Dr. Dennis Heuer
Dennis is partner within the firm's global Capital Markets practice co-heading the EMEA Structured Finance Group as well as core member of the firm-wide ESG and Financial Institutions Industry Groups.
Dennis represents clients that include banks, insurance companies, debt collection companies, multinational corporates, fintech and tech startups, funds, asset managers and public institutions in a wide range of transactional and advisory matters.
As an absolute expert in structured finance and securitisation, Dennis advises clients on complex cross-border transactions, increasingly taking ESG requirements into account.
Clients benefit from Dennis' structuring skills and his ability to find innovative and ground-breaking solutions even within difficult market conditions and times of regulatory and financial uncertainty.
Dennis is a frequent speaker, author and commentator on financial services regulation, non-performing loans, and impact investments. More recently Dennis has done a number of ESG events and publications in that area.
Advised Cerberus on the acquisition of a portfolio of performing and non-performing real estate-backed loans, with borrowers in Germany, the Netherlands, France, Denmark and Finland, from HSH Nordbank.
Advised Hoist Finance AB (Hoist) on a strategic partnership with alternative investment manager Magnetar Capital (Magnetar) for joint non-performing loan (NPL) portfolio investments on a pan-European level. The programme is structured to achieve significant risk transfer in accordance with Article 244 of Regulation (EU) No 575/2013 (CRR) and will target unsecured NPL portfolios, for a total investment volume of approximately €1 billion. As co-investor, Magnetar has committed to invest €150 million in mezzanine and junior notes in future securitisations over a 24-month investment period.
Advised Swedish SFA regulated Hoist Finance on its first ever rated Italian investment grade rated securitisation backed by a portfolio comprising only unsecured non-performing loans (NPLs) with a gross book value of €5 billion. The transaction involved the issuance of €337 million notes across three tranches issued by the Italian securitisation vehicle Marathon SPV S.r.l. to finance the purchase of the NPL portfolio. The transaction was done for capital relief purposes.
Advised Swedish SFA regulated Hoist Finance on the unrated securitisation of an Italian NPL portfolio. The senior notes of the securitisation were sold to an investment fund, whilst the junior notes were retained by Hoist Finance. The transaction was for capital relief purposes.
Advising Intrum Holding AB on a securitisation involving Piraeus Bank's Project Senna non-performing loan portfolio with a total gross book value of €300 million at March 31, 2023. It is held by Senna NPL Finance DAC and consists of approximately 60 precent small-sized mortgages, and 40 percent consumer and small business loans. Piraeus and Intrum have agreed that Intrum Hellas will act as servicer of the Project Senna portfolio, and Intrum has agreed to acquire the entirety of the notes of the securitisation from Piraeus.
Advised Intrum Holding AB on a securitisation transaction involving Piraeus Bank's Sunrise II non-performing loan portfolio consisting of retail and corporate loans with a total gross book value of €2.7 billion. Senior notes of the transaction will have the benefit of a guarantee issued by the Hellenic Republic under the Hellenic Asset Protection Scheme (HAPS).⠀
Advised Intrum Holding AB on a securitisation transaction involving non-performing loan portfolio of Piraeus Bank, the largest bank in Greece, with a gross book value of approximately €1.92 billion for the Project Phoenix portfolio. The rated senior notes of the two transactions will have the benefit of guarantee issued by the Greek government under the Hellenic Asset Protection Scheme (HAPS).⠀
Advised Intrum Holding AB on a securitisation transaction involving non-performing loan portfolio of Piraeus Bank, the largest bank in Greece, with a gross book value of approximately €4.9 billion for the Project Vega portfolio. The rated senior notes of the two transactions will have the benefit of guarantee issued by the Greek government under the Hellenic Asset Protection Scheme (HAPS).⠀
Advised Intrum Holding AB on a securitisation transaction involving Piraeus Bank's Sunrise I non-performing loan portfolio consisting of approximately 205,000 loan exposures and having a gross book value of €7.2 billion at September 30, 2020. The rated senior notes of the Sunrise I transaction in the amount of approximately €2.45 billion will have the benefit of a guarantee issued by the Hellenic Republic under the Hellenic Asset Protection Scheme (HAPS).⠀
Advised Intrum Holding AB on a securitisation transaction involving Piraeus Bank's Sunrise III non-performing loan portfolio consisting of retail and corporate loans with a total gross book value of €500 million as at December,31 2021. The rated senior notes of the Sunrise III transaction in the amount of approximately €160 million will have the benefit of a guarantee issued by the Hellenic Republic under the Hellenic Asset Protection Scheme (HAPS).
Advised Intrum Holding AB in connection with the €328 million acquisition and hive-down of the Recovery Banking Unit (RBU) of Greece's largest bank, Piraeus Bank, on a €28 billion securitisation of non-performing loans (NPLs) to be managed by Intrum through the RBU business.
Advised Piraeus Bank one of Greece's leading 'big four' banks, on the sale and transfer of a portfolio of non-performing, denounced unsecured retail consumer and credit cards exposures equivalent to €2.238 billion total legal claims or €385 million on-balance sheet gross book value to APS Investments, a leading CEE/SEE distressed debt investment advisor and manager.
Advised Bayerische Landesbank on its first synthetic securitisation transaction in accordance with the EU regulations on simple, transparent and standardized securitisations (STS). The reference portfolio consists of corporate credit facilities originated by Bayerische Landesbank with a total value of €1 billion. The transaction involved the placement of the mezzanine tranche in the form of credit linked notes with private investors. This is the first German synthetic STS transaction in the form of credit linked notes issued directly by a bank.⠀
Advised Chorus Capital as investor in three major synthetic securitisations: (I) Racer 2 - synthetic securitisation of Société Générale. (II) Absolute 1 - synthetic securitisation of Goldman Sachs Bank USA. (III) CEDAR V - a synthetic securitisation by Credit Agricole as part of its Cedar programme.⠀
Crédit Agricole Corporate & Investment Bank
Advised Crédit Agricole Corporate & Investment Bank on the completion of the first "green" synthetic securitisation in its Premium Green PLC Balance Sheet Notes, a US$3 billion synthetic securitisation relating to the bank's portfolio of project finance and asset finance loans, which were sold to Mariner Investment Group.⠀
European Investment Bank / European Investment Fund
Advised the European Investment Bank (EIB) and the European Investment Fund (EIF) as guarantors on the synthetic securitisation of a €1 billion loan portfolio for small and medium-sized enterprises originated by Deutsche Bank AG. EIF will issue a €75 million guarantee to Deutsche Bank covering the mezzanine tranche. The transaction is structured to achieve a more favourable capital charge for the senior tranche in line with Regulation (EU) 2021/557, which introduced a simple, transparent and standardised framework for synthetic securitisations (STS securitisations). The transaction is a direct response to the crisis triggered by the COVID-19 pandemic and an important milestone in the EIB Group's continued support to the European economy.⠀
European Investment Bank / European Investment Fund
Advised the European Investment Fund (EIF) and the European Investment Bank (EIB) on a synthetic securitisation of Greek SMEs, Small-Mid Caps and Mid-Caps loan portfolio originated by Eurobank S.A. in the form of a first loss piece guarantee. The first loss piece guarantee pertains to a €700 million securitisation of a performing reference portfolio of Eurobank. The EIF has issued a guarantee to Eurobank covering the first loss tranche of the loan portfolio and a counter guarantee (back-to-back) from the EIB fully mirrors the EIF's obligation, so that the EIB covers the credit risk related to the junior tranche.⠀
European Investment Fund
Advised the European Investment Fund (EIF), in its capacity as Guarantor, on a synthetic securitisation in Poland originated by the leasing company Europejski Fundusz Leasingowy (EFL), a member of the Crédit Agricole Group. The EIF has provided EFL with a guarantee covering both the senior and mezzanine tranches of an approximately €490 million SME portfolio. The transaction supports new financing to SMEs, mid-caps and micro-enterprises in Poland. StormHarbour acted as arranger for EFL and Crédit Agricole CIB advised Crédit Agricole Group.
European Investment Bank / European Investment Fund
Advised the European Investment Bank (EIB) and the European Investment Fund (EIF), as Guarantor, on a the first synthetic securitisation in Romania originated by leasing company Deutsche Leasing Romania IFN S.A. (DLRO), a member of the Deutsche Leasing Group. This is the first cooperation between the EIB Group and Deutsche Leasing Romania, which will help to strengthen investment by Romanian companies active in sectors affected by COVID-19, and will enable local companies across Romania to benefit from €370 million of additional leasing finance.
Hamburg Commercial Bank (formerly HSH Nordbank)
Advised HSH Nordbank on a complex structured finance transaction, which is backed by a diversified €3 billion loan portfolio. Institutional investors have provided a financial guarantee for a significant portion of the portfolio, which includes loans for corporate and real estate clients. The loans of the underlying reference portfolio were not transferred and remain on HSH's balance sheet. Through the transaction, HSH has reduced its credit risk and strengthened its regulatory capital.
Advised NORD/LB on a €10.1 billion credit portfolio transaction with a reference portfolio of approx. 4,300 loans containing renewable energies, infrastructure, aircraft and German medium-sized businesses loans. The securitisation transaction also included approx. €1 billion shipping loans and thereby constitutes one of the biggest shipping securitisation transactions recently placed into the markets. NORD/LB reduced its risk-weighted assets by around €3.7 billion resulting in a significant CET 1 ratio improvement. Marine Money has named the Northvest 2 transaction its "Securitization Deal of the Year 2017".
Advised Société Générale on the issuance by a French securitisation vehicle Fonds commun de Titrisation (FCT) of balance sheet notes linked to a landmark US$3.4 billion impact investment risk transfer related to the Bank's diversified lending portfolio. The transaction incorporates an innovative factor to incentivise additional Positive Impact Finance lending, and is the first significant risk transfer transaction to use an FCT structure under French law since May 2007. It was awarded "Innovation of the Year" and received an honourable mention in the "Impact Deal of the Year" category at the SCI Capital Relief Trades Awards 2019.⠀
States of Hamburg and Schleswig-Holstein
Advised the states of Hamburg and Schleswig-Holstein, Germany, on the risk shield by way of a synthetic securitisation for HSH Nordbank AG in the amount of €10 billion.
True Sales Securitisations
ALD AutoLeasing D
Advised ALD AutoLeasing D GmbH on a securitization of leasing receivables with a volume of more than €400 million. The listed notes were issued by Luxemburg-based Red & Black Auto Lease Germany 3 S.A. and rated by S&P and Moody's. Société Générale S.A. acted as arranger and lead manage.
Advised Bayerische Landesbank on a lease receivables securitisation via Multi-Seller Commercial Paper Programmes (CP).⠀
Advised Creditplus Bank AG on a €1 billion ABS securitisation of consumer auto loans. The notes are rated by S&P and DBRS Ratings. The issuer is Retail Automotive CP Germany 2021 UG (haftungsbeschränkt). Crédit Agricole Corporate and Investment Bank and Landesbank Baden-Württemberg acted as Arranger and Manager.
Advised creditshelf AG and creditshelf solutions GmbH on an asset-backed financing of €100 million from Goldman Sachs. creditshelf is a German online lending platform that arranges innovative bank-independent and flexible financing solutions for small and medium-sized enterprises (SMEs) based on data-driven risk analysis and fast digital processes. The transaction will enable creditshelf to continue and expand its business and cater to the ever increasing finance needs of SMEs in Germany.⠀
European Investment Fund
Advised the European Investment Fund (EIF) in its capacity as Guarantor of Senior Notes of PLN 360 million (around € 83 million) on a securitisation concluded by Alior Leasing sp. z o.o., the leasing subsidiary within Alior Bank Group. The securitised reference portfolio comprises PLN 500 million (around €116.3 million) of Polish leasereceivables. The transaction was arranged jointly by UniCredit Bank AG and ING.⠀
German auto loans
Advised on a €1,000,000,000 securitisation programme of German auto loans originated by RCI Banque and arranged by Crédit Agricole CIB and HSBC. The €950,000,000 Class A asset-backed notes have been issued by Cars Alliance Auto Loans Germany V 2019-1 (a French fonds commun de titrisation) and have been listed on the Luxembourg Stock Exchange.⠀
German auto loans
Advised on a €2 billion securitisation programme of German auto loans originated by RCI Banque acting through its German branch (RCI Banque S.A., Niederlassung Deutschland) and arranged by Crédit Agricole CIB and HSBC France. The asset-backed notes have been issued by Cars Alliance Auto Loans Germany Master (a French fonds commun de titrisation) and have been listed on the Luxembourg Stock Exchange.⠀
Advised the arranger HSBC France in connection with certain structural amendments and increase of the Master programme from a €2 billion to a €3 billion securitisation programme of German auto loan receivables relating to Renault and Nissan cars, originated by RCI Banque acting through its German branch (RCI Banque S.A., Niederlassung Deutschland). The related notes are listed on the Luxembourg Stock Exchange and are rated by DBRS and S&P.⠀
Advised HSH Nordbank on its US$360 million refinancing. The 'CASTELLUM ABF' funding transaction was collateralised by a portfolio of commercial real estate loans secured by mortgages governed by English law. It was HSH Nordbank's third US-dollar refinancing since it established its own asset-based funding platform in 2013.
Advised Lufthansa Cargo AG as seller and servicer on its first EUR 60 million ABCP transaction under UniCredit's ABCP programme "Arabella".⠀
Santander Consumer Bank
Advised Santander Consumer Bank AG on a €3.8 billion ABS securitisation transaction of consumer and commercial auto loans, which are rated by Moody's and DBRS Ratings. Société Générale S.A. acted as arranger and manager. The issuer is SC Germany Mobility 2019-1 UG (haftungsbeschränkt).⠀
Santander Consumer Bank
Advised Santander Consumer Bank AG (Santander) as drafting and lead counsel on a full-stack ABS transaction of consumer loans rated by Moody's and Fitch Ratings with a total nominal value of €1.8 billion and secured by consumer loan receivables of Santander.
Santander Consumer Bank
Advised UniCredit, Société Générale and Banco Santander as joint lead managers, on a €600 million ABS securitisation transaction of auto loans of Santander Consumer Bank rated by Moody's and DBR.
Santander Consumer Bank
Advised Santander Consumer Bank as sole transaction counsel for a securitisation of consumer loans rated by Standard & Poor's and DBRS. Bearer bonds with a total nominal value of €850 million were issued, which are backed by Santander's consumer loan receivables. The issuer is a German special purpose entity. The securitisation transaction was arranged by UniCredit Bank acting also as Joint Lead Manager together with Banco Santander.
Société Générale S.A., Banco Santander S.A., ING Bank N.V. and Wells Fargo Securities
Advised Société Générale S.A., Banco Santander S.A., ING Bank N.V. and Wells Fargo Securities as joint lead managers on a €600 million ABS securitisation transaction of auto loans of Santander Consumer Bank AG rated by Moody's and Fitch. The issuer is SC Germany Auto 2019-1 UG (haftungsbeschränkt).⠀
Advised TIER Mobility, Europe's leading shared micro-mobility provider, on its asset-backed US$60 million financing from Goldman Sachs. This will help the startup to fuel TIER Mobility`s e-scooter fleet expansion and extend its international coverage, helping the company to cover strategic growth markets.⠀
Advised Tier on an €80m asset-backed financing from Pollen Street Capital as lender, secured by the company's fleet of vehicles. The transaction includes bespoke components to shield assets held at the borrower level, while ensuring operational flexibility for Tier in the financing arrangement.⠀
Advised Tier (and its former subsidiary nextbike GmbH) on a €30 million financing by EFFICIENCY SOLUTIONS II SV SARL (an affiliated member of SUSI Energy Efficiency Fund II, Luxembourg) (SUSI), through the sale and purchase of nextbike's project contract receivables.⠀
Waterfall Asset Management
Advised Waterfall Asset Management, LLC on a €500 million asset-backed debt capital financing to Munich-based, carbon-neutral car subscription platform FINN, secured against its fleet. FINN intends to use the financing to accelerate the growth of its fleet. Credit Suisse AG is the senior investor in the transaction and Waterfall Asset Management has acquired the mezzanine notes.⠀
Advised Degussa Bank as issuer on the issue of €60 million in AT1-contingent convertible bonds with an annual coupon of 4.74% (one of the first regulatory capital transactions in the form of AT1 instruments in Germany).
Advised Nord/LB on the issue of US$500 million in subordinated bonds with a ten-year term and 6.25% coupon, which satisfies the criteria for eligible capital in the form of supplementary capital (Tier 2).
Deutsche Bank Group
Advised Deutsche Bank in its function as Intercreditor Agent and Principal Paying Agent and Registrar, Deutsche Bank Luxembourg as Schuldschein Agent, and Deutsche Trustee as Security Agent in connection with the €1 billion structured refinancing of offshore windpark Meerwind.
Advised DZ Bank on its €1.5 billion capital increase. All 186.9 million new shares have been placed with shareholders at a subscription price of €7.90 per share and, as a result of the capital increase, DZ Bank's Tier 1 ratio has increased significantly.
Advised a syndicate of global financial institutions in connection with the financing of the German A7 Autobahn (highway) project for a Hochtief consortium through project financing and project bonds under the EIB initiative for project bonds.
Baierlein, Daniel, Barra Caracciolo, Giuseppe, Messore, Angelo, Fanti, Gianluca, Heuer, Dennis, Wieland, Andreas, Willey, Stuart: Cracking the EU's NPL reforms; A package of reforms aimed at tackling non-performing loans will have far-reaching consequences for European banks, June 2018
Baierlein, Daniel, Barra Caracciolo, Giuseppe, Fanti, Gianluca, Heuer, Dennis, Messore, Angelo, Wieland, Andreas, Willey, Stuart: New EU Measures on NPLs – Part 1: Statutory Prudential Backstop for NPLs Provisioning and ECB Addendum, April 2018
Co-author, "Calculation of risk-weighted credit exposures", White & Case Financial Regulatory Observer September 2017, Pages 8-10 (with Claire-Marie Mallad)
Co-author, "What is green? Green ABS – an emerging asset class (Was ist grün? Green ABS – Eine neue aufstrebende Assetklasse)", Die Bank 09/2017, Pages 23-27 (with Annekatrin Kutzbach)
Co-author, "Too big to fail – no more: The new European resolution framework for banks: the corporate perspective", Business Law Magazine, Issue 2 , Pages 18-21, 2016 (with Stuart Willey and Andreas Wieland)
Co-author, "On the way to a European Capital Markets Union (Auf dem Weg zu einer europäischen Kapitalmarktunion)", Zeitschrift für Bank- und Kapitalmarktrecht, pp. 45-50, February 2016
Co-author, "Debt Funds as alternative to transfer credit risk (Kreditfonds als Alternative zum Transfer von Kreditrisiken)", Zeitschrift für das gesamte Kreditwesen, Issue 18, Pages 910-915, 2013 (with Michael Schwalba)
Co-author, "Intervention in the rights of creditors under the German Restructuring Act and the European Framework for Bank Recovery and Resolution (Eingriffe in Rechte von Gläubigern nach deutschem und europäischem Bankenrestrukturierungsrecht)", Zeitschrift für das gesamte Kreditwesen, Issue 14, Pages 720-722, 2011 (with Ulf Gosejacob)
Co-author, "Securitization of residual value risks of leasing companies (Verbriefung von Restwertrisiken bei Leasing-Unternehmen)", FLF, January 2007 (with Stephan Paesler)
Co-author, "DZ Bank launches Germany's first synthetic true-sale transaction (Erste deutsche synthetische True-Sale Transaktion)", IFLR, Pages 15-16, Juli 2004 (with Andreas Bartsch)
Heuer, Dennis: Code de la consommation (Der Code de la consommation), Dissertation, Bielefeld, 2001
Leading Individual: Strukturierte Finanzierungen
Von: JUVE 2022/2023
Recommended Lawyer: Capital Markets: Structured Finance
Von: Chambers Global/Europe, 2022
Recommended Lawyer: Capital Markets: Structured Finance and Securitization
Von: The Legal 500 Germany, 2023
Highly regarded lawyer: Capital Markets: Structured Finance and Securitization
Von: IFLR1000, 2022
Best Lawyer for Banking and Finance Law
Von: Handelsblatt 2023