Clifford Chance advised the servicing and real estate advisor Hatfield Philips International Limited ("HPI"), London, in its capacity as a special servicer, on restructuring and refinancing a securitised real estate loan of around EUR 168 million (original volume). The loan granted to Griffin Rhein-Ruhr GmbH & Co. KG (formerly Vivacon Rhein Ruhr Portfolio I. GmbH & Co. KG) ("Griffin KG") by Credit Suisse International (formerly Credit Suisse First Boston International) ("CSI") in 2005 served to finance a real estate portfolio in Germany. The bulk of the portfolio is made up of around 5,000 homes in North Rhine-Westphalia.
As part of a securitisation deal, CSI transferred part of the loan to Titan Europe 2006-2 PLC, which securitised the loan claim as the issuer and sold the shares to various investors via the Irish stock market. This securitisation transaction involved HPI being assigned the role of primary servicer and special servicer and U.S. Bank Trustees Limited (formerly ABN AMRO Trustees Limited) the role of note trustee. In view of certain default issues, HPI has been acting as special servicer for the loan since July 2009.
Various potential investors were approached over the course of a purchase process lasting several months, with Metzler bank advising on the sale. The best purchase offer for the portfolio came from a property investor. Following lengthy negotiations between the Danish sponsor and shareholders of Griffin KG, HPI and the investor, the parties agreed on an (indirect) sale of the portfolio in the form of a combined sale all loan claims and the shares in the companyshare sale.
The loan and share purchase agreements were both signed on 15 March 2013. In view of the securitisation structure, HPI obtained the consent of the various securitisation parties to the planned deal prior to signing, including Titan Europe 2006-2 PLC in its capacity as Issuer and U.S. Bank Trustees Limited as the note trustee. The deal was closed in April 2013, with the shares and loan claims being transferred at the same time. Clifford Chance advised HPI on all aspects of the restructuring and the securitisation structure and will be regularly instructed by HPI in this regard.
The Clifford Chance team was led by partner Dr. Beda Wortmann (Banking & Capital Markets, Frankfurt) and comprised partner Emma Matebalavu and senior associate Paige Gaston-Thiery (both Finance, London), counsel Jens Augst and senior associate Dr. Julia Krystofiak (both Banking & Capital Markets, Frankfurt) and senior associate Dennis Blechinger (Real Estate, Frankfurt).
http://www.cliffordchance.com/news/news/2013/05/clifford_chance_advises…
