Hengeler Mueller advised Deutsche Bank AG on its Conditional Pass-Through Structured Covered Bond Programme guaranteed by SCB Alpspitze UG, the first debt issuance programme of Deutsche Bank for structured covered bonds. The programme size is EUR 35 bn and there are inaugural series expected to be issued under the programme for a total nominal amount of EUR 8.5 bn. The programme is among the largest European structured covered bond programmes and is based on a robust and highly efficient legal structure.

The programme has been assigned a provisional AAA rating by DBRS Ratings Limited. SCB Alpspitze UG, a special purpose vehicle, has given an unconditional and irrevocable guarantee for the payments of principal and interest on the covered bonds. Payments on the guarantee and under the covered bonds are secured over a pool of mortgage loans and related collateral which are registered in a Refinancing Register under sections 22a et seq. of the German Banking Act and are transferred to or held in trust for the guarantor by Deutsche Bank AG, Deutsche Bank Privat- und Geschäftskunden AG and Deutsche Bank Bauspar AG.

Hengeler Mueller acted as transaction counsel and was instrumental in developing the legal structure of the programme. The Hengeler Mueller team comprised partner Stefan Krauss, counsel Axel Gehringer and associate Andreas Lischka (all Banking and Capital Markets) as well as partner Ernst-Thomas Kraft, counsel Mathias Link and associate Britta Süßmann (all Tax). The team previously advised Deutsche Bank on numerous high profile securitisations, including its EUR 20 bn Wendelstein and EUR 28 bn Zugspitze RMBS transactions.