Banking & Finance

Corporate Banking plays an important role in a company’s finance planning, capital structuring and investment decisions. We frequently advise a range of entities on corporate loans and refinancing structures in order to allow for smooth day-to-day operations as well as an entity’s long term financing goals.

We have experience in drafting and negotiating key financial documents such as loan agreements, security documentation, equity agreements and any guarantees you may need.

We often advise within the syndicated loan market and being members of the Loan Market Association means we are best placed to ensure you have confidence in us when working on your LMA transactions.

Real estate finance generally involves a multitude of parties and a range of financial products, including loans, syndicated loans and development finance in order to provide for a wide range of commercial property purchases, investments and developments.

We have extensive experience working within development finance, commonly involving special purpose vehicles to allow you to fund and develop your property or land purchase with confidence.

We are frequently involved in negotiating and drafting key documents such as the pre-sale agreements, investment agreements, facility agreement, bespoke warranties and managing the highly important conditions precedent.

We are highly knowledgeable on LMA transactions involving any form of Real Estate Finance (such as investment or development loans) and frequently advise parties on these terms.

In addition, our Planning and Construction teams ensure you receive expert advice and a well-rounded approach to your real estate transaction.

Acquisition finance spans a range of financing products and structures with the purpose of purchasing a company through its shares or assets, often via a SPV in order to mitigate the inherent risks. We frequently advise on the issuance of loans, bridging debt and high yield bonds from commercial banks and private equity investors.

We have an established history of acting on all sides of leveraged deals and we have extensive experience in negotiating and drafting the key documents for standard and bespoke transactions.

We work hand in hand with our Corporate team to ensure you get the best advice on the facility agreements, security documentation, inter-creditor deeds and anything else your transaction may require.

We are well equipped to assist on multi-jurisdictional transactions and work hand in hand with foreign lawyers to ensure any foreign assets or cross border security is handled with confidence.

As part of the move towards a move sustainable future, we are often involved in loan and investment work that supports the environment and helping to funding flow to more eco-friendly and green developments. If your business is looking to invest toward companies or developments that are environmentally friendly, please get in touch as we would love to assist.

We have extensive experience in negotiating “green” investment and loan agreements. Currently, no standard market terms exist in relation to green finance loans, however, we can help you to incorporate common factors involved and any bespoke terms you may need.

Covering a range of financial products and transactions, trade finance helps to mitigate and reduce the risks involved in trade transactions. Typically these transactions involve banks or other intermediaries extending loans to act as working capital or production costs for goods and services. The sale proceeds are then used to repay the loan.

Trade finance can often involve multiple jurisdictions for which we have a vast amount of experience in. We're able to work together with foreign lawyers to ensure a well-rounded and smooth approach to your legal advice.

We are frequently involved in negotiating term sheets and facility agreements, including for syndicated agreements. We also have a range of experience in drafting and negotiating subordination and inter-creditor agreements, along with security documentation and any guarantees and indemnities throughout.

Project financing allows for the deflection of major investment risk whilst raising funds for a considerably lower cost, at the benefit of both parties. Our team have significant experience in long-term infrastructure and project financing that is usually based on the forecasted project cash flow, rather than via a balance sheet.

We're able to help draft and negotiate the contractual documents that play a major role in the transaction as well as managing any associated risks.

Across our various experienced teams we provide advice and negotiate financing agreements, inter-creditor agreements, project management agreements and contracts, equity investment agreements and any shareholder or joint venture agreements you may need. Typically the financing in these transactions will be secured by all of the assets within the project. We are more than happy to help in drafting and negotiating the vitally important security documentation.

We are often involved in complex structured financing for large companies and organisations, where typical financial products would not suffice. Structured finance is often used in emerging markets, helping to mitigate risk as well as develop the market. This financing method is often useful in the restructuring of debt to allow for access to working capital.

We advise on schemes such as securitisation via the use of a special purpose vehicle (SPV) in order to mitigate the exposed credit risk(s). The scheme payments are then only dependent on the performance of the exposure(s). We have the expertise to help you with the drafting an negotiating any of the vital trust documentation you may need, alongside sale agreements, security documentation and deeds of priority.

The repackaging of security is another type of structured finance our team are more than experienced to help you with. Repackaging is the conversion of a debt security characteristic which allows for credit risks to be mitigated, again, through the use of an SPV. We frequently draft subscription agreements in these matters and we know the importance they play, especially in regards to the warranties, indemnities, conditions precedents and the details of payment.

If your company has a requirement to open up a line of credit or make use of a loan and wish to secure it with tangible or intangible assets, we are more than happy to help. We are experienced in advising the various parties involved in asset based lending (ABL) where funds are typically advanced based on a percentage of the asset value, in comparison to a classic loan, where cash flow is fundamental.

ABL allows for corporate risks involved in the transaction to be greater mitigated as lenders will use asset based considerations, such as if the asset is fixed, as opposed to corporate considerations.

  
Our experience means we are proficient in drafting and negotiating highly complex facility agreements, security documentation, financing or operating leases and all of the necessary ancillary documents.

We work with a range of lenders on matters including mortgage regulation, payment services regulation, retail banking, recoveries and general commercial advice. Our clients in this field include building societies, credit unions, private and offshore banks and non-financial institutions providing credit (such as universities and franchise networks).

The following are some of the areas in which we have advised:

• the design of mortgage and savings products and drafting standard terms and conditions
• service contracts and issues around managing the outsourcing of critical functions
• due diligence and legal opinion work for lenders looking to obtain liquidity from the Bank of England
• the FCA Handbook and the regulatory perimeter
• unfair contract terms
• GDPR implementation, compliance and enforcement
• interaction with legislation, such as the Payment Services Regulations and the MCD
• debt recovery, LPA receiverships and general enforcement in the sector

There is frequently an international element to our transactions. It may be that the borrower is based offshore for tax planning purposes or it may be that the business is headquartered in the UK but has subsidiary operations elsewhere.

We have extensive experience of managing foreign counsel on financing transactions and ensuring that the right level of foreign law advice is provided to our borrower and lender clients. Co-ordinating the efforts of lawyers in different parts of the world is a skill within itself and we will do that as smoothly as possible for you.

We also believe that the fact that we are not tied to a particular firm or group of firms abroad means that we are able to choose the right firm to work with on a case by case basis and according to the particular project that is in hand.

Here's a snapshot of what our Banking & Finance team have been up to.