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Clifford Chance

Clifford Chance

Finance

Germany

Our Banking and Capital Markets practice is a market-leading practice group with top-tier track records in Germany. We work closely with other practice areas and offices throughout the global network to combine local expertise with knowledge of international best practice.

Lawyers qualified under German, UK and US law (including 15partners) advise in Frankfurt, Düsseldorf and Munich both domestically and internationally, be it on your day-to-day operations or on specific matters. The team also regularly leads on transactions in Russia, CEE/SEE/CIS (with a particular focus on Turkey), the Middle East, Asia, Africa and the Americas. Our specialists are on top of and help shape developments in the German and international financial and capital markets.

This unparalleled resource on the ground in Germany, together with the full spectrum of legal products, sector expertise and geographic reach at our disposal, is drawn upon by the team to work proactively and devise quick, practical and commercial solutions, tailored to your specific needs.

We advise leading financial institutions, investors, corporates and regulatory authorities.

Our expertise covers the following areas:

Asset Finance

Our specialists advise on transactions involving all asset classes, under both UK and German law. Our expertise includes areas such as aircraft, shipping, rail and real estate financing. Clifford Chance has access to an international network of teams around the globe enabling it to advise on highly complex multinational projects such as cross-border leases. Clients include lenders, lessors, airlines, equity investors, funds and issuing houses.

Capital Markets (Debt & Equity)

Our team advises on all types of products and transactions such as single and dual track IPOs, capital increases (with and without subscription rights) including stock exchange listings, secondary offerings, private placements (including U.S. rule 144A), full SEC-registered offerings, ADRs/GDRs, Eurobonds, EMTN and ECP programmes, certificates, convertibles, green and hybrid bonds, high yield and structured bonds as well as promissory notes.

We also advise on repackaging of "underlyings" in the form of certificates, loans or profit participations for retail and institutional investors. Clients include issuers, selling shareholders, guarantors, banks, stock exchanges and regulatory authorities.

Bank Lending and Acquisition Finance

We advise on all types of acquisition and corporate finance, leveraged finance, restructurings of financings, recapitalisations, infrastructure finance and public-to-private transactions, both domestically and internationally. Our expertise includes unitranche financing (including super senior structures), mezzanine, second lien and PIK financing.

The team consists of German and English qualified lawyers and is one of the largest, most skilled and most-established teams of its kind in Germany. Clients include domestic and internatiional financial institutions and industrial enterprises with private or public background, as well as private equity-houses and debt and other funds.

Project Finance (Energy and Infrastructure)/PPP

Our project finance team, the largest on the German market and unique in its global reach and scope, advises under both German and UK law on domestic and cross-border transactions inter alia in Europe, Turkey, Russia and the CIS, the Middle East and Africa, South America and APAC. Clients include sponsors/project companies, developers, governments and regional authorities, banks and monoline bond insurers, investors, specialised lenders, pension funds. export credit agencies, corporates and multilateral institutions.

The team provides integrated legal solutions at all stages of projects, with a focus on energy and renewable energy projects, infrastructure and PPP-projects, airports, roads, ports and pipelines. Our team has a particular expertise in ECA and government backed financings and projects.

Securitisation/Structured Finance

Our lawyers have played a key role in shaping the German securitisation market since its inception in the early 1990s. The team advises under both German and UK law on classic securitisation transactions and ABCP conduits, as well as on ECB trades, ABS restructurings, portfolio sales, cashflow and synthetic transactions, and repackagings. Clients include originators, servicers, asset and portfolio managers, swap counterparties, trustees, investors, corporates and liquidity banks.

Derivatives

Our specialists advise on all aspects of derivative products including exchange-traded instruments, loan transactions involving derivatives elements, OTC transactions and structured securities.

The team advises on the rules and terms and conditions applicable to exchange-traded instruments, standard and individually tailored contract terms and conditions for OTC products and exchange-traded instruments and their documentation strategies, securing of derivative positions, issues relating to the use of derivatives including equity-related advice, tax and accounting advice as well as advice regarding insolvency situations including netting and enforceability of individual positions.

Financial Regulatory

As one of the few firms in the German market offering a fully focused financial regulatory practice, we have extensive expertise in banking, insurance and stock exchange supervision law and advise national and international players on issues relating to insider trading and market manipulation, public disclosures in accordance with capital markets law and prospectus-related issues, financial and sales advice, compliance and outsourcing, as well as licensing and other requirements.

Especially in the wake of market changing events such as Brexit or financial crises, the team advises major institutions on the status and further development of their internal organisational structure, risk management and individual investments.

Investment Law/Asset Management

We provide tailored advice on traditional and innovative fund transactions, general investment and tax advice relating to the formation, operation, organisation, merger or liquidation of investment companies, as well as distribution issues relating to SICAVs, SIFs, FCPs and other investment vehicles.

Our market leading practice covers the full range of funds and advises on classic retail funds, special fund vehicles including investment corporations. That also includes private equity funds, hedge funds, real estate and infrastructure funds, registered funds and closed-end funds. In addition, we also advise investors in such funds, including pension funds, insurance companies, funds-of-funds and many sovereign wealth and other supra-national institutions.

We also offer advice on structuring unit-linked life insurance products, Riester and Rürup products and fund-linked certificates. Other services include advising on listing exchange-traded funds (ETFs) on European stock exchanges, advising globally active prime brokers and advising on issues relating to custody, outsourcing, prospectus requirements and prospectus liability law, as well as securities and securities custody law.

Restructuring and Insolvency

We have a top team of lawyers, tax advisors and auditors combining commercial and legal expertise with many years' experience advising on restructuring issues. Our specialists advise companies, their owners and creditors on legal and financial aspects of corporate restructuring and on refinancing, corporate reorganisation, the purchase or sale of companies or divisions during or prior to insolvency and on cross-border insolvencies.