David S. Katz is senior counsel in the Corporate & Financial Services Department. Prior to becoming senior counsel, David was a partner and co-chair of the Financial Institutions/Regulatory group. He provides comprehensive transactional and regulatory advice to depository institutions, fintechs, nonbank finance companies and other financial services firms on mergers and acquisitions, the purchase and sale of consumer asset portfolios, securitizations and other financings.

Bank and Finance Company Regulatory and M&A Matters
David has extensive experience advising on acquisitions and divestitures of banks, bank subsidiaries, fintechs and consumer finance companies, organization of new finance companies and banks, and on government – assisted acquisitions of failed banks. He also handles regulatory supervision matters before various regulatory agencies.

He counsels clients on matters related to the Dodd-Frank Act, the Volcker Rule and other legislation and regulation affecting financial institutions.

Consumer Asset Portfolio Purchases/Sales and Financings
David has an active practice advising sellers, purchasers, investors, lenders and joint ventures in the acquisition, disposition and financing of portfolios of consumer receivables, such as credit cards, auto loans, student loans and unsecured consumer loans.  He regularly represents consumer finance companies, depository institutions, investment banks, private equity firms, hedge funds, servicers and others in secured financings, such as warehouse facilities, term loan facilities and financings of residuals.

David advises issuers, underwriters, investors and other capital markets participants in structuring and negotiating asset-backed securitizations of consumer receivables and other financial assets. He also advises clients on the regulatory aspects of these transactions and has participated in numerous industry working groups on regulatory issues affecting securitization.

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Prior to joining Willkie, David was a partner at Orrick, Herrington & Sutcliffe LLP. He also previously practiced at Milbank, Tweed, Hadley & McCloy (1990 to 1995) and Fried, Frank, Harris, Shriver & Jacobson (1984 to 1990), and served as a staff attorney in the Corporate and Securities Division of the Federal Home Loan Bank Board's Office of the General Counsel (1983 to 1984).

David has authored and co-authored numerous publications and frequently speaks on bank regulatory and legislative developments, including on various aspects of the Dodd-Frank Wall Street Reform and Consumer Protection Act. He has been a member of the Regulatory Committee of the American Securitization Forum and the Structured Finance Association. He also served as Editor of the Annual Review of Banking Law and was a National Science Foundation Fellow.

  • Counsel to a major private equity investor in a joint venture acquisition of a $4.2 billion portfolio of unsecured and secured consumer loans financed with equity and a contemporaneous asset-backed securitization.
  • Represented Insikt, Inc., a startup FinTech company, in the purchase of loans and one of the first securitization transactions of peer-to-peer loans originated by Prosper Funding.
  • Counsel to credit card issuers in numerous Rule 144A financings and warehouse facilities
  • Counsel to various asset management firms with respect to the acquisition of state chartered and national bank trust companies
  • Counsel to Bond Street Holdings, the first successful "shelf charter" national bank, with respect to its application, chartering, two capital raises totaling approximately $750 million and the acquisition of eight failed banks from the FDIC.
  • Counsel to the FDIC in complex joint venture sales of assets from failed banks.
  • Represented a major money center bank in a series of asset sales of performing and non-performing "bad bank" consumer assets structured as Rule 144A transactions.
  • Counsel to a subprime consumer lender in the restructuring of numerous warehouse loan facilities.



Boston University, J.D., 1983 SUNY at Binghamton, M.A., 1979 University of Vermont, B.A., 1976

Bar Admissions

District of Columbia New York