Corporates must proactively manage their debt strategy to optimise their capital stack, acquisition plans and working-capital requirements. We deliver commercially focussed legal advice on all aspects of debt financing.
We advise corporate borrowers and lending platforms on loan agreements and accompanying security arrangements, particularly in the context of corporate acquisitions. We also advise borrowers and bank and non-bank lenders on other financing transactions, in particular real estate financings, asset-based transactions and receivables financings. We are noted for our expertise in advising lending platforms on product documentation, and their funding lines.
Clients instruct us for our commercial approach to negotiations and pricing.
If you require assistance or need advice, please don't hesitate to reach out to the following key contacts:
Acted for a security trustee on several public and private bond issuances.
Acted for a family office on the negotiation of a $70 million property acquisition facility from Credit Suisse.
Acted for a large SME lender on its new product range, including a spot invoice discounting product and a working capital advance product.
Acted for several direct lending platforms, both in the consumer and SME finance space, on forward-flow funding lines and different types of debt facilities.
Acted for BillFront, a lender to high-tech companies in the App marketing sector, on its standard-form lending and security documentation.
Advised on a syndicated facility made available by the European Bank of Reconstruction and Development.
Advised Asian Bank of Development in respect of $50 million term facilities to three Armenian banks.
Advised a UK publishing company on its COVID loan facility from HSBC and the restructuring of its previous security arrangements.
Advised several US parent corporations on the cross guarantees and other security to be provided by their UK subsidiaries.
Yes, we can advise on all parts of secured debt financings, from the main financing documents, to guarantees, security and intercreditor arrangements. Our team has a strong overview of prevailing ‘market’ terms for both borrowers and lenders for a variety of debt products.
Can you assist me with negotiating a funding line for my lending platform business?
Yes, we act for lending platforms on all kinds of funding structures, from forward-flow funding lines to private placements. We can advise on all levels of the capital stack, from senior funding, to mezzanine funding and equity instruments.
I’ve been asked to personally guarantee a bank loan - what are the risks?
The bank will likely have recourse to your personal assets, and in some instances this could include your home. Before providing a personal guarantee of any kind, it is always important to seek independent legal advice.
How does a UK subsidiary guarantee and secure the debt of its parent company?
It is not uncommon for intra-group security to be provided when debt is being incurred at the parent level, but there are rules which make these arrangements unlawful for certain types of share acquisition (depending on whether the subsidiary or the parent is a public company). We can advise you on whether these rules apply, and if not, structuring and drafting the debt and security arrangements, including the relevant corporate approvals required from the UK subsidiary.
What legal advice is needed if I am taking on a term loan?
You would need to think about the covenants and restrictions which the creditor would seek to impose and how these would affect you/the business. If the term loan is secured, you would have to consider which of your assets you would be giving security over (which can include receivables and bank accounts) and the operational effect of such security on the day-to-day running of the business. Thought should be given to any other financing arrangements you have in place, including equity, for consents and other authorisations which may be needed. We can advise you from the outset of a financing, including term sheet or even evaluation stages of such transactions.