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Successful opt-in of Raiffeisenbank a.s. mortgage covered bonds

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Vybiral Petr
Petr Vybiral

Partner

Prague

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Tomas Kafka

Associate

Prague

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Lewis Luke
Luke Lewis

Partner

London

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Henkelmann Stefan
Dr Stefan Henkelmann

Partner

Frankfurt am Main

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Nollmann Jens
Jens Nollmann

Counsel

Frankfurt am Main

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Calum Roberts

Associate

London

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Kloudova Jana
Jana Kloudova

BD Manager

Prague

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12 January 2022

Allen & Overy announced today that it has advised Raiffeisenbank a.s. in connection with a unique process involving opt-in of its outstanding English law governed mortgage covered bonds into the new regulatory framework in the Czech Republic, stipulating rules as to the governance of cover pools, and on consequent issuance of EUR 500 million mortgage covered bonds listed on the Luxembourg Stock Exchange.

The opt-in was of most importance for Raiffeisenbank a.s. as it allows it to maintain a single cover pool regulated by the same regulation for mortgage covered bonds issued under its legacy English law governed mortgage covered bond programme and recently established German law governed mortgage covered bond programme.

The process was particularly complex as the functional interplay between the Czech, English and German law aspects had to be found and secured throughout the process and various parties, including the trustee and the tabulation agent, had to be involved.

Following the single combined meeting of the mortgage covered bondholders in which they consented to the opt-in, Raiffeisenbank a.s. issued mortgage covered bonds under its international German law mortgage covered bonds programme that was originally established in November 2020 in close cooperation with Allen & Overy.

Commenting on the transaction, Mr Maroš Hrnčiar, Head of Asset and Liability Management at Raiffeisenbank a.s., said: “Opt-in of legacy covered bond portfolio into the new regulatory framework simplified our cover pool management processes, brought benefits from new regulation to our investors and enabled us to issue a new tranche of covered bonds, all thanks to customized solution, reliable advice, and professional legal work of highly experienced A&O team.”.

The transaction was led by a Prague-based team consisting of partner Petr Vybíral, associate Tomáš Kafka and junior lawyer Josef Pavlíček. English law aspects of the opt-in process were handled by partner Luke Lewis and associate Calum Roberts. Partner Stefan Henkelmann and counsel Jens Nollmann were responsible for German law advice in relation to the issuance of mortgage covered bonds.

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