Dr. Dennis Heuer
Dennis Heuer has a national and international practice based in Frankfurt, working within the Firm's Capital Markets Practice. He has built a reputation as a leading lawyer, and frequently heads teams in cross-border deals, the complexity of which often calls for innovative and ground-breaking solutions.
Dennis represents a wide range of clients that include credit institutions, multinational corporates, investment banks, fintech companies, funds and public institutions in a wide range of banking, capital markets and FIG M&A matters. Dennis is a frequent speaker, author and commentator on financial services regulation, non-performing loans, distressed debt and impact investments.
Clients benefit from Dennis' structuring skills and his ability to find solutions even within difficult market conditions and times of regulatory and financial uncertainty. A further focus of his practice is advising on complex financial restructuring and on insolvency matters.
Dennis' achievements on behalf of clients have won him recommendations in a number of leading legal directories, including JUVE, Chambers, The Legal 500 and IFLR.
He has also represented the Firm's German offices on White & Case's Diversity Committee since 2012, and has played a key role in the development of the Firm's LGBT program in Germany.
Santander Consumer Bank
Advising 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.
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 manager.
European Investment Bank / European Investment Fund
Advising 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.
Advising 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 Intrum 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 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.
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.
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 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 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.
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.
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.
Represented 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).
Represented 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
Represented 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.
Represented 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.
Represented 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.
Represented 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.
States of Hamburg and Schleswig-Holstein
Represented 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.
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
Ranked Lawyer, Chambers Europe 2020 and Chambers Global 2020, Germany
Capital Markets: Structured Finance
Recommended Lawyer, The Legal 500, Germany, 2020
"He has deep deals experience and a strong client focus.” Chambers Europe 2020, Germany
Highly recommended lawyer (“technically excellent, very good cooperation”, competitor) JUVE 2019/2020, Structured Finance
Highly regarded lawyer, IFLR 2020, Capital markets: Structured finance and securitisation