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Dr Stefan Henkelmann

Partner

Email

Stefan.Henkelmann@aoshearman.com

Phone

+49 69 2648 5997

Offices

Frankfurt

V-CARD
Stefan advises on a wide range of capital markets transactions with a focus on structured finance and debt capital markets. 

He specialises in advising on securitizations – covering true sale, secured loan and synthetic structures across a broad range of asset classes – and other structured finance and derivatives transactions including repackagings, secured notes, strategic equity and non-performing loan transactions. Another focus of his practice are bond transactions including Pfandbriefe, covered bonds, structured notes, hybrid and corporate bonds and bond restructurings. Stefan has also broad experience in advising on all related regulatory and insolvency law matters. He is widely recognized as one of Germany’s leading capital markets lawyers.

Stefan works with major international clients, including banks, financial institutions, asset managers, corporates, originators and investors, across jurisdictions and in multiple sectors, including in particular financial services, real estate, infrastructure, energy and alternative investments.

He is a lecturer for capital markets law at the Institute for Law and Finance of the Goethe-Universität Frankfurt am Main and a frequent author of publications on capital markets law topics and new and emerging developments in this field. Stefan frequently speaks at industry conferences and gives training sessions for clients and market participants.

Experience

Representative matters

  • Corestate Capital Holding S.A., an investment manager and co investor with assets under management of around EUR 13.2 billion in its core business, on its successful restructuring. Under this highly complex multi-jurisdictional bond restructuring, financial liabilities under outstanding notes were reduced from EUR 535 million to EUR 143 million and the equity base received a substantial boost through recapitalisation (2023).
  • An international investment bank as arranger and noteholder on an innovative asset-backed securities transaction involving a EUR 125 million multi-jurisdictional dealer floorplan financing for Europe’s leading digital automotive platform for buying and selling used cars (2023).
  • An international private equity firm as investor in a EUR 3 billion regulatory capital relief (SRT) synthetic securitization involving a credit linked note (CLN) transaction with a major German credit institution as originator (2023). This landmark transaction was one of the largest CLN synthetic securitization transactions in the German market recently.
  • A Romanian financial institution forming part of a German financial institutions group as originator on its EUR 370 million inaugural synthetic securitization (SRT) transaction with a multilateral development bank (2021) and on a recent EUR 335 million repeat SRT transaction (2023). The original transaction was the first synthetic securitization of this kind in Romania.
  • An Estonian bank as originator on its inaugural EUR 660 million synthetic securitization (SRT) transaction with a multilateral development bank (2020). This transaction was the first synthetic securitization of this kind in the Baltic region.
  • A banking syndicate as arrangers/dealers on the establishment of a EUR 5bn debt issuance programme for Vantage Towers AG, a leading towers company in the telecommunications sector in Europe. In the context of its new debt issuance programme, Vantage Towers AG successfully placed its EUR2.2bn inaugural bond offering, which was one of the largest investment grade issues in recent times and marks the company's bond market debut (2021).
  • A banking syndicate as arrangers/dealers on the establishment of a EUR 3bn debt issuance programme for TAG Immobilien AG, a leading publicly listed German real estate company (2022).
  • Divisions of a multinational financial institution on the update of its international mortgage covered bond programme and the benchmark issuance of EUR 500 million mortgage covered bonds on the international capital markets (2022). Under this innovative landmark transaction German law covered bonds were issued under the new Czech covered bond regulatory framework following the implementation of the EU Covered Bond Directive.
  • Raiffeisenbank a.s. on the establishment of German law mortgage covered bonds under the new regulatory framework in the Czech Republic, including the subsequent issuance of EUR 500 million mortgage covered bonds (2021/2022).
  • Raiffeisenbank a.s. on the update of its EUR 500 million international debt issuance programme and the issuance of German law governed senior non-preferred MREL-eligible green notes thereunder. Under this unique and first-of-its-kind transaction in the CEE region, MREL notes were issued under German law, but their status as senior non-preferred and MREL-eligible instruments was governed by the applicable Czech rules (2022).
  • A DAX 40 public listed company on the update of its US Commercial Paper Programme forming part of its USD 9 billion Global Commercial Paper Programme (2024).
  • US private equity firm Cerberus on a multi-billion NPL portfolio acquisition transaction from former HSH Nordbank, alongside the acquisition of the HSH Nordbank by Cerberus and a joint venture partner.

Pro bono

  • Lecturing capital markets law at the INSTITUTE FOR LAW AND FINANCE of the Goethe-Universität Frankfurt am Main on a pro bono basis.

Published Work

  • Henkelmann/Scharnke (2023) “International Comparative Legal Guide – Securitization 2023”, Germany chapter. 
  • Henkelmann (2023) “The International Capital Markets Review”, Germany chapter. 
  • Behrens/Henkelmann/Schadtle (2020) “Global Legal Insights – Fintech”, Germany chapter. 
  • Kunschke/Henkelmann (2019) “Global Legal Insights – Blockchain & Cryptocurrency Regulation”, Germany chapter. 
  • Henkelmann (2018) “The securitisation of platform generated loan receivables – MPL securitisations”, in: Kunschke/Schaffehuber (Ed.), FinTech. 
  • Henkelmann/Ascherfeld (2016) “Securitisation in Shipping”, Marine Money. 
  • Geier/Henkelmann (2014) “New Regulatory Developments for the Use of Derivatives in Structured Finance Transactions”, Journal of International Banking Law and Regulation (JIBLR). 
  • Henkelmann/Geier (2013) “EMIR – Impact on Securitisation Transactions“, Risiko Manager. 
  • Henkelmann (2013) “Debt Refinancing and Restructuring”, Lawyer Monthly Magazine – Legal Focus – Germany: Debt Refinancing and Restructuring. 
  • Kusserow/Henkelmann (2012) “New Perspectives for Whole Business Securitisations?”, Risiko Manager. 
  • Henkelmann (2009) “Mutually non-performed executory contracts – the election right of the insolvency administrator pursuant to sec. 103 of the German Insolvency Code” (doctor thesis).

Speaking Engagements

  • Guest Speaker, TSI Training Legal & Documentation in Securitization, Synthetic Balance Sheet Securitization, February 2024 
  • Guest speaker / Moderator of panel discussion, Infrastructure and project finance for mobility and energy transition – the bulk of financing sustainable transformation, TSI Congress, September 2023. 
  • Guest speaker / Moderator of panel discussion, TSI Workshop, Transparency & Disclosure in EU Securitizations – Requirements, Experiences and Current Developments, Importance of Transparency & Disclosure for Securitizations, May 2023. 
  • Guest Speaker, TSI Training Legal & Documentation in Securitization, Synthetic Balance Sheet Securitization, May 2023. 
  • Guest Speaker, TSI Training Overview Sustainable Finance and Securitization, Development of a Sustainable Securitization Framework, March 2023. 
  • Guest speaker / Moderator of panel discussion, Corporate Finance Special, The future of SME financing during the transition phase; TSI Congress, September 2022. 
  • Guest speaker / Moderator of panel discussion, New rules for STS in synthetic securitization and for capital relief trades: opportunities for the capital management of banks, TSI Congress, September 2021. 
  • Lecturer for capital markets law the INSTITUTE FOR LAW AND FINANCE of the Goethe-Universität Frankfurt am Main, LL.M. Finance course “The Law and Practice of International Capital Markets” (every summer semester). 

Leadership Positions And Professional Affiliations

  • Faculty Member (Lecturer) and Member of the Donors’ Committee of the INSTITUTE FOR LAW AND FINANCE of the Goethe-Universität Frankfurt am Main.

Recognition

“Very active and present in the industry, high-quality and very good to deal with.”
CHAMBERS GLOBAL 2022
“Frequently recommended for Bonds and Structured Finance”
JUVE HANDBOOK 2023/2024

Awards

  • “Germany’s Most Recommended Lawyers for Capital Markets Law – Top Lawyer Capital Marktes Law 2024”, WirtschaftsWoche/HRI 2024. 
  • “Leading Individual in Structured Finance”, Legal 500 Germany, 2024. 
  • “One of Germany’s Top 10 Influential Leaders in Capital Markets: Structured Finance in 2023”, Business Today Lawyers Awards, 2023. 
  • “Best Lawyers in Germany 2023” for Capital Markets, BEST LAWYERS / HANDELSBLATT 2023. 
  • “Lecturer of the Year” 2018, 2020, 2022, INSTITUTE FOR LAW AND FINANCE of the Goethe-Universität Frankfurt am Main.

Qualifications

Admissions

Germany, Frankfurt Bar, 2003.

Academic

Dr iur (Doctor iuris / Doctor of Law), Julius-Maximilians University of Würzburg, Germany, 2008.

Second German Law Degree, Higher Regional Court (OLG) of Bamberg, Germany, 2002.

First German Law Degree, University Würzburg, Germany, 2000

Languages

English, German
Disclaimer
A&O Shearman was formed on May 1, 2024 by the combination of Shearman & Sterling LLP and Allen & Overy LLP and their respective affiliates (the legacy firms). Any matters referred to above may include matters undertaken by one or more of the legacy firms rather than A&O Shearman.