DLA PIPER OUR STRUCTURED FINANCE CAPABILITIES

DLA PIPEROUR STRUCTURED FINANCE CAPABILITIES

SECURITISATION - PORTFOLIO SALES - DERIVATIVES - DEBT CAPITAL MARKETS

2 | DLA Piper - Our Structured Finance Capabilities www.dlapiper.com | 2

ABOUT DLA PIPER

DLA Piper is the largest law firm in the world with more than 4,700 lawyers providing a full range of legal services to meet our clients global needs. Lawyers operating from offices in Asia, Australia, Europe, the Middle East and the Americas provide high quality legal advice to enable our clients to issue securities, raise funding, arrange and complete financing transactions and to buy, sell, take positions in or utilise assets of all types both in their local market and through the global financial markets.

OUR VISION

Our vision is to be the leading global business law firm. We draw on the knowledge of our locally and internationally trained lawyers advising on a broad range of matters including commercial, corporate, bankruptcy and restructuring, tax, finance, human resources, litigation, real estate, regulatory and legislative, technology, and media and communications in every major market around the world.

Our global services are grounded by the strength of our domestic offices, our sector knowledge and our commitment to client-driven services. We support the strategic and operational needs of our clients, wherever they do business.

OUR PERFORMANCE 2013

■ No 1 - law firm in the world by revenue

■ No 1 - law firm in the world by number of lawyers

■ 78 offices worldwide

■ Most innovative law firm - FT

■ No 1 - for client service

■ First PCS label Auto Securitisation in the UK

■ First Project Bond post financial crisis

■ First CLO 2.0 in Europe for Ares

■ Whole business securitisation tap for Dignity

■ Asset securitisation, sales and repackaging for the world’s largest banks through more than 20 countries

■ Developing new laws and financing structures across new markets around the world

For more information about our practices please contact:

Martin Bartlam Partner & Global Group Co-Head T +44 (0)207 796 6309 [email protected]

www.dlapiper.com | 3

DEPTh AND qUALITy OF ExPERIENCE

Providing the highest quality service requires a deep understanding of the underlying assets, relevant geographic and regulatory issues, extensive experience of the financing techniques that are applied in the capital markets and structured finance sector and a commitment to provide an excellent product.

Our award-winning team can draw from the widest pool of experience and benefit from our global depth and breadth to provide all of the above. We are viewed as market leaders in the areas of Structured Finance and have advised on numerous highly complex projects. We have more than 200 finance lawyers practising in this important sector of the market on a global basis. The team is supported by our leading corporate, regulatory and tax teams and, as required, works together with our enforcement, litigation and restructuring teams, enabling us to call on over 2,000 lawyers within these areas to complete large and/or complex transactions.

We have an extensive commitment on a global basis and understand issues which face the industry as well as applicable regulatory and consumer law issues across a wide range of jurisdictions. Our work has included advising the full range of industry participants ensuring that we have a good understanding of the needs and motivations of all the key players.

OUR UNDERSTANDINg OF ThE MARKET

Given the fall out arising from the global financial crisis, and in particular the role of sub-prime mortgage securitisations in that crisis, it is not surprising that the securitisation markets over the past five years have faced significant adverse legislative and regulatory repercussions. These are still being felt, with the result that it is impossible to predict with any degree of certainty what the new paradigm for structured debt issuance will be as the capital markets recover. In spite of this the structured finance market has continued to operate and lawyers at DLA Piper have been actively involved in advising on a significant number of

transactions in the recent post-crisis period. We fully believe that with the global DLA Piper platform, with its rare combination of multi-specialty expertise, thought leadership and entrepreneurship, the DLA Piper team is uniquely situated to play a vital role in the rebuilding and reshaping of the finance market of the future.

OUR RANgE OF MARKETS AND PRODUCTS ExPERTISE

Our structured finance team covers a range of international markets and financing products bringing together aspects in a number of interrelated sectors to provide comprehensive solutions to our clients financing and investment needs. A deep understanding of the interconnection of related products and disciplines such as financing instruments, derivatives, rating agency requirements, capital structures and regulatory advice is ever more important in the evolving capital and corporate finance market. The following pages set out the main markets and product areas covered by our team.

SECURITISATION - DEBT CAPITAL MARKETS - PORTFOLIO SALES - DERIVATIVES

4 | DLA Piper - Our Structured Finance Capabilities

OUR BANKINg AND STRUCTURED FINANCE CAPABILITIES

“The interaction and quality at partner level is outstanding. They know how to judge and manage a negotiation.” Sources add that the team’s advice is “absolutely concise and straight to the point.” – Chambers 2012

DLA Piper’s International Banking & Finance practice consists of over 450 advisers providing services within 78 DLA Piper offices all over the world.

DLA Piper’s specialists from our offices in Europe, Asia, North America, South America and Australia cooperate with our UK lawyers on a daily basis. As a result, we provide comprehensive legal and tax advisory services related to domestic and international projects.

Our cohesive organisational structure ensures the constant exchange of know-how as well as fluid and effective internal communication.

DLA Piper’s Banking & Finance Team in the UK consists of advisers with wide experience gained in numerous projects performed for all types of entities including foreign banks, global and local corporations, international financial institutions, investment funds

and private investors.

At DLA Piper, we offer comprehensive support to our clients at all stages of projects, starting from planning the structure of financing (term-sheet), through negotiations of transaction documents, establishment of security, preparation of offer documents, to the disbursement of funding.

Examples of our experience in the following areas is set out below:

Securitisation Portfolio Asset Sales

Auto Loan Securitisation Derivatives

Real Estate Securitisation High Yield Bonds

CLO’s Structured and Project Bonds

Debt Capital Markets


ABS, MBS AND CLOS

Our global team work on ABS, MBS and CLO transactions around the world. We have more than 200 finance lawyers practising in this important sector of the market on a global basis. The team is supported by our leading corporate, regulatory and tax teams and, as required, works together with our enforcement, litigation and restructuring teams, enabling us to apply the experience and understanding of some of the largest sector focus teams of any law firm in the world. Our ability to call on over 2,000 lawyers within these areas enable us to complete even the largest and/or most complex and multi-disciplinary transactions.

This effective combination of practice skills and geographical reach is essential in an increasingly complex and global economic environment. Our ability to deliver an efficient integrated service allows us to offer quick and high quality solutions with significant savings for clients in terms of administration, management time and bureaucracy. Our solutions are both legally effective and economically attractive.

UNDERSTANDINg yOUR REqUIREMENTS

The credit market meltdown not only put a virtual halt to most new issuance in the ABS, MBS and CLO markets, but also had a debilitating impact on most law firms with any significant commitment of resources to structured finance. DLA Piper was fortunate in that it was not forced into a downsizing mode by the meltdown but has instead been able to take a contrarian view and use the down market as an opportunity to expand and upgrade its securitisation capabilities.

The structured finance practice of DLA Piper now encompasses a deep bench with significant substantive experience in a broad range of structured debt transactions. Our team has extensive experience in consumer asset backed structures and is a leader in areas such as auto securitisation. We have deep experience of property structured finance including CMBS and RMBS, CDOs and CLOs as well as leading experience in esoteric assets such as ships, aircraft and project finance securitisations, tobacco fee

securitisation, IP securitisation and whole business securitisation.

The structured finance group of DLA Piper comprises not only practitioners with years of hands-on experience with these diverse types of transactions, but also thought leaders who are known in the industry for their creative problem-solving and their entrepreneurial track record in designing and executing new structured finance programs. In addition, the DLA Piper Structured Finance lawyers have ready access to the Firm’s diverse mix of other global specialty practices to provide substantive law and business coverage for anticipated future securitisation activity, including real estate, litigation, bankruptcy, intellectual property, franchising, insurance and renewable energy. Examples of our experience in these sectors are set out in the following sections.

TAX EFFICIENCY

BOND AND NOTE ISSUANCE

INTERCREDITORAND SECURITY ISSUES

EQUITY FINANCE

DERIVATIVES

CORPORATE SUPPORTAND ADVISORY

INSOLVENCY PROTECTIONSAND ENFORCEMENT ISSUES

CROSS BORDERAND TRANSPARENCYISSUES

FINANCIALREGULATION AND

EFFICIENT CAPITALSTRUCTURING

SECURITISATION


AUTO LOAN SECURITISATION

DLA Piper has extensive experience advising clients in the automotive sector as we act for the full spectrum of clients in the automotive and manufacturing industries.

SOPhISTICATED AUTO SECURITISATION STRUCTURES

We have worked with many of the leading vehicles manufacturers and finance providers to the auto sector over many years. Members of our team worked on several leading UK market transactions as well as the securitisation of auto loan portfolios across Continental Europe and the US.

EMERgINg AUTO SECURITISATION MARKETS

The DLA team are actively working with originators and arranger banks on a number of auto loan and consumer loan securitisations in the CEE region. The opening of securitisation in these markets will provide a valuable funding tool for businesses in the region. Through our network of offices across the CEE and Nordic regions we believe we have the most comprehensive coverage of consumer loan and auto finance issues of any law firm in the EMEA region.

RELEVANT ExPERTISE

■ Advising currently on auto loan securitisations in the CEE region.

■ Advising in connection with the securitisation of various UK auto-loan receivables.

■ Advising in connection with the securitisation of German auto-loan receivables arranged by Crédit Agricole CIB and Société Générale.

■ Advising an auto conglomerate in connection with performing due diligence and bidding on auto-loan originator and servicing platform.

■ Advising the arranger on the establishment of a $3.6 billion future flow facility for a national auto-loan finance company.

■ Advising as lead counsel, the US finance subsidiary of a global automobile manufacturer for all capital markets and derivatives transactions.

■ Advising an originator of auto-loans in connection with publicly registered securitisation transactions aggregating approximately $2 billion.

■ Advising the arranger and joint lead managers on the structuring, documentation and issue of Notes listed on the Luxembourg Stock Exchange and rated by Standard & Poor’s.

■ Advising the originator and servicer on amendment and restatement of securitisation documents relating to increase in size and maturity of auto-loan securitisation transactions.

■ Advising FGA Capital, the in-house credit institution of Fiat, in respect of the securitisation of its auto-loan receivable assets.

■ Advising Citibank as deal counsel in respect of a portfolio of auto loan and consumer finance receivables.

■ Advising Santander Global Markets as deal counsel in respect of a variety of underlying asset types including vehicles, ships and aircraft.

■ Advising Unicredit as the arrangers on the securitisation by FGA, the in house credit institution of Fiat, of receivables relating to its auto-loan receivables business in the UK.

■ Advising a floor plan financing company with respect to auto and boat inventories.

■ Advising a company that originated, securitized and serviced auto-loans and leases.

■ Advising on a car loans securitisation by FCE Bank plc including advising on various amendments to the structure over the years.

■ Advising a financial institution performing due diligence on several billion dollars of securitised loan portfolios including auto-loans and leases.


VEhICLE FUNDINg SOLUTIONS

We advise on a variety of structures and products in funding fleet management companies, contract service providers and rental companies including tax driven operating lease facilities, finance lease and hire purchase as well as agency and residual value structures.

We also advise providers of fleet management and contract hire services on their funding arrangements, their supply agreements with manufacturers and dealers (including buyback arrangements and volume rated discounts), outsourcing arrangements and securitisations of contract hire receivables.

We draft and advise on standard documentation for contract hire, contract purchase, finance lease, sale-and-lease-back and bespoke employee car ownership scheme (ECOS) structures.

Our aim is always to provide the legal advice that fully supports our clients’ commercial objectives.

WORKINg WITh LEADINg ORIgINATORS AND ARRANgERS

We have worked with many of the leading auto manufacturers in supporting their day to day operations as well as helping to put together securitisations and other complex funding structures on their behalf.

Members of our team also regularly work with leading arranger banks in

providing deal structures and acting as deal counsel in significant financing transactions. An example transaction includes acting for Unicredit as arranger in respect of FGA, the in-house credit institution of Fiat, with regard to the securitisation of its UK receivables.

RELEVANT ExPERTISE

■ Advising the UK asset finance arm of a leading European bank on the outsourcing of vehicle funding solutions for its SME customer base to a large Dutch provider of fleet management services and the funding by the bank of all vehicle acquisition costs over the lifetime of the outsourcing contract;

■ Advising a UK clearing bank on the purchase and semi-securitisation of up to £500m of vehicles and related contract hire receivables from the financing arm of a major US motor manufacturer;

■ Advising the consumer finance arm of a UK bank on its JV arrangements with an Asian manufacturer to establish a captive finance company to fund its UK dealer network and retail business;

■ Advising the funder on a £50m agency facility in favour of a start-up business providing fleet management and contract hire facilities for LCVs. The funding structure involved complex risk sharing arrangements on fleet residual values including ‘cap’ and ‘collar’ aggregations;

■ Advising a leading UK contract hire and fleet management provider on its standard contract hire and contract purchase documentation for use with large corporate end users;

■ Advising a UK funder and specialist ECOS provider on the drafting of its standard, CCA regulated conditional sale and credit sale agreements for employees, establishing a funding and lease structure to mitigate risks on cash in transit and employers’ salary deduction obligations and designing a suite of receivables purchase documentation enabling each ECOS to be discreetly funded on a bank-by-bank basis;

■ Advising the funders on vehicle finance facilities for most of the UK’s leading daily rental and accident management companies;

■ Advising various funders on the insolvency of Rover Group including the unwinding of ECOS funding positions, recovery of funded vehicles, buyback arrangements and lease terminations; and

■ Advising a UK lessor on its volume related discount and buyback arrangements with an LCV manufacturer, the subsequent administration of the manufacturer and the renegotiation of new buyback arrangements with the VC-backed NewCo business.


DEPTh AND qUALITy OF ExPERIENCE

DLA Piper is at the forefront of crafting ground-breaking solutions that intelligently address the challenges presented by today’s real estate economy. As the real estate sector increasingly looks to the capital markets to raise long-term financing, our structured finance lawyers are uniquely positioned to guide our clients through this re-emerging marketplace.

We are viewed as market leaders in the areas of Structured Finance and Securitisations and have advised on numerous highly structured real estate projects. Decades of experience, recognised acumen, and the backing of the world’s largest real estate practice gives us unparalleled strength in the financing and refinancing of complex international commercial real estate transactions, including residential and commercial mortgage-backed securities issuances, construction, conduit, floating and fixed rate financings, forward loan commitments, mezzanine loans, loan participations and low-income housing tax credits.

We have an extensive commitment on a global basis to the real estate sector and understand issues which face the sector as well as applicable regulatory and local law issues in nearly every corner of the global market. Our work has included advising the full range of real estate participants ensuring that we have a good understanding of the needs and motivations of all the key players.

OUR UNDERSTANDINg OF ThE MARKET

We have worked on CMBS and RMBS products since the early development of these products in the European market. New issuances of CMBS and RMBS in Europe have, by historical standards, remained relatively low in recent years following the financial crisis. European banks however continue to face intense pressure to deleverage their real estate loan portfolios which will require alternative funders and the use of capital markets techniques to meet much of the funding needed. Given the size of the funding gap facing the European real estate markets over the next several years and, to date, the limited availability of alternative funding

sources, the capital markets look set to again become an important source of capital for the real estate industry.

Our global platform that combines the largest real estate capability of any law firm in the world with multi-specialty expertise, thought leadership and entrepreneurship, ensures that the DLA Piper real estate structured finance team is uniquely situated to play a vital role in the rebuilding and reshaping of the real estate capital markets of the future.

REAL ESTATE SECURITISATION

Real estate is one of our favourite asset types. The range of real estate assets, from portfolios of residential mortgages to large single and multi-property commercial developments, make these assets ideally suited to current structured financing techniques.


LEADINg ExPERTISE IN ThE REAL ESTATE SECTOR

DLA Piper has extensive experience advising clients in the commercial real estate sector as we act for the full spectrum of clients in the real estate industry.

We recently advised Blackstone in connection with the highly publicised “Project Isobel” loan portfolio sale transaction. The transaction involved the sale of approximately £1.3 billion (face value) of troubled commercial real estate loans by The Royal Bank of Scotland to a joint venture purchaser, with senior financing provided by the seller. The senior financing was eventually securitised in a market leading transaction that was the first non-performing loan securitisation in Europe in the current business cycle.

In the years since the onset of the financial crisis, we have advised Blackstone, Credit Suisse and other major financial institutions in connection with numerous consensual and non-consensual restructurings, workouts and refinancings of CMBS and other commercial real estate structures, frequently advising market participants with respect to their relative rights and obligations as lenders, swap providers, security agents and loan servicers. (See Portfolio Asset Sales for more examples of our real estate portfolio transfers expertise)

We are working with a number of real estate developers in raising funding through capital markets structures combining bonds, captive insurance providers and derivative products to generate funding opportunities to meet current real estate development opportunities.

We have acted for arrangers and swap providers in structuring and documenting RMBS transactions in the UK and various European markets such as Mornington Funding plc’s UK RMBS transaction.

Members of our team acted on many billions of CMBS and RMBS asset securitisations structured for European banks to provide liquidity through enabling senior tranches to be applied as collateral in ECB money market operations.

We have acted on a range of single property and multi-property (single originator) commercial property securitisations.

Our knowledge and experience of a vast range of financing techniques for property assets makes us a leader in this sector providing innovative solutions and a range of reusable financing techniques for all participants in the property market.

■ In 2013 we acted for Leeds County Council on the successful close of its social housing regeneration project for areas to the north and south of Leeds city centre, with a capital value of £138.5 million. Under the project, these areas around Leeds will be regenerated with more than 1200 council homes refurbished, 388 new council homes built and environmental improvements to local neighbourhoods and estates.

■ In 2013 we advise Dignity plc on its consent solicitation exercise to Noteholders and further issue of Notes in connection with its whole business securitisation. The securitisation involved the issue by Dignity Finance plc of (in total) £204,200,000 Class A Secured 6.310 per cent. Notes due 2023 and £165,600,000 Class B Secured 8.151 per cent. Notes due 2031, listed on the Irish Stock

Exchange.

hIghLIghT TRANSACTIONS


COLLATERAL LOAN OBLIgATIONS

LEADERS IN CLO STRUCTURINg

Members of the DLA Piper CLO team are at the forefront of developing CLO 2.0 for the European and US market. Having been involved in structuring, documenting, issuing and restructuring many of the first wave of CLOs and CDOs working closely with investors, managers and arrangers through the last decade our team have a deep understanding of the issues affecting investors, managers and arrangers.

Working with participants and following closely regulatory developments affecting the sector we have completed a number of CLOs in the European and US markets that are designed to meet the needs of investors, managers and arrangers within the new regulatory environment. We are currently working with participants to further develop and improve securities available for funding and issuing CLOs in the current market.

Our depth of experience and understanding of the markets puts us at the forefront of the developing CLO markets.

COLLATERALISED LOAN OBLIgATIONS (“CLOs”)

Deals in 2013 have marked the revival of the European CLO market. With increased issuance in the US, and successful early deals in 2013 there is increased interest and appetite for developing the market in Europe.

Publication of the CRR has tempered outright optimism for the rebirth of the product but enthusiasm remains that with appropriate controls and structuring there is the opportunity to rebuild this hugely important asset class.

With economic growth in Europe flat or declining over recent years and banks under pressure to further reduce balance sheets, the opportunity to rebuild liquidity in this asset class should not be missed as a way of helping Europe towards economic recovery. CLOs provide one of the most efficient mechanisms for putting capital to work and, contrary to much press comment, the asset class has performed reasonably well through the financial crisis. The reopening of the CLO market will provide a much needed liquidity mechanism helping to relieve pressure on banks’ strained balance sheets enabling the real economy to develop and maintain a period of sustained growth.

Lessons have however been learnt from the pre-crisis period. Up until 2007 the CLO market had experienced a period of unprecedented growth. In early 2007 however cracks were beginning to show. July 2007 marked the end of a period of amazing growth in the CLO market. More than a year earlier than the collapse of Lehman in October 2008, the market in CLOs and CDOs had effectively dried up. A realisation that higher than expected default rates particularly in US property lending would significantly impact the market

led to a halt in the appetite of investors to take on more product leaving arrangers and managers with bloated warehouses of often over geared and poorly structured assets. As default rates increased, participants realised that over leveraged and inflexible structures incorporating tranches of lower grade (technically higher yielding) corporate or structured assets combined with highly illiquid markets presented a highly toxic mix. Whilst CLOs were not as exposed to many of these features as highly structured CDOs the market effect was dramatic and managers and investors realised significant losses.

Many of the features of the new wave of European CLOs or CLO 2.0 as they are sometimes referred, are attempts to recognise and improve the first round of CLO product. Other changes reflect changes to the regulatory regime applicable to CLOs.


DLA lawyers have extensive experience with US and European CLOs having represented most arrangers and many prominent collateral managers including the following:

Goldman Sachs Alcentra

Deutsche Bank Ares

JPMorgan Axa

Morgan Stanley Babson Capital Europe

Credit Suisse Carlyle

BAML Highland Capital

Citi GSO/Blackstone

CIBC

Natixis

UBS

Lloyds Bank

In addition to acting as deal counsel and collateral manager counsel on CLOs, DLA lawyers have substantial experience advising buyers and

sellers of CLO platforms. Our lawyers represented GSO/Blackstone in its acquisition of Harbourmaster, Ares Management in its acquisition of

Octagon’s European CLO platform and the principals of Indicus Advisors in the sale of their interests to Ares Management.


DEBT CAPITAL MARKETS

“The service and advice are top class” at DLA Piper UK LLP Debt Capital Markets – Legal 500 2012

OUR INTERNATIONAL CAPITAL MARKETS PRACTICE

Our International Capital Markets practice comprises lawyers worldwide, with a presence in most of the world’s key financial centres.

These lawyers specialise in equity and debt capital markets offerings, including structured bonds and project bonds, and work closely with experienced capital markets lawyers in a number of our offices across EMEA as well as in Asia and the United States.

ADVISINg MARKET PARTICIPANTS ON ThE FULL SPECTRUM OF TRANSACTIONS

Our Capital Markets lawyers advise issuers, underwriters, selling shareholders, sponsors, arrangers, lead managers, originators, dealers, trustees and depositaries on a broad range of capital markets offerings, including equity, equity-linked and debt securities, structured and project financings and securitisations and collaborate with our derivatives, financial regulation and tax practices both in London and our other EMEA offices and in the United States.

OUR DEBT CAPITAL MARKETS PRACTICE

Our Capital Markets practice has represented issuers and investment banks on numerous debt securities offerings in both corporate finance and structured finance debt capital markets transactions. In the corporate finance area, we advise on issuances of investment grade, high-yield, convertible and exchangeable debt securities, eurobonds, debt issuance, commercial paper and Medium Term Note (MTN) programmes. In the structured finance area, we advise on securitisations, project and infrastructure bonds, structured notes and derivatives. We also advise on debt capital markets liability management transactions, including consent solicitations, bond tender offers and exchange offers and advise banks and insurance companies on a range of regulatory capital transactions.

With both English- and US-qualified lawyers in the practice, we are able to advise on the full range of Regulation S, Rule 144A Reg D and SEC-Registered debt offerings.

Our debt securities lawyers work closely with our derivatives, banking, projects, restructuring, regulatory, corporate, real estate, litigation and tax experts to deliver complete advice on any type of financing seeking to tap the debt capital markets for various types of complex products or structures and from various jurisdictions.

OUR INTERNATIONAL PLATFORM SUPPORTS OUR CLIENTS’ CAPITAL MARKETS INITIATIVES

We have built a significant international platform, including well-established and comprehensive practice capabilities, deep industry knowledge in key growth sectors and access to international funding sources through our strong relationships with the business and funding communities, including investment banks and the private equity, hedge fund and venture capital fund communities.

Using our international platform, our capital markets group provides the efficiencies of local and cross-border on-the-ground support. We maintain a significant presence throughout Europe, including in France, Germany, Spain, Italy, Austria, Belgium (including a Luxembourg law practice), Netherlands, Ukraine, Poland and several other CEE countries. DLA Piper’s specialists from our offices in Europe, Asia, Middle East, North America, South America and Australia cooperate with the UK lawyers on a daily basis. As a result, we provide comprehensive legal and tax advisory services related to domestic and international projects. Our cohesive organisational structure ensures the constant exchange of know-how as well as fluid and effective internal communication.


With our broad cross-border experience and our extensive international network, we are in a unique position to deliver integrated advice and support for truly international transactions, involving a number of different jurisdictions, operating closely together and coordinating as one team to provide reliable and efficient services to our clients.

Our strong international platform and the commitment it represents is why many issuers, shareholders, sponsors, arrangers and underwriters rely on our Capital Markets group to deliver global advice and unmatched local resources to support private and public equity and debt capital raising transactions.

WE PROVIDE ENgLISh, US AND LOCAL LAW ADVICE

Our international Capital Markets practice includes capital markets lawyers qualified to practice in several jurisdictions, including across Europe, Asia-Pacific and the United States, and offers integrated securities advice on complex, cross-border transactions.

Our UK Capital Markets team includes lawyers qualified in English law as well as a number of US qualified lawyers familiar with offerings of securities into the United States by European issuers. We also have strong US capital markets teams in New York, Chicago, Washington D.C. and the U.S. West Coast.

OUR LISTINgS ExPERTISE

We have a strong track record in handling capital markets issues listing either in London or elsewhere internationally. In particular, we have completed listings on various exchanges, including the Main Market, AIM and ORB on the London Stock Exchange, Luxembourg Stock Exchange, Irish Stock

Exchange, Frankfurt Stock Exchange, Warsaw Stock Exchange and various other European exchanges, as well as the Singapore Exchange, Hong Kong Stock Exchange, New York Stock Exchange and NASDAQ.

Our expertise includes the listing of shares, bonds and other debt, equity and equity-linked securities through a variety of complex structures.

WE WORK WITh OUR CLIENTS TO AChIEVE A COMMERCIAL SOLUTION ON TRANSACTIONS

DLA Piper’s Capital Markets practice in the UK consists of advisers with wide experience gained on numerous transactions performed for all types of entities including banks, international and local corporations, governments, international financial institutions, investment funds, consortium members and private investors.

Our lawyers take a pragmatic, commercially driven approach to the structuring and execution of capital markets transactions. Where workload and negotiating pressure points are likely to arise we are proactive in helping our clients to respond efficiently and effectively to these challenges. Our experience allows us to anticipate and solve issues before they become problems. We believe this offers material benefits to our clients.

At DLA Piper, we offer comprehensive support to our clients at all stages of the transaction, starting with planning the structure of financing (including term-sheets), through negotiations of transaction documents, establishment of security, verification of other documents, to the disbursement of funding.

Effective combination of practice skills and geographical reach is essential in an increasingly complex and global economic environment.

hIghLIghT TRANSACTIONS

■ Advising Turkish company, Anadolu Efes, on a benchmark US$500 million international bond issue. Anadolu Efes is one of Europe’s largest brewers and Coca-Cola bottlers, with operations in a number of countries including Turkey, Russia the CIS and the Middle East. Anadolu Efes is the first Turkish corporate to achieve two investment grade ratings. The deal was led by Bank of America Merrill Lynch, with a syndicate including HSBC, J.P. Morgan and RBS.

■ Advising Standard Bank Plc on its US$3 billion Fiduciary Note Programme. The programme structure enables Standard Bank to create tradable securities for investors in Europe and the United States based on the returns from holding underlying African assets, such as loans and domestic sovereign bonds.

■ Advised UKrLandFarming PLC on its tap issue of 10.875%. Notes to be consolidated with and form a single series with its US $275 million and US $150 million 10.875% Notes due 26 March 2018.

■ Advising Greek Consignments, Loans and Deposits Fund (TPD) in its €1 billion mortgage-backed securitisation.


We are viewed as market leaders in the areas of Structured and Project Finance and have advised on some of the world’s most prestigious and largest projects.

With dedicated teams of lawyers from different countries sharing their knowledge, we are organised specifically to deliver thought leadership to clients across the infrastructure sector and our award-winning team is recognised as being at the forefront of international PPP developments.

We work across the full range of infrastructure sectors and have acted for all project participants representing procuring authorities, bidding consortia, sub-contractors and funders giving us an invaluable insight as to the drivers and key requirements of all of the players.

Working with issuers, sponsors, arrangers and lead managers, we provides expert advice on raising project finance funds in the debt capital markets. Several of the project bond transactions on which our team has acted have been recognised and won awards, both in the UK and internationally.

ALTERNATIVE METhODS OF PROJECT BOND FINANCINg AND MONOLINES ExPERIENCE

Participants in infrastructure financing are increasingly looking at bond markets as an alternative funding option due to

■ the provision of access to a long term fixed rate market (index linked or not) which may also avoid swap costs; and

■ the increasing political pressure to use capital markets as seen through access to government support schemes. (2020 Project, IUK etc)

Our team have experience of project bonds since the earliest days in the mid-1990s. We understand the roles that the monoline guarantors played when they were supporting project bond deals pre-credit crisis. We also understand the challenges that exist now, particularly surrounding issues relating to the nature of funds, certainty and flexibility of funding, controlling creditor and bondholder consent processes, credit enhancement and credit rating challenges, and working with bond investors who may not wish to take on construction and development risk issues.

HIGHLIGHT EXPERIENCE

Mersey gateway Project

■ Advising the authority on the Mersey Gateway project where we have been engaged with IUK, DfT and HMT in respect of how UK Guarantees were introduced into the process during the tender phase, understanding the basis upon which UK guarantees are going to be used by the different bidders and the interface with the live procurement. We therefore have an understanding of the different finance structures being proposed by bidders to make use of UKGS, and the overall

approach to financing.

STRUCTURED AND PROJECT BONDS


■ Advising Leeds County Council on the first bond financed PFI deal to be closed in the UK since the financial crisis. The £101 million social housing bond will fund the refurbishment of 1,245 homes and build 388 new homes;

■ Advising the consortium of BESI X, Eiffage, Heijmans and Stadsbader Flamand on its bid for the €500 million A11 Bruges-Westkapelle road PPP in Belgium’s Flanders region. The road forms part of the Trans-European Transport Network (TEN -T) and is one of the pilot projects for the EU and EIB’s Project Bond 2020 initiative;

■ Advising the Catalyst consortium in connection with the financing documents for the £470 million Ambac wrapped bond and EIB loan for Manchester Children’s Hospital;

■ Advising Deutsche Bank in the hybrid project bond financing of a 20 MW solar power plant in Spain;

■ Advising the Bonaventura consortium as project company and the issuer on project bond issues for the Austrian A5 Nordautobahn motorway project, involving the issue by Ostregion Investmentgesellschaft Nr. S.A. of €425 million Floating Rate Guaranteed Secured Senior Bonds due 2039 (guaranteed by Ambac), €100 million 4.304 per cent. Secured Junior Bonds due 2010 and €78 million Floating Rate Secured Mezzanine Bonds due 2039;

■ Advising UniCredit Bank AG as lead manager on the “Breeze 3” project securitisation of German and French wind farms, involving the issue by Breeze Finance S.A. of €455 million bonds;

■ Advising UniCredit Bank AG as arranger to the Ocean Breeze Finance €1,161 million Euro Note Programme;

■ Advising Keele Residential Funding plc as the issuer on a tender offer and new structured bond issue to finance Keele University, involving the issue of £137,450,000 2.108 per cent guaranteed secured bonds due 2047;

■ Advising the funders on the acquisition and bond refinancing of the Scotland Northern Ireland Pipeline (Gas);

■ Advising a public authority in connection with the procurement, development and project bond financing of a 60 MW, US$154 million publicly financed greenfield biomass energy project in Baltimore and Maryland;

■ Advising Peru’s Terminales Portuarios Euroandinos Paita (TPEP) on the $110 million Rule 144A/Reg S offering of senior secured notes due 2037 to fund the expansion of the Port of Paita in Peru;

■ Advising as transaction counsel in an up to Reg S US$837,750,000 issuance of project bonds for the financing of the Autopista del Sol Toll Road, Trujillo-Sullana section, in Peru;

■ Advising the arranger and initial purchaser in a Reg S US$792,000,000 issuance of project bonds for the financing of the Taboada water treatment facility in Peru;

■ Advising the arranger and initial purchaser in a Rule 144A/Reg S US$254 million project bond offering for the financing of the Tramo 5 section of the IIRSA Sur toll road project in Peru;

■ Advising the initial purchaser in a Rule 144A/ Reg S US$164.9 million issuance of project bonds for the Jorge Chávez International Airport in Lima, Peru;

■ Advising the issuer, arranger and initial purchaser in a Rule 144A/Reg S US$1.2 billion issuance of project bonds for the financing of the Tramo 2 and 3 sections of the IIRSA Sur toll road project in Peru; and

■ Advising the monoline insurer on the commercial aspects of the Exeter Court Centre project including the vires of the Lord Chancellors department. This project won the award for best accommodation project under £20 million PFI Awards in London.


hIgh yIELD DEBT

OUR hIgh yIELD ABILITy

DLA Piper has significant global experience in dealing with high-yield, mezzanine and investment-grade debt products, representing issuers and banks across a broad range of industry sectors.

In the high yield sector the deepest and most active market in high yield securities has traditionally been in the United States. The extensive network of offices we have in the United States and particularly our New York office means that we have significant expertise in the offering of high yield securities in the United States and other major markets, including EMEA.

The experience of our London and New York teams in high yield bond issuance includes advising arrangers, issuers, investors and other counterparties in a wide range of capital markets transactions. Our experience includes acquisition-related term debt, growth companies seeking start-up funding, emerging market companies, infrastructure project investments and restructuring and recapitalization issues. Our lawyers have experience of structuring, issuing, buying, selling and restructuring high yield notes.

In London our leveraged finance and capital markets groups consist of 35 lawyers. These include not only practitioners with years of hands-on experience with these diverse types of transactions, but also thought leaders who are known in the industry for their creative problem-solving and their entrepreneurial track record in designing and executing new approaches to finance.

Our London-based capital markets group includes a number of partners, counsel and associates, specializing in securities offerings of issuers in the EMEA region. The Group includes both English- and US-qualified securities lawyers with significant experience advising on transactions under Rule 144A and Regulation S, throughout the entire spectrum of equities, investment-grade debt, equity-linked securities, high-yield notes and structured financings. In addition, our capital markets group in the United States includes numerous US-qualified securities partners with particular expertise in high-yield bond financings on both sides of the Atlantic. Together with our capital markets colleagues in the United States and our various offices in a number of jurisdictions in the EMEA region, we provide a complete combination of skills and experience, including high-yield structuring and covenant negotiation expertise, diligence and disclosure experience with offerings by EMEA issuers and strong local knowledge and understanding in most countries in the region.

Our team regularly works with our London-based leveraged and debt finance group which combines specialist expertise in all aspects of debt financing including leveraged and acquisition financings, financial regulation, funds, senior, mezzanine and subordinated bank lending.

Our lawyers have ready access to our firm’s diverse mix of other global specialty practices to provide substantive law and business coverage.


Our global experience includes numerous transactions with deal sizes typically ranging from $100m to several billion dollars. Our global network, which is the largest of any law firm in the world today, allows us to rely on not only our lawyers in the US and London but also lawyers in many of the jurisdictions where target companies have subsidiaries and business operations, allowing us to provide a seamless service in respect of due diligence, title, security, corporate activity, guarantees and other issues that arise in high yield transactions.

Our lawyers have direct experience of working on high yield structuring desks of major European investment banks.

■ Advised UKrLandFarming PLC on its tap issue of 10.875%. Notes to be consolidated with and form a single series with its US $275 million and US $150 million 10.875% Notes due 26 March 2018.

■ Advised Rolta India Limited on the first Rule 144 A/ Reg S high yield bond from India in its issue of US $200 million 10.75% Senior Notes in the international markets.

■ Represented UBS as the initial purchaser in a $225 million 144A offering of high yield notes by Bunge Trade Limited, an offshore finance subsidiary of Bunge Alimentos S.A., a Brazilian agribusiness corporation.

■ Represented UBS as the initial purchaser in a $225 million 144A offering of high yield notes by Bunge Trade Limited, an offshore finance subsidiary of Bunge Alimentos S.A., a Brazilian agribusiness corporation.

■ Represented Merrill Lynch & Co. as initial purchaser in the $400 million 144A/Regulation S offering of high yield notes by Santisa Finance Ltd., a finance subsidiary of a predecessor of Bunge Alimentos S.A., a Brazilian commodities corporation.

■ Represented Citigroup Global Markets Inc. as the initial purchaser in the $400 million 144A/Regulation S offering of high yield notes collateralised by export credit receivables by Arcel Finance Limited, a finance subsidiary of Aracruz Celulose S.A.

■ Represented KDB in respect of a $700 million term high yield debt and bridge financing in respect of the acquisition of Acushnet Company, the holder of Titleist and Footjoy brands by Fila group during 2011.

■ Represented an international group of high tech companies in a 144A offering of $250 million aggregate principal amount of high yield senior notes, led by Goldman Sachs & Co., Barclays Capital Inc., Deutsche Bank Securities Inc. and Morgan Stanley Inc.

■ Represented ABN AMRO as lead manager in a $100,000,000 high yield bond offering by Iansa Overseas Limited, guaranteed by Empresas Iansa S.A.


PORTFOLIO ASSET SALES We have structured and implemented many of the largest and most complex distressed debt sale transactions in recent years and have guided our clients, on both the sell side and the buy side, in connection with the purchase and sale of billions of dollars worth of distressed assets.

We have extensive experience in all types of asset disposals, ranging from simple mortgage and loan portfolio sales to complex, tax-driven and structured disposals.

■ Advising Blackstone on its purchase of a large portfolio of troubled commercial real estate loans (with a face value in excess of £1.3 billion) from The Royal Bank of Scotland. This market-leading transaction involved a joint venture purchaser, as well as senior financing provided by the seller, which the seller expects to securitise in the future. The assets in this portfolio are secured by properties located throughout the United Kingdom.

■ Advising a major Swiss investment bank in the sale of two separate portfolios of loans and loan interests with face values in excess of €1.3 billion and £1.2 billion, respectively. In each case, the sale was a complex tax-efficient highly structured transaction involving special purpose entities jointly owned by the investment bank and private equity investors. The transaction was funded through multi-currency senior financing provided by the seller. The purchased assets were secured by

properties located across Europe, with a significant exposure to Germany and the Netherlands.

■ Representing Parella Weinberg Partners in connection with its purchase from Banco Popular de Puerto Rico of a portfolio of non-performing residential, construction and commercial real estate loans and REO assets having an aggregate face value of $1.6 billion. The portfolio was purchased by a joint venture vehicle owned by Parella Weinberg and Caribbean Property Group, with the purchase price funded in part with senior financing provided by the seller.

■ Representing Landcap Partners a joint venture between Goldman Sachs and Northstar Finance Realty Corp. in the acquisition of a portfolio of land and construction loans secured by residential lots in various stages of development throughout the Continental United States.

■ Advising a UK-based private equity firm in its bid to purchase from Lloyds Banking Group a portfolio of 27 senior, mezzanine and revolving/working capital facilities with a face value in excess of £500 million.

■ Acting for an investor in relation to the purchase of a participation in a portfolio of UK real estate loans with a face value in excess of £1.1bn. The loan portfolio consisted of an asset mix of offices, retail and light industrial units predominantly based in London. Providing UK and US advice on the structure of the transaction and the due diligence undertaken.

■ Providing strategic structuring advice to Bradford & Bingley in connection with the preparation for sale and ultimate disposal of a £1.9 billion portfolio of commercial mortgages to GE Real Estate Finance and a £2.2 billion portfolio of social housing loans to Dexia.

■ Providing sale-side due diligence to Dresdner Bank on a non-performing loan portfolio valued in excess of €1.2 billion comprising over 300 borrowers and made up mainly of commercial loans.

■ Bulk sale projects of non-performing loans for Morgan Stanley and Citibank.


STRUCTURED ADVICE

We believe that we are uniquely qualified to provide advice on potential structures for portfolio sales transactions having gone through this same process for numerous clients from both the “sell-side” and the “buy-side”. Our experience is that whilst there are various common themes, often the structure is heavily influenced by specific requirements of the parties. While we can craft a proposed structure with you to address specific issues, it is likely that the potential purchaser will have strong views that will also need to be accommodated.

DOCUMENT gAThERINg AND DATA TAPE POPULATION

We have extensive experience in the creation and auditing of data rooms. We have very clear ideas as to how we can interact with the Seller’s data supply team to ensure a consistent and usable resource is created that will permit fluid access to information and the ability to respond to any bidder’s or the ultimate purchaser’s concerns regarding any aspect of the portfolio. If you require our assistance, any further work collating and uploading and/or updating data would be carried out by a team dedicated to the project.

DUE DILIgENCE ISSUES

We can discuss with you the best way in which to assist with data request responses to bidders and any necessary analysis, including co-location of staff. As a matter of priority, a team separate from any that assists the Seller’s data collation team will be available to address whatever issues are raised by potential purchasers as they evaluate the diligence information available in the data room.

SECURITy REVIEWS

If requested, we are prepared to undertake a review of the direct security for the portfolio, identifying any issues as soon as practicable. The full report would be prepared on an exceptions basis.

In our view, the diligence undertaken should yield information that is useful, rather than undertaking the diligence for the sake of it. The scope of the security review would be pre-agreed.

PPI CLAIMS MANAgEMENT

We understand portfolios may be subject to PPI claims and that the parties may be expected to manage these claims after closing. We would expect the sale and purchase agreement specifically to address the management of liabilities, and responsibility for ongoing claims management and reporting.

DOCUMENTATION AND IMPLEMENTATION

Having been deeply involved in a number of market-leading loan portfolio sale transactions, we have a well-developed set of precedent documents and a finely tuned sense of market practice. Our experience in this regard includes the drafting and negotiation of sale and purchase agreements with tested and reliable transfer mechanics, true-up provisions, limitations on representations and warranties, any related indemnities, transitional servicing agreements and, to the extent any bid is contingent on Seller’s ongoing equity or debt participation, joint venture agreements and vehicles and senior and mezzanine financing documents.

OThER ISSUES

Other issues that we anticipate may arise in relation to a transaction, all of which we have addressed in previous transactions, include:

■ mitigation of the accounting, regulatory and other compliance issues arising from the transaction, and to the extent of any retained interests by the Seller, requirements to achieve off-balance sheet/true sale treatment for the transaction;

■ tax concerns (including withholding tax, VAT and real estate transfer tax);

■ the timely resolution of any applicable merger clearances; and

■ data transfer and privacy issues in the UK.

MARKETINg

Our prior experience in the structured disposal of troubled loan portfolios has been very much as a partner with the client, so we have considerable market knowledge and contacts that we expect will be valuable to you in your objectives.

WORKINg OUT ThE ASSETS ONCE OWNED

With over 200 dedicated lawyers, we have one of the largest restructuring practices in the world, enabling us to develop intelligent work-out solutions for the assets once they are acquired, ranging from debt and equity restructurings to tender offers to insolvency proceedings, administration, receivership and similar arrangements in each of the world’s global financial centres and beyond.

hOW WE CAN ASSIST


DERIVATIVES

Our derivatives team provides advice on a wide variety of derivatives, including interest-rate and currency swaps, credit default swaps, bond financing hedges, guaranteed investment contracts, credit and equity total return swaps, ISDA master swap documentation (1992 and 2002 versions) and credit support documentation, equity and equity-indexed swaps, commodity and commodity-indexed swaps, option transactions of all types, forward transactions, prime brokerage relationships, master and global master repurchase and securities lending agreements (whether GMRA and GMSLA versions or locally drafted agreements), cross-netting agreements, credit-linked and other structured notes, custody agreements with financial intermediaries, guarantees and letters of credit.

Many of our instructions involve hedging products as part of (and as often required by) larger financing transactions, including securitisations and synthetic structures utilising derivative instruments to transfer risk. Our derivatives specialists coordinate with lawyers in all areas of the firm, including our Funds Group, which acts for a number of Hedge Funds, to provide maximum value for our clients.

In today’s challenging environment, we work particularly closely with members of our Restructuring Group and our Litigation and Regulatory Groups, who have participated in unwinding and closing out derivatives transactions resulting from some of the most publicised insolvencies and reorganisations in recent memory. As derivatives are increasingly the focus of regulators’ attention, our Financial Services Regulatory Group has been providing advice on existing regulatory requirements and on new developments in regulatory policy towards derivatives instruments and their settlement.

In addition, our tax team understands the complexities of derivatives transactions and advises clients on the tax efficient use of traditional products and synthetic products as well as domestic and offshore structures.


DLA Piper’s derivatives team has expertise in advising counterparties on a range of derivatives transactions, including ISDA master documentation, related credit support arrangements and structured derivatives involving credit, equity, commodity, fixed income, currency and fund derivatives.

RECENT RELEVANT ExPERIENCE

■ Advising a number of European banks on implications and steps to be taken with regard to their derivatives trading business due to implementation of EMIR.

■ Advising banks and originators on front and back swaps in securitisations complying with criteria for de linkage applied by all major CRAs.

■ Advising a number of UK and US financial institutions, corporates and other counterparties both with respect to interest rate and currency hedging transactions linked to syndicated or club bank facilities and bond financings.

■ Representing and advising numerous clients with respect to the unwinding, close-out and restructuring of derivatives transactions with insolvent entities, including protecting counterparty assets in connection with the administration of Lehman Brothers Holdings Inc. and its affiliates.

■ Advising a major UK plc on hedging the actuarial model of longevity for its pension fund with a life assurance provider in conjunction with pension fund trustees and their financial advisors.

■ Advising the London office of a European investment bank on its ISDA Master Agreement and confirmations for cross currency interest rate swaps relating to various financing transactions.

■ Advising a major European investment bank on their ISDA, repo and prime brokerage documentation with their funds clients.

■ Negotiating prime brokerage trading documents including customer account agreements, options agreements, master and global master repurchase agreements, custody agreements and margin and securities lending agreements for hedge fund counterparties.

■ Advising emerging market financial institutions with respect to credit default swaps and related derivatives documentation.

■ Negotiating debt-instrument and equity total return swaps for hedge fund counterparties.

■ Advising an international syndicate of banks on an acquisition financing transaction in Europe together with interest rate and currency swap aspects.

■ Advising on a credit-linked note transactions in central Europe and default implications.

■ Advising the sponsor on a PPP project finance road transaction in Germany together with related interest rate swap and interest rate cap aspects.

■ Advising various market participants on commodity derivatives transactions conducted through energy and emissions trading markets.

■ Advising on equity linked structures in respect of Asian equity markets.

■ Advising on a wide range of credit default swaps, total return swaps and credit linked notes.

22 | DLA Piper - Structured Finance

OUR INTERNATIONAL TEAM


UK

Martin Bartlam Partner & Global Group Co-Head T +44 (0)207 796 6309 [email protected]

Robert Mower Partner T +44 (0)207 796 6419 [email protected]

John Delamere Partner T +44 (0)15 1237 4776 [email protected]

Michael McKee Partner T +44 (0)20 7153 7468 [email protected]

Camilla CoatesAssociateT: +44 20 7796 [email protected]

Steven KrivinskasSenior AssociateT: +44 20 7796 [email protected]

Marcus LovattAssociateT: +44 20 7153 [email protected]

Ronan MellonPartner T: +44 20 7796 [email protected]

Tony LopezPartnerT +44 20 7153 [email protected]

George BarboutisPartnerT: +44 20 7796 6745george.barboutis@dlapiper

Ugo de VivoOf CounselT: +44 20 7796 [email protected]

Chris GodwinSenior AssociateT: +44 (0)20 7153 [email protected]

Sandeep KaurAssociateT: +44 20 7153 [email protected]

Gavin PuniaAssociateT: +44 20 7153 [email protected]


UK

Simon Wright Legal Director T +44 20 7796 6214 [email protected]

Alexander Kolmakov Senior Associate T +44 20 7796 6529 [email protected]

Charles Weems Associate T +44 161 235 4634 [email protected]

Simon Wright Legal Director T +44 20 7796 6214 [email protected]

Will Sherwin Associate T +44 121 262 5683 [email protected]


CONTINENTAL WESTERN EUROPE

Véronique Collin Partner – France T +33 (0)1 40 15 24 93 [email protected]

Jesus Zapata Partner – Spain T: +34 91 788 7373 [email protected]

Koen Vanderheyden Partner - Brussels T +32 (0)2 500 6552 [email protected]

Jacques RichelleLocation Head - Brussels T +32 (0)2 500 1508 [email protected]

Wolfram Distler Partner - Frankfurt T +49 (0)69 271 33 202 [email protected]

Nina-Luisa Siedler Partner – Germany T +49 (0)30 300 13 14 11 [email protected]

Domenico Gaudiello Partner – Rome T +39 06 68 880 1 [email protected]

Antonio LombardoLocation Head - Italy T +39 06 68 880 512 [email protected]

Fabrice Armand Partner – France T +33 (0)1 40 15 24 43 [email protected]

Ignacio Gómez-Sancha Partner – Spain T +34 91 319 1212 [email protected]

Lex Oosterling Advocaat - NetherlandsT + 31 20 541 9948 [email protected]

Yves Brosens Partner – Belgium T +32 (0)2 500 1509 [email protected]

Frank SchwemLocation Head - Germany Frankfurt T +49 (0)69 271 33 280 [email protected]

Eyke Gruening Partner - Frankfurt T +49 (0)69 271 33 290 [email protected]

Ugo Calò Partner – Italy T +39 02 80 618 1 [email protected]

Gerard KneppersPartner - Amsterdam T +31 20 541 9811 [email protected]


CENTRAL AND EASTERN EUROPE

Attila Csongrady Partner - Vienna and CEE T +43 1 531 78 1750 [email protected]

Gábor Borbély Partner – Hungary T +36 1 510 1100 [email protected]

Pavel Marc Partner – Czech Republic T +420 222 817 402 [email protected]

Krzysztof Wiater CEE - Regional Managing Partner T +48 22 540 74 47 [email protected]

Jasna Zwitter-Tehovnik Partner - Vienna and CEE T +43 (0)1 531 78 1025 [email protected]

Sabin Volciuc-IonescuCounsel - BucharestT: + 40 372 155 [email protected]

Ted JonasOffice Manging Partner - TbilisiT: +995 32 250 93 [email protected]

Michaela StesslOffice Manging Partner - BratislavaT: +421 2 59202 [email protected]

Pawel Turek Senior Associate - Warsaw

T +48 22 540 74 [email protected]


RUSSIA, UKRAINE AND BALTIC STATES

Vyacheslav Khorovskiy Partner – Russia T +7 (495)221 4477 [email protected]

Hans Christian Brodtkorb County Managing Partner - OlsoT: +47 2413 [email protected]

Oleksandr Kurdydyk Partner – Ukraine T +380 44 490 95 70 [email protected]

Per Rönström Managing Partner – Stockholm T +46 8701 78 69 [email protected]


TURKEy AND MIDDLE EAST

Paul McViety Legal Director - DubaiT +971 4 438 [email protected]

Isil Okten Partner - Istanbul [email protected]

Aaron Dikos Senior Legal Consultant - BahrainT +973 1728 [email protected]

Tamsyn Mileham Partner - Istanbul T + 90 212 340 05 86 [email protected]


USA

Roger MeltzerPartner & Global Chair, Corporate and Finance PracticeT: + 1 212 335 [email protected]

Jeffery SteinerPartnerT: +1 212 335 [email protected]

Ronald S. Borod

Senior CounselT: + 1 617 406 [email protected]

Christopher PaciPartnerT: +1 212 335 [email protected]

Sidney BurkePartner T: +1 212 335 [email protected]

Ann LawrencePartnerT: +1 213 330 [email protected]

Claire HallOf CounselT: +1 310 595 [email protected]

Richard J. Reilly Jr. Partner & Global Group Co-Head T +1 212 335 4910 [email protected]

Jack KantrowitzPartnerT: +1 212 335 [email protected]

Marc B. FriedmanPartnerT: +1 410 580 [email protected]

Jamie KnoxPartnerT: +1 212 335 [email protected]

Brian DoylePartnerT: +1 312 368 [email protected]

Robert UngerPartnerT: +1 212 335 [email protected]

Gianluca BacchiocchiPartnerT: +1 312 368 [email protected]


USA

Rand PeppasPartnerT: +1 212 335 [email protected]

Mary Sue ButchAttorneyT: +1 212 335 [email protected]

R. Kenneth MacCallum PartnerT: + 1 212 335 [email protected]

Joseph Philip FortePartnerT: +1 212 335 [email protected]

Marc Horwitz PartnerT: + 1 312 368 [email protected]

Lucien WhiteOf CounselT: +1 212 335 [email protected]

Michael MacalusoPartnerT: +1 612 524 [email protected]

ASIA

Ben SandstadPartner - Hong KongT: +852 2103 [email protected]

Robert CaldwellPartner - Hong KongT: +852 2103 [email protected]


The scale of our business, the breath and range of our platform and the high ability of our lawyers provides the best value solution for business wherever in the world you operate.

If you have finished with this document, please pass it on to other interested parties or recycle it, thank you.

www.dlapiper.com

DLA Piper is a global law firm operating through various separate and distinct legal entities. Further details of these entities can be found at www.dlapiper.comCopyright © 2013 DLA Piper. all rights reserved. | NOV13 | 17

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