The following is an excerpt from Practice Perspectives: Vault's Guide to Legal Practice Areas.
Derek Poon, Senior Counsel—Securitization and Structured Finance (2023)
Derek is a member of the securitization and structured finance group in Allen & Overy's New York office. Derek has experience representing and advising sponsors, underwriters and issuers in domestic and cross-border securitizations and structured finance transactions across a wide range of structures and asset classes. His experience includes asset-backed securities, including securitizations of credit card receivables and auto loans and leases, covered bonds, trade finance assets, aviation assets, esoteric and renewables, and collateral loan obligations. Derek also regularly advises clients on regulatory matters in connection with structured finance transactions, in particular on U.S. credit risk retention and Volcker Rule issues. Derek is recognized in Legal 500 2020, Chambers USA 2021 and Chambers USA 2022. Derek is a native English speaker and is conversant in Cantonese and Mandarin Chinese.
Describe your practice area and what it entails.
My practice consists of a wide range of domestic and cross-border securitization and structured finance transactions. I also advise clients on regulatory matters relating to these transactions, including federal securities laws, the Volcker Rule, and U.S. credit risk retention. We work closely with our clients from start to finish, starting from structuring the deal and putting the term sheet together to celebrating after a closing.
What types of clients do you represent?
Our client base is diverse and varies depending on the transaction, which I enjoy as it allows consideration of all sides of the deal. We represent banks, broker-dealers, corporate entities, and asset managers who act in a variety of roles in the transactions.
What types of cases/deals do you work on?
My focus includes a wide variety of deals and structures, including securitizations and warehouse financings backed by credit card receivables, auto loans and leases, aviation loans and leases, trade receivables, and esoteric and renewable assets. Some of these are domestic deals where the deal and our clients are primarily based in the U.S. Others are cross-border deals where I work very closely with our colleagues overseas in structuring the deal and solving issues. The variety keeps my day to day interesting and also allows me to advise my clients better because I can see how others have tackled similar problems in different asset classes.
How did you choose this practice area?
Allen & Overy allows first-year associates to have rotations in different practice groups. I had worked with the International Capital Markets practice group as a summer associate and enjoyed my experience. My first rotation as a first-year associate was with the Securitization and Structured Finance practice group. I enjoyed the fast-paced nature of the work and my colleagues in this group. I knew that I wanted to do transactional work, and the Securitization and Structured Finance group at Allen & Overy provides a lot of opportunity to be hands-on at an early stage, from drafting documents to client interaction. Each deal has its own nuances that make the practice interesting.
What is a typical day like and/or what are some common tasks you perform?
My day typically starts with replying to any queries on cross-border transactions that have come in overnight. I frequently work with clients and colleagues around the world so recognizing time zone differences is a key part of my day. During the morning, I am also focused on my U.S.-based deals and completing any time-sensitive items. Throughout the day, there will be various conference calls with clients, the deal teams, or other counsel. A large portion of my day is often spent discussing issues with the team, drafting and reviewing transaction documents and opinions, and corresponding with clients and other counsel on deals.
What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?
There are no required trainings or classes that are a prerequisite to join the Securitization and Structured Finance group. In law school, Securities Regulation and Secured Transactions are helpful classes that will provide exposure to the laws and regulations that come up frequently in our practice. New associates to our group will receive formal training through CLEs led by attorneys in our practice group and also firmwide trainings to help associates progress. Each new joiner is assigned both a partner mentor and an associate mentor who will provide guidance. In addition, new associates will receive informal training through in-person feedback, comments to drafts, and check-ins while working on each transaction. The open-door nature of A&O really helps junior attorneys get up to speed quickly on what they need to know as they play increasingly senior roles at the firm.
What is the most challenging aspect of practicing in this area?
One of the more challenging aspects of my practice can be the fast-paced nature. Some transactions are complex and move quickly. This makes the work interesting, but it also requires associates to be proactive in transaction management and have good time management skills.
What do you like best about your practice area?
I very much enjoy the variety and the challenge that comes with a broad practice. Associates will typically work on multiple deals at a time with each deal typically lasting anywhere from one to six months, and with some lasting more than a year. This provides the opportunity to work with a variety of clients and gain exposure to different types of transactions. I also enjoy the cross-border nature of my practice given A&O’s large global presence. This provides the opportunity to work on deals in many jurisdictions and befriend clients and colleagues all over the world. This practice group is also very friendly and collaborative, and associates have the opportunity to take on important roles (both on-deal and off-deal) early on in their careers.
What are some typical tasks that a junior lawyer would perform in this practice area?
Junior associates play an important role in every transaction. Our teams are generally leanly staffed, which gives junior associates the opportunity to be substantively involved and to take ownership of specific workstreams in a deal. They will have exposure to deals from start to finish and will work on a variety of tasks including drafting ancillary documents, incorporating comments, drafting and updating the closing checklist, and assisting with the preparation of executed documents for closing. Junior associates also serve a very important role in transaction management: Deals typically involve a number of different parties and documents and junior associates typically work to make sure that the various conditions and documents are progressed so parties can work towards getting the deal closed.
What kinds of experience can summer associates gain at this practice area at your firm?
One unique aspect of the A&O summer is that summer associates are not locked into one practice group but instead are permitted to tailor their summer to reflect their interests and try out multiple practice groups during their time with us. In the Securitization and Structured Finance practice (and in other practice groups at A&O), summer associates are treated similarly to a junior associate. They are given drafting assignments that will help them to obtain substantive experience and will also have exposure to clients. They are able to assist on deals in the way that a junior associate would, which helps to provide an understanding of the group and the nature of the work. As well as this, there are practice group events over the summer, both formal and informal, that allow summer associates the chance to get to know the partners and associates in the group on a personal basis.