What We Do

“Responsive, approachable, react well to deadlines and keep you informed".
IFLR 1000 2011

Our Structured Finance and Derivatives Group advises international financial institutions and corporations involved in arranging and executing structured finance transactions both in and through Ireland.

The nature of such transactions usually involves advising on each of the taxation, banking and financial services and capital markets elements of cross-border structures and results in our working closely with arrangers, originators and law firms in jurisdictions throughout the world.
Our Structured Finance and Derivatives Group has enjoyed a pre-eminent reputation in arranging structured finance transactions ever since our involvement in drafting the original securitisation legislation enacted in Ireland and subsequently advising in relation to the first securitisation of international assets through Ireland.

We were recognised as the leading Irish law firm for international bond issues in results issued in January 2011 by international financial publisher, Thomson Reuters. League tables published for 2010 show that Matheson Ormsby Prentice advised on more international debt issuance transactions than any other Irish law firm. In fact, Matheson Ormsby Prentice was the only Irish law firm to appear in the global bond issuance tables (ranked 13th in the world by total number of international bond deals). This result continues the previous excellent results obtained by Matheson Ormsby Prentice in the Thomson Reuters league tables every year since they began in 2005. We are also ranked as one of the leading securitisation law firms in Ireland (European Legal 500, 2006 - 2011).

We are the only Irish law firm to have a dedicated Structured Finance and Derivatives Group. The Group draws on the specialist skills and technical expertise of lawyers from the Tax Department, the Banking and Financial Services Department and the Capital Markets Group. It is the pooling of these diverse skills in a practical and innovative manner that enables us to maintain and develop our leading position in the international structured finance market. We have advised on a wide range of structured finance arrangements, including:

• traditional receivables securitisations of various asset classes
• synthetic credit derivative based structures 
• collateralised debt obligation structures 
• securitisation programmes funded by issuing commercial paper 
• repackaging programmes funded by innovative debt issues 
• legal, regulatory and tax arbitrage structures 
• total return swap structures 
• off-balance sheet warehousing arrangements 

We have advised our clients in relation to the following:

• acted on the structuring and implementation of an innovative risk sheltering transaction involving the transfer of a portfolio of securities valued at approximately €23 billion from German Landesbank, WestLB to an Irish incorporated special purpose vehicle (SPV)
• advised Dresdner Kleinwort as the joint arranger and lead manager on the issuance of the first ever sterling denominated commercial real estate CDO transaction called Glastonbury Finance 2007-1 plc valued at approximately Stg£354 million 
• advised BNP Paribas and Omega Capital Investments plc on the issuance of their first multi-maturity synthetic CDO valued at approximately €260 million 
• advising Deutsche Bank in relation to the establishment of a €10 billion repackaging programme 
• advising Merrill Lynch in relation to the structuring of the largest static CDO in Europe 
• advising Westdeutsche Landesbank in relation to a unique securitisation of commercial intellectual property 
• advising Deutsche Bank in relation to the structuring of the first real CDO backed by private equity 
• advising HypoVereinsbank and IKB Deutsche Industriebank in relation to the first Promise (Programme for Mittelstand) synthetic securitisation transactions 
• advising BNP Paribas in relation to the €3.25 billion Euroliberté synthetic CDO 
• advising Deutsche Bank in relation to repackaging Turkish debt instruments for sale to the Danish retail market 
• advising KBC Bank of Belgium in relation to a synthetic CLO transaction which transferred the risk on a €4.3 billion pool of corporate loans 

"Responsive, approachable, react well to deadlines and keep you informed".
IFLR 1000 2011

The group has enjoyed a pre-eminent reputation as market leader in arranging structured finance transactions since it was involved in the drafting of the original securitisation legislation enacted in Ireland, and subsequently advised on the first securitisation of international assets through Ireland. The group advises international financial institutions and corporations involved in arranging and executing structured finance transactions in and through Ireland.
Structured Finance: Chambers Global 2010

Commentators laud this team as“practical, pragmatic, succinct and commercial in its outlook.” The group works on a wide range of banking matters, but observers highlight structured finance as its forte; as the credit crunch takes effect, this has increasingly involved restructurings and private placements. The team is also strong in securitisation and asset finance, and the department’s international capacity is key to its strong showing in aviation financing; it is also attracting an increasing number of clients looking to buy assets abroad. Sources were keen to praise the service on offer here, and especially appreciate that the lawyers “structure their advice clearly, with simple explanations of legal issues.”
Banking and Finance: Chambers Europe 2009

Comfortably the largest tax department in Ireland, this group’s “sheer size is always a talking point, but the partners live and breathe tax as well. They’re commercially aware and give straightforward advice.” The group divides its practice into two major strands. On the corporate side, the credit crunch has led to a slight fall-off in inward investment and property-based work. However, restructurings and insolvencies have ensured the team a steady flow of mandates and several commentators also remarked that the firm’s New York and Palo Alto offices give the team an edge when it comes to winning new business. On the finance side of the practice, emerging markets-related work has cushioned any drop in the team’s staple diet of securitisations, CDOs, CLOs and repackagings. In particular, the group has handled structured finance and insurance-based transactions out of Russia, China and India. VAT work rounds out this “creative and technically excellent practice,” where the lawyers are “a pleasure to work with and will always respond to your queries no matter how unreasonable the hour.”
Tax: Chambers Europe 2009

The firm’s strength in structured finance is considered "second to none".
Banking and Finance: European Legal 500 2009

“Quick to respond and eager to find solutions to problems,” this team has enhanced its reputation in debt capital markets by forging ahead with its distinctly international practice. Always strong in debt securities and CDOs, the capital markets team has ably co-operated with the firm’s tax, insolvency and derivative groups to expand its restructuring work and appeal to emerging market interest in Ireland and the wider continent. The equity team operates closely alongside the corporate department and focuses on M&A activity, the junior market, IPOs and fund-raisings; public-to-private takeovers is another area of much activity, and the group has handled a good share of IEX listings.
Capital Markets: Chambers Europe 2009

Commentators laud this team as “practical, pragmatic, succinct and commercial in its outlook.” The group works on a wide range of banking matters, but observers highlight structured finance as its forte; as the credit crunch takes effect, this has increasingly involved restructurings and private placements. Banking and Finance: Chambers Global 2009

“Quick to respond and eager to find solutions to problems,” this team has enhanced its reputation in debt capital markets by forging ahead with its distinctly international practice. Always strong in debt securities and CDOs, the capital markets team has ably co-operated with the firm’s tax, insolvency and derivative groups to expand its restructuring work and appeal to emerging market interest in Ireland and the wider continent. Russia is a key player in this, as is the USA (the firm has offices in New York and Palo Alto), but the team is looking even further afield to opportunities in China and South America. It recently advised Deutsche Bank as arranger and Coriolanus as issuer on the first rated CDO deal, Sputnik CDO 1. Largely untouched by the credit crunch, debt securities in the insurance market are filling much of the void created by the absence of liquidity.
Capital Markets – Debt: Chambers Global 2009

Clients are impressed with the group’s quality of service: “They’re very responsive, very timely, always give us great advice and are very nice people to deal with” says one client.
Structured Finance: IFLR1000 2009

Matheson Ormsby Prentice's structured finance group advised on the first European CSO in 2006; the €325 million Diamond II transaction, and on the first synthetic CDO of 2006; the €500 million Palladium CDO I transaction. The firm also advised Barclays Capital in the first domestic Irish securitisation of 2006, and advised UBS and AIB in the largest Tier one capital offering made by an Irish bank to date. The firm works closely with the likes of ABN Amro, BNP Paribas, Lehman Brothers and JPMorganChase. Turlough Galvin is highly praised.
Structured Finance and Securitisation:  European Legal 500 2007

Matheson Ormsby Prentice has substantial expertise in advising on complex structured finance: from CDOs and CLOs to warehousing, tax and regulatory arbitrage. In 2004 and 2005, the team advised lead managers BNP Paribas and Barclays Capital on the issue of £300 million of Tier 1 Capital preference shares by Anglo Irish Bank, and also advised AIB on a hybrid Tier 1 €1 billion capital issue. Clients praise team head Turlough Galvin for being "technically very good and commercial" and admire his "honest and frank manner."
Structured Finance and Securitisation:  European Legal 500 2006