses primarily on CLOs, CFOs, securitisation, asset finance and repackaging transactions. Sabah Nawaz advises banks, private equity funds, pension funds and corporate borrowers on a wide range of cross-border structured finance transactions. Nick Shiren, who is a recognised expert in credit default swaps, credit-linked notes, total return swaps, and a host of other derivatives transactions, Claire PuddicombeDaniel Tobias and special counsel Alex Collins are key advisers on CLOs.

Responsables de la pratique:

Robert Cannon; Sabah Nawaz; Claire Puddicombe; David Quirolo; Nick Shiren; Daniel Tobias

Autres avocats clés:

Alex Collins; Assia Daminanova

Les références

‘CWT partners Claire Puddicombe, Daniel Tobias, David Quirolo and their associates are exceptionally helpful and always deliver.’

‘Cadwalader, Wickersham & Taft LLP is a top player in the structured credit space. They provide a seamless service in the high-octane and time-sensitive structured credit space.’

‘Claire Puddicombe stand out as an extremely diligent partners with a strong sense of service and excellent availability and engagement in delivering the full legal package.’

‘The team is knowledgeable, motivated and a pleasure to deal with. They are always willing to work with us in order to improve quality and experience.’

‘Nick Shiren and Assia Daminanova are definitely the go-to lawyers, given their breadth of knowledge and efficient response time. They are an absolute pleasure to deal with.’

‘Cadwalader are one of the top law firms in the CLO market.’

‘Their strengths are: – Excellent knowledge and expertise in the CLO product, being one of the top 3 counsels by deal count and across both manager and arranger counsel – Deep bench of associates, senior associates and partners, to ensure that deals are adequately staffed, work is done accurately and meets deadlines – The team is diverse, bringing diversity of skillset, knowledge and views – Billing is transparent and commercial.’

‘Claire Puddicombe is very detail oriented. She can be relied on to consider all the risks of a particular issue and to flag them to clients so that it can be considered. She is easy to communicate with and always cheerful which makes it a pleasure to work with her.’

Principaux clients

Credit Suisse

Deutsche Bank

CLO Clients

Assicurazioni Generali S.p.A

China Property & Casualty Reinsurance Co., Ltd.

NN Group NV

Investec Bank Plc

Principaux dossiers

  • Advised Investec Bank PLC on a first of its kind structure to bring in institutional capital into the fund finance industry with a €1 billion secured note programme with one of the UK’s largest insurance companies.
  • Advised Deutsche Bank as arranger of the €400 million North Westerly VII ESG CLO transaction.
  • Advised Credit Suisse, as arranger and placement agent, on the first CRE CLO in Europe since the credit crisis.

Dechert LLP

Dechert LLP is ‘deeply knowledgeable about ISDA documentations and market practice‘, and clients remark that ‘the attention to detail is second to none, turnaround times are fantastic, and nothing was too much to ask‘. The firm acts for both the global buy-side client base and sell-side clients across an array of derivatives  and financial market regulatory issues. Its buy-side client base ranges from hedge fund start-ups to global asset managers, hedge funds, private equity funds and retail funds across the world. Gus Black leads the financial services group, in which John McGrath and Karen Stretch are the key partner for derivatives and structured products. Stretch is ‘dedicated, excellent to work with, very responsive and provides practical advice‘.

Responsables de la pratique:

Gus Black

Autres avocats clés:

John McGrath; Karen Stretch

Les références

‘Excellent combination of legal expertise and practical advice. Really listening to what the client wants and needs. Providing options and suggesting different approaches to reflect the client’s business intentions and address the client’s concerns.’

‘Great, user-friendly document management – clearly distinguishing between internal and external comments, wording suggestions, explanations etc., which makes it easy to forward marked-up documents to the counter-party with minimal effort.’

‘Karen Stretch is dedicated and excellent to work with. Apart from her legal expertise and practical advice, she is very responsive and meets even tight deadlines without compromising on the quality of their work.’

‘The attention to detail is second to none. Organisation and turnaround time have been fantastic. For Dechert to hold the list of outstanding items and the chair the newly introduced weekly catch up video call was invaluable.’

‘Very competent team who understand the legal framework regarding all our trading activities. Helped with new prime broker onboarding. New trading structures created that were new to the team here and they dealt with the legal paperwork easily.’

‘Dechert serves as external counsel to a mutual client. I work with Karen Stretch at Dechert on ISDA Schedules and Credit Support Annexes for fund-level currency hedging. Deep expertise in the ISDA documentation is niche and highly valuable in our world of over-the-counter trading and risk management.’

‘We continue to receive a very reliable service from Dechert’s derivatives team, they have expertise in hedge fund products and continue to be a trusted advisor to the business generally.’

‘We have been using Dechert’s derivatives team for over four years now, they are approachable, knowledgeable and pragmatic. Their strong working knowledge of our hedge funds and UCITS range has been particularly helpful when launching new products, and they have been on hand to advise on any ad hoc queries we have raised.’

Principaux clients

Athene

Cheyne Capital Management (UK) LLP

Exor

Fondazione Enasarco

Nekton Capital Limited

Palmer Square Capital Management

Palmerston Capital Management

Principaux dossiers

  • Advising Fondazione Enasarco on its long-running dispute with Lehman Brothers Finance SA concerning the close out of a derivative transaction within one of the most complex structured products to be considered by the English courts.
  • Advised Palmerston Capital as derivatives counsel for the launch of its second fund, negotiating all trading and prime brokerage documentation.
  • Advising Cheyne Capital on a range of derivatives, trading and related regulatory matters, including derivatives and trading support for launch documentation for new funds and ongoing trading documentation support for Cheyne’s existing suite of funds.

Dentons

Dentons is ‘able to efficiently bring its various experts to the table for complex matters whether they involve regulation, disputes or more recently sanctions work‘ and it ‘punches well above its weight in terms of the service provided and expertise across products‘. The firm is greatly experienced in structured finance transactions in emerging markets, including Islamic derivatives, and his also present in emerging market niches, cryptocurrencies. Head of derivatives Matthew Sapte acted for Leonteq Securities in the structuring, documenting and negotiating of a sharia-compliant Trust Certificate Issuance programme. Key partner Luke Whitmore is ‘thoughtful and knowledgable, and is always ready to get on the phone and discuss issues‘. Yusuf Battiwala  moved to Norton Rose Fulbright and CLO specialist Martin Sharkey moved to Schulte Roth & Zabel International LLP.

Responsables de la pratique:

Matthew Sapte

Autres avocats clés:

Luke Whitmore

Les références

‘The Dentons team have been assisting with our global netting project. Their global coverage and number of industry opinions already produced within the Dentons network has been particularly helpful.’

‘We’re using Dentons to assist with diligence on Private Equity Fund structures and then documenting the related trading agreement. This is working particularly well.’

‘Luke Whitmore is the partner responsible for the matters noted above. He is excellent. He is always ready to get on the phone and discuss issues. He is thoughtful and knowledgable.’

‘Dentons is a large global firm with offices not only in the major global financial markets, but also the regional and developing markets. This is a real benefit for global financial institutions engaging in cross border work, particularly in the Middle East and beyond.’

‘The firm is able to efficiently bring its various experts to the table for complex matters whether they involve regulation, disputes or more recently sanctions work.’

‘Although not extraordinarily deep in terms of derivatives resource headcount, they punch well above their weight in terms of the service provided and their expertise across products.’

Principaux clients

Goldman Sachs

Citibank

First Abu Dhabi Bank (FAB)

Emirates NBD

MUFG

Société Générale

JP Morgan

Gulf International Bank

Abu Dhabi Islamic Bank

National Bank of Bahrain

Deutsche Bank

SMBC

Bank of Montreal

Benteler Training

Macquarie Bank Limited

Leonteq Securities AG

Ebury

Frasers Group

Sev.en Energy

Northern Trust

ABSA Bank Limited

NBC Global Finance Limited

Invesco Asset Management Limited

Principaux dossiers

  • Advised IIFM on IBOR fallbacks for the Islamic derivatives market.
  • Advising Leonteq Securities in relation to the structuring, documenting and negotiating of a Sharia compliant (Swiss cleared) Trust Certificate Issuance programme.
  • Advised Coventry Building Society in relation to documenting and negotiating the interest rate swap in connection with the issue of £350mln Class A Series 2021-1 Floating Rate Notes by Economic Master Issuer PLC off its Master Trust RMBS programme.

DLA Piper

DLA Piper not only handles a large volume of derivatives work for banks, but is also adept in complex structured finance matters, among them equity collar financings and loan-linked hedging. Global co-chair of financial services Mark Dwyer and finance, projects and restructuring partner Martin Bartlam lead the practice, which provides ‘solid legal advice at reasonable costs‘. Steven Krivinskas and associate Patrick Lightbownprovide  consistently high-quality work and are very responsive and commercial‘. Newly promoted partner Marcus Lovatt is a key adviser on interest and currency rate swaps, deliverable and non-deliverable forwards, credit derivatives in the context of credit linked notes, and total return swaps.

Responsables de la pratique:

Mark Dwyer; Martin Bartlam

Autres avocats clés:

Steven Krivinskas; Patrick Lightbown; Marcus Lovatt; Ronan Mellon

Les références

‘Solid legal advice at reasonable costs.’

‘Steven Krivinskas and Patrick Lightbown provide us consistently with high quality work. Both of them are very responsive and commercial. It is a pleasure to work with them.’

Principaux clients

Accunia Fondsmæglerselskab A/S

Ares Management Limited

NatWest Markets

Morgan Stanley & Co. International PLC

Aspect Capital Limited

Aareal Bank AG

The Co-operative Bank P.L.C.

Azrieli Group Ltd

PingAn Insurance Company Ltd

VEON Holdings B.V.

Principaux dossiers

  • Advising Ares Management Limited as the collateral manager and Ares European Loan Funding II Limited as originator on the issue by Ares European CLO XV DAC of €480,000,000 of floating rate notes.
  • Advising NatWest Markets as swap counterparty, in providing a GBP vanilla interest rate swap to Elvet Mortgages 2021-1 plc as part of a c. £365 million public UK RMBS transaction for Atom Bank rated by DBRS and Fitch.
  • Acting for Aareal Bank on a significant number of loan linked hedges and strategic mandates including assisting with the transition of its hedging arrangements from GBP and CHF LIBOR to SONIA and SARON based rates.

Gide Loyrette Nouel LLP

Gide Loyrette Nouel LLP has ‘dedicated team based on a solid and stable senior team of partners and counsel who are really aware of clients’ operational constraints‘. The firm specialises in structuring, documentation, collateralisation and regulatory issues relating to derivatives and structured products across equity, credit, fixed income, fund, commodity, energy, inflation, weather, property and other asset classes, as well as handling repos and securities lending transactions. Best known for acting for French banks, the London finance group is increasingly acting for corporates across Europe on derivatives matters. Lead partner Karine Imbrosciano is ‘a dedicated lawyer always available and very easy to talk with‘.

Responsables de la pratique:

Karine Imbrosciano

Les références

‘Gide has been accompanying us on an ongoing basis since several years with respect to the set up and negotiation of all derivatives related agreements.’

‘Their dedicated team is based on a solid and stable senior team (partner and counsel) who is really aware of operational constraints.’

‘Karine Imbrosciano is a dedicated lawyer always available and very easy to talk with.’

Principaux dossiers

  • Advised Europcar Mobility Group, a market-leading vehicle leasing group, on the hedging aspects associated with the high profile restructuring of its financial indebtedness.
  • Advised a leading investment bank as hedging bank in the context of the rehabilitation work and extension of Junia Grande Ecole d’Ingénieurs campus in Lille.

Herbert Smith Freehills LLP

Herbert Smith Freehills LLP frequently handles high-end, complex and multi-jurisdictional transactions for banks, corporates, funds and insurance companies. The firm is emerging as a key adviser on structured finance transactions that include ESG considerations, including emissions allowances, trading arrangements for carbon credits, ESG-linked derivatives and margin loans, as well as one of the first ESG-linked repo transactions to market. Lead partner Nick May acted for Deutsche Bank in £500m in structured repo transactions, in repo and loan format, with emerging markets borrowers on illiquid and emerging markets securities; senior associate Nick Rutter also played a key role in this transactions, and is a an adviser on OTC and exchange-traded derivative products, including commodities, rates and foreign exchange instruments.

Responsables de la pratique:

Nick May

Autres avocats clés:

Nick Rutter

Principaux clients

Renaissance Capital Limited

Deutsche Bank – emerging markets

Morgan Stanley

Bank of Nova Scotia

Phoenix Life Limited

Corporate clients – ESG

Fidelity Investment Management Limited

Securitisations (various clients including Optimum Credit Limit, Pepper Mortgages, LendInvest)

Project financings (various clients including MacQuarie, EDF)

LIBOR transition (various clients including Natixis, SIA and British Land)

Principaux dossiers

  • Advised Renaissance Capital on a substantial update of their up to $1,000,000,0000 structured products programme.
  • Advised Deutsche Bank’s emerging markets desk on a series of major transactions this year.
  • Advised Morgan Stanley on a number of structured transactions including the establishment of a new and complex collateralisation structure for the securities lending platform.

Macfarlanes LLP

Macfarlanes LLP has ‘a fantastic team that is very responsive and consistently high-quality, with real first-hand knowledge of both buy-side and sell-side matters‘. Clients describe the practised as ‘commercial, practical, prompt, and sensibly-priced‘. The firm, which climbs the ranking this year, has a market-leading buy-side practice, spanning prime brokerage, derivatives, repos, clearing and debt trading, for the largest and most sophisticated funds. It has notable expertise in innovative and highly complex transactions, frequently involving fund-based structures. Practice head Will Sykes is ‘very smart and analytical and also sensible and pragmatic‘. Chris Acton advises hedge funds, managed account platforms and proprietary trading houses, on prime brokerage, derivatives and derivative regulation in Europe; clients remark that he is ‘particularly good at the commercial points that really matter‘. ‘His advice is to-the-point, focused and practical‘, say clients of senior counsel Rob Daniell.

Responsables de la pratique:

Will Sykes

Autres avocats clés:

Chris Acton; Rob Daniell; Christine Long

Les références

‘Commercially pragmatic, straightforward and easy to work with, excellent value for money.’

‘In this area Macfarlanes have unique insights into what buy-side clients should really care about. They have deep knowledge of derivative contracts and prime brokerage arrangements. There are very few areas in this space that do not have extensive experience.’

‘Chris Acton is particular good at the commercial points that really matter. He is able to break down legal documentation and condense the key points that are important so we spend the time on those points and don’t waste time on less valuable points. He is very pragmatic and commercial.’

‘Responsive team that is well resourced at the senior end to provide specialist advice on technical legal questions. Great knowledge of derivatives regulation and market practice.’

‘Chris Acton – very responsive and client focussed; Robert Daneill – great technical knowledge; Christine Long – great technical knowledge.’

‘The derivatives practice at Macfarlanes provides an efficient, strong and supportive partnership for our many funds, it really understands our organisation’s nuances, risk strategies and priorities.’

‘Their project management capabilities are exceptional, they staff the relevant teams well and at the appropriate level using partners as oversight in the proper manner to manage costs. They are extremely collaborative and a pleasure to work with and thrive on supporting an innovative project.’

Principaux clients

BT Pension Scheme Trustees Limited

Man Group plc

Goldman Sachs

Tesco Pension Investments

Hayfin

Principaux dossiers

  • Advising a key client in relation to its Phase 5 initial margin (IM) obligations.
  • Advise the client’s Prime Brokerage & Trading Legal team on the opening and expansion of trading lines, and on special projects relating to derivatives and related regulation.
  • Advice on derivatives and trading matters for this £20bn pension scheme, covering hedging products, advice on repos and equity derivatives.

Milbank

Milbank has a full-service derivatives practice that frequently advises the firm’s clients in the projects, leverage finance and aviation finance sectors across Europe and Asia on large-scale hedging transactions and the negotiation of bespoke regulatory capital and equity derivatives. The firm has also become a key adviser on loan securitisation platform sales. Lead partner James Warbey is a recognised expert in European CLO transactions, and John Goldfinch focuses on CLOs, securitisations and portfolio manager M&A deals. Claire Bridcut also played a key role in that work. Jennifer Ellis – Linklaters.

Responsables de la pratique:

James Warbey

Autres avocats clés:

John Goldfinch; Claire Bridcut

Principaux clients

Invesco European RR L.P.

Capital Four CLO Management K/S

BNP Paribas

Cairn Loan Investments II LLP

BlueMountain Fuji Management, LLC

KKR Credit Advisors (Ireland) Unlimited Company

PGIM Limited

Bain Capital Credit U.S. CLO Manager, LLC

King Street Capital Management

Commerzbank AG, London Branch

AXA Investment Managers, Inc.

Bardin Hill Loan Advisors (UK) LLP

Brigade Capital Europe Management LLP

Piraeus Bank S.A.

Public Power Corporation S.A.

BlackRock

Orchard Global Asset Management LLP

Angelo, Gordon Europe LLP

Nassau Corporate Credit (UK) LLP

Assured Investment Management LLC

White Star Asset Management

Cross Ocean Partners

CBAM CLO Management Europe, LLC

Aeon Investment Management

Principaux dossiers

  • Advised Assured Investment Management on the sale of in excess of $100,000,000 of LLC interests in its first-of-kind series LLC “Fuji” originator manager vehicle to Blackstone.
  • Advised Cross Ocean on the structuring and establishment of their new third-party CLO originator fund.
  • Advised Aeon Investments in respect of their innovative commercial real estate warehouse, involving a new-to-market £250,000,000 financing, origination and servicing platform in partnership with Arbuthnot Latham.

Sidley Austin LLP

Sidley Austin LLP has ‘very extensive fund financing capabilities and is a pioneer in this emerging area‘. The firm ‘takes time to understand the brief, confront significant technical challenges head on in a confident manner and stay resilient throughout until the deal completes‘. The firm rejoins the ranking due to the strength of its work on rapackagings, synthetic and regulatory transactions, structure notes, structured fund investments, derivatives transactions and repos. Lead partner Rupert Wall is ‘an excellent negotiator‘ and clients praise his ability to ‘deploy his extensive experience and deep technical skills to the most challenging transactions‘. Senior counsel Nick Brittain also plays a key role in the practice.

Responsables de la pratique:

Rupert Wall

Autres avocats clés:

Nick Brittain

Les références

‘Sidley’s key strengths are its Deep knowledge and expertise in the securitisation space (CLOs and fund financing) and the fact that its team is detail-oriented and pushes hard to achieve the best position for the client.’

‘Rupert Wall is extremely knowledgeable in both the subject matter, as well as general legal topics. Throughout the transactions we worked on together, he was able to explain the issues clearly and logically, and guide us through the best options to find an optimal solution.

‘Very extensive fund financing capabilities – pioneers in this emerging area. A solid team with good bench strength and confidence inspiring partners.

‘Rupert Wall is a standout individual. He is able to deploy his extensive experience and deep technical skills to the most challenging transactions. He is highly regarded in the market and incredibly solutions-focused.’

‘This is a proactive team who took a difficult brief and broke it down into a series of workstreams and manageable actions in order to deliver a market leading, highly innovative, significant sized, yet scalable platform including multi tranched financing across cross collateralised multi asset pools.’

‘They take time to understand the brief, confront significant technical challenges head on in a confident manner and stay resilient throughout until the deal completes. I think they relish and challenge and enjoy the intellectual journey.’

‘An extremely diligent and innovative team at Sidley Austin under Rupert Wall. Strong competence in complex structured finance transactions.  Rupert and team work drive deals forward and are key member to a deal team.’

‘I find that partners Rupert Wall has very good industry knowledge of both European and US securitisation regulation. Inquiries are processed comprehensively, competently and very promptly.’

Principaux clients

Polar Asset Management

Deutsche Bank

Commerzbank

HIG Capital

Principaux dossiers

  • Advised Polar Asset Management on the structuring of 3 bespoke synthetic regulatory capital trades with Bank of Montreal.
  • Advised Deutsche Bank’s structured credit and repack desks on the structuring of multiple innovative UK long-dated, inflation linked, CRE triple net lease repacks.
  • Advised Commerzbank on a series of structured variable funded note issuances connected to a fund holding underlying loan exposures related to project finance loans.

Slaughter and May

At Slaughter and May, ‘partner contact is superb‘. The firm handles the full range of OTC and exchange-traded derivatives across the full spectrum of underlying assets, from plain vanilla interest rate, currency and FX derivatives, through commodity and energy derivatives, equity and credit-linked products and derivatives linked to real estate, insurance and pensions. Oliver Wicker and Guy O’Keefe oversee the firm’s derivatives and structured products work, and they frequently advise financial institutions, investment funds and corporates. Key partner Ed Fife is ‘exceptional on the legal documentation and his deep commercial understanding of transactions is highly beneficial when dealing with fiendishly complicated financing structures‘.

Responsables de la pratique:

Oliver Wicker; Guy O’Keefe

Autres avocats clés:

Ed Fife

Les références

‘Partner contact was superb.’

‘We had excellent senior counsel on the matter too.’

‘Ed Fife is exceptional on the legal documentation but in addition his deep commercial understanding of transactions was such that rather than solely being our counsel, it felt as if we had another investment manager in the team too. This was highly beneficial when dealing with such a fiendishly complicated financing structure.’

Principaux clients

NewDay

Lendco

Principaux dossiers

  • Advised on the amendment of Paratus’ five legacy securitisations to reflect the transition from LIBOR to SONIA/SOFR, including the drafting of updated swap confirmations for various hedges.
  • Advised CM.com on the establishment of a stock borrowing facility in connection with a EUR100m convertible bond issuance.
  • Advised various entities in the Ineos group on their entry into a range of derivative transactions, including FX, interest rates and commodities hedging.

Weil, Gotshal & Manges (London) LLP

Weil, Gotshal & Manges (London) LLP is known for ‘timely, practical advice coupled with excellent product knowledge‘. The firm has a dominant position in the manager-side CLO market, but its work extends to derivatives in structured finance transactions, including hedging by issuer SPVs and advice on related derivatives regulation. It also has specialist private equity derivatives expertise. Lead partner Jacky Kelly advised numerous swap counterparty clients on swaps entered into by structured finance vehicles in relation to securitisations and CLOs. ‘Proactive, responsive and practical‘ counsel Andrew Lauder handles a broad range of OTC derivatives and structured capital markets transactions, with a particular focus on TRS and repo linked funding platforms, synthetic securitisations using credit default swaps or financial guarantees, CLOs and bespoke repackaging transactions.

Responsables de la pratique:

Jacky Kelly

Autres avocats clés:

Andrew Lauder

Les références

‘Timely, practical advice coupled with excellent product knowledge.’

‘Andrew Lauder – proactive, responsive and practical approach.’

Principaux clients

Apollo

Goldman Sachs

Advent International

Bain Capital

Ontario Teachers

Antin Infrastructure Partners

Fair Oaks

Redding Ridge

CBAM

BlueBay

Brigade Capital

Credit Suisse

Principaux dossiers

  • Acting for the hedge counterparties in connection with a £1.6 billion refinancing of debt incurred by First Sentier Investments to finance its acquisition of energy-from-waste (EfW) specialist Wheelabrator Technologies UK.
  • Acting for Macquarie Asset Management as sponsor in connection with a GBP 430 million financing of Roadchef and related hedging arrangements.
  • Acting for the lender and hedge counterparty in respect of a GBP 165 million financing of Swiss Life’s acquisition of Infrareal.

Addleshaw Goddard

Addleshaw Goddard is in the process of building a full-services structured finance practice, and continues to hire experienced partners. Carl Posern joined from Pinsent Masons LLP and adds considerable expertise in cash and synthetic securitisations, as well as the hedging aspects of securitisation transactions, and stands out for his knowledge of tsingificant risk transfer (SRT) issues. He worked with Legal director Carl Baker (who provides ‘deep analysis in a timely manner‘) and acts for buy-side, sell-side and financial market infrastructure clients on regulatory, transactional and LIBOR reform matters. Practice head Rachel Kelly ‘goes the extra mile to provide additional commercial assistance‘. She assisted numerous global and domestic banks and asset managers, building societies, investment firms, corporates and funds on trading arrangements involving derivatives and securities financing transactions.

Responsables de la pratique:

Rachel Kelly

Autres avocats clés:

Carl Baker; Carl Posern

Les références

‘This team has industry expertise, timely response, deep analysis, and reasonable legal fees.’

‘Thorough but concise. Broad knowledge with dedicated SMEs that go deeper into the detail. Able to translate complex matters into practical solutions that optimise commercial opportunities. An extension of in-house team – extremely collaborative.’

‘Broad knowledge across multiple to areas. Excellent technical skills and commercial acumen facilitated deeper negotiations – purposeful trade-offs created to enhance starting position. Willing to go extra mile to ensure optimal results for client. Communication was exceptional throughout the process.’

‘Carl Baker gives us deep analysis in a timely manner at reasonable legal fees.’

‘The team was truly collaborative across different areas of expertise to result in positive engagement where we as the client could effectively calibrate risk with commercial decision making on a transaction.’

‘Understanding and appreciation of clients objectives, risk tolerance and commercial objectives to create a solution orientated environment. Maintaining constructive dialogue in difficult conversations.’

‘Quick turnarounds, always around in case you need anything.’

‘Rachel Kelly in particular has gone the extra mile to provide additional commercial assistance that is not within a solicitors brief, in order to provide a thorough analysis of the trade my organisation has been exploring.’

Principaux clients

J.P. Morgan Cazenove

Rathbones Group plc

Fountain Hydro Power Corp

AIB

Waldorf Production Limited

Virgin Money; Clydesdale Bank

Bank Muscat

Sohar International Bank

National Westminster Bank plc; NatWest Markets plc

Furness Building Society

Barclays Bank plc

Santander UK plc; Banco Santander SA

Lloyds Bank plc; Lloyds Bank Corporate Markets plc

HSBC Bank plc

Semperian PPP Investment Partners Ltd

Updraft

NatWest Markets plc

Assura PLC

M&G Trustee Company Limited

National Australia Bank Limited

National Bank of Canada

Vontobel Asset Management AG

Lloyds Bank Commercial Banking

Alston & Bird LLP

Alston & Bird LLP is building a structured and warehouse finance practice to handle a growing flow of work for a diverse group of market participants across multiple asset classes in the structured finance and securitisation markets. Its work spans deals backed by auto loans and leases, consumer loans, commercial and residential mortgages, small business loans, SBA 7(a) loans, and timeshare receivables. James Fisher is the key partner in London and he works closely with colleagues in New York to execute a wide range of structured finance transactions in Europe and the US.

Responsables de la pratique:

James Fisher

Principaux clients

The Bank of New York Mellon

U.S. Bank

Intertrust Group

Apex Group

Wilmington Trust

The Bank of New York Mellon

U.S. Bank

Intertrust Group

Apex Group

Wilmington Trust

Principaux dossiers

  • Advised Wilmington Trust in respect of litigation related to four Lehman Brothers-arranged ‘Eurosail’ securitisations.

Burges Salmon LLP

Burges Salmon LLP is a key adviser to numerous  FTSE 100 corporates and global brands on derivatives matters. Its work focuses predominantly on highly complex matters for blue-chip buy-side clients, and the firm is highly regarded for its knowledge of the investment funds, notably private equity and open-ended funds, as well as the needs of pension funds and pension fund trustees. Though the firm handles a broad range of derivatives, it is particularly active in structured equity derivatives for retail funds, the negotiation of ISDA Master Agreements, and the negotiation of clearing agreements. Lead partner Graham Soar acted for Investec in the financing of Privilege Renewable Finance’s lending to a portfolio of anaerobic digestion assets in the UK. Newly promoted director Alistair Rattray handles derivatives, real estate finance, corporate banking, sponsor-backed and leverage finance.

Responsables de la pratique:

Graham Soar

Autres avocats clés:

Alistair Rattray

Principaux clients

Investec Bank plc

GCP Infrastructure Investments Limited

Trustee of Leonardo Electronics Pension Scheme

Lloyds Bank pl

Principaux dossiers

  • Acted for Investec Bank plc as Lender, Arranger, Agent, Security Trustee and Hedge Counterparty on the financing of Privilege Renewable Finance’s lending to a portfolio of Anaerobic Digestion assets in the UK.
  • Acted for a large investment fund investing in solar energy projects on a contract for difference in respect of energy prices.
  • Acted for Lloyds Bank plc as Lender’s counsel on  the financing of a subsidy-free 20MW solar photo voltaic generating station along with a subsidy- free 8MW wind generating station.

Eversheds Sutherland (International) LLP

Eversheds Sutherland (International) LLP's derivatives and financial collateral team, which is led from London by Jonathan Master, works with a range of clients including investment funds, fund managers, pension schemes and retail banks. Recent work highlights for the buy-side focused team have included advising on initial margin compliance, the implications of LIBOR cessation and derivatives documentation such as ISDA Master Agreements. Other key names include Richard Batchelor, who leads on many of the team's key matters.

Responsables de la pratique:

Michaela Walker; Jonathan Master

Autres avocats clés:

Richard Batchelor; Jamie Dunlop; Paul Denham

Principaux clients

Aegon

American Express

Anchor Hanover Group

Chetwood Financial

Industrial & Commercial Bank of China

JB Drax Honoré

Nomura Asset Management UK

Phoenix

Sainsbury’s Pension Scheme

Tristan Capital

Katten

Katten has extensive experience in both exchange-traded and OTC derivatives, acting for both sell-side and buy-side clients. It is a key adviser on regulatory matters, both in Europe and the US, particularly where regulatory regimes overlap. It has in-depth knowledge of the Dodd-Frank Act, the European Market Infrastructure Regulation (EMIR), Markets in Financial Instruments Directive (MiFID), Markets in Financial Instruments Regulation (MiFIR), Market Abuse Regulation and the Alternative Investment Fund Managers Directive. Carolyn Jackson, who is a former manager of the New York trading desk of several investment banks and the former executive director of the International Swaps and Derivatives Association, Inc., Nathaniel Lalone and Neil Robson are the key financial markets regulatory partners in London.

Responsables de la pratique:

Carolyn Jackson; Nathaniel Lalone; Neil Robson

Morrison Foerster

Morrison Foerster has ‘a very strong team of product specialists focused in the corporate equity derivatives business‘, and clients note that the firm is ‘helpful in deal structuring for new product innovation‘. The derivatives group is led by Vladimir Maly, who is qualified in both New York and English law, and is a key adviser on cross-border matters. Maly, who is ‘very commercial and understands the current themes of the market well‘, and corporate finance partner Jeremy Jennings-Mares, assist numerous international banks with matters derivatives matters relating to financial regulatory reform, including MiFID 2/MiFIR and Basel III. Polly Ehrman, who is ‘really easy to work with, command sgood technical knowledge and negotiates fluidly‘, handles strategic equity-linked transactions, structured transactions relating to emerging markets and matters concerning derivatives-related regulation.

Responsables de la pratique:

Vladimir Maly

Autres avocats clés:

Jeremy Jennings-Mares; Polly Ehrman

Les références

‘I think the MoFo team is at the forefront of innovation.’

‘Vlad Maly has been our lead partner at MoFo since the beginning. What I highly value in Vlad, is his commercial approach. What I mean by that is focusing on a feasible solution as opposed to a focus on the legal theory.’

‘The Derivatives and Structured Products practice at Morrison & Foerster provides first class legal advice and drafting in relation to large complex derivative transactions requiring an in-depth understanding of any aspect of the transaction, including hedging strategies and trading requirements.’

‘True partners to their clients committed to achieve the best outcomes. Outstanding work ethics, ability to deliver under time-pressure and excellent client management skills.’

‘Very strong team of product specialists focused in the corporate equity derivatives business. Available at short notice and helpful in deal structuring for new product innovation.’

‘Vlad Maly has excellent interpersonal skills and regularly maintains business dialogue with us, supporting the growth ambitions of the business. Vlad is very commercial and understands the current themes of the market well.’

‘We worked with MoFo on two very large deals this year involving cross-border issues. MoFo team was impressive at gathering valuable knowledge on the key points to manage and understand.’

‘Vlad Maly and Polly Ehrman are both really easy to work with, command good technical knowledge and negotiate fluidly on our transactions. They deliver to budget and at the level we require.’

Principaux clients

CIBC

ING

Santander

SoftBank Group

Principaux dossiers

  • Advise a number of investment banks on derivatives matters relating to financial regulatory reform, including MiFID 2/MiFIR and Basel III.

Paul Hastings LLP

Paul Hastings LLP is best known for its CLO practice, though it has a key role in the broader structured credit space, and it a key adviser to private and public corporations, investors, funds, and investment banks on a wide range of transactions including structured finance, securitisation, and derivatives matters. Lead partner Cameron Saylor has significantly grown the flow of European CLO work. ‘The practice has strong industry knowledge and is well versed in the latest regulatory developments‘, remarks one client, adding that ‘the team has always provided clear and direct answers and helped anticipate any potential issue‘. Diala Minott is also a key adviser on structured finance transactions including CLOs and bespoke funds. Jason Brooks joined the team from CMS in June 2022.

Responsables de la pratique:

Cameron Saylor

Autres avocats clés:

Diala Minott; Jason Brooks

Les références

‘Very knowledgeable team led by Cameron Saylor and possibly the most respected team in the CLO market.’

‘Cameron Saylor is the go-to partner who is the best in the business.’

‘Superb client service, the team led by Cameron Saylor are always available and able to provide a reasonable commercial view on all points backed by deep technical and regulatory knowledge on both the securitisation and funds aspects of CLO transactions.’

‘Cameron Saylor is a very measured and knowledgeable team leader, with a near-uncanny ability to provide almost instantaneous personal attention across all of the deals his team runs.’

‘Breath of knowledge in derivatives and structured products practice as well as solution finders.’

‘The practice has strong industry knowledge, well versed in the latest regulatory developments. The team has always provided clear and direct answers to our requests and helped us anticipate any potential issue.’

‘The team is dedicated to its work and committed to excellence. They provide industry and regulatory updates as they develop and have supported us throughout the entire process.’

‘All members of the team we interacted with have proven particularly helpful and willing to go the extra mile to answer our questions, including those that were not directly related to the initial mandate.’

Principaux clients

Deutsche Bank

MacKay Shields Europe Investment Management

Citigroup

Ostrum Asset Management

PGIM

Goldman Sachs

Angelo Gordon

Barclays Bank

Northwoods European CLO Management (an Angelo Gordon vehicle)

PineBridge Investments

Morgan Stanley & Co.

JP Morgan

Sculptor (Och Ziff)

ICG

BAML

Albacore

Ares

CVC

Rothschild

Oak Hill

Principaux dossiers

  • Advised PGIM Loan Originator Manager Limited as collateral manager and PGIM Limited as co-collateral manager in respect of a reset of one of their legacy 2017 deals.
  • Represented Goldman Sachs International in connection with Anchorage CBO Reset.
  • Advised Morgan Stanley in relation to the arrangement of a reset of the Avoca CLO XII DAC CLO.

Ropes & Gray

Ropes & Gray‘s London derivatives and structured products team has a strong reputation among asset managers, alternative credit providers, hedge fund managers and private equity firms, for which it handles complex derivative and structured financing transactions. The firm is also regarded as a key adviser to asset managers on regulatory matters. Its regulatory work is frequently cross-border in nature, drawing on the firm’s technical expertise in areas such as UCITS eligible assets rules, and risk retention. The practice, led by Anna Lawry, frequently advises the implementation of initial margin requirements for OTC derivatives, LIBOR replacement in the derivatives and structured products markets, the settlement discipline regime under the Central Securities Depositaries Regulation and the changes to the EU resolution stay rules in the revised Bank Recovery and Resolution Directive. ‘Its strength is in its commitment to providing timely, practical, business-friendly advice that reflects a knowledge of current market practice‘, remarks a client.

Responsables de la pratique:

Anna Lawry

Les références

‘Anna Lawry is an incredibly dedicated, detailed and technically impressive lawyer as well as being a genuinely lovely person to work with. Anna has navigated technically challenging transactions with some challenging counterparties and has done so in a clam and diplomatic manner.’

‘Their strength is in their commitment to providing timely, practical, business-friendly advice that reflects a knowledge of current market practice and the bigger picture as far as overarching risk.’

Principaux clients

Western Asset Management

Grantham, Mayo van Otterloo

Altice

Blackstone

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