Banking & Finance - UK

As leveraged and acquisition finance becomes more sophisticated and the credit providers more diverse, we provide the specialist legal advice you need to access the most appropriate source of funding to support your transaction. Our vast experience of advising clients across the full lending spectrum is complemented by our strength in and ability to draw upon the firm's extensive resources including M&A, tax, regulatory, corporate and real estate – as and when required.

We are the advisers of choice for cross-border transactions, including restructuring and secondary transactions, and have a long and successful track record advising investment banks, commercial banks, alternative credit providers, private equity houses, venture capitalists, trade buyers/corporates, funds and financial intermediaries.

Our acquisition and leveraged finance practice covers:

• Leveraged finance
• Public bids and public-to-private financing
• Recapitalisations/restructuring
• Bridge financing
• Senior, supersenior and junior capital
• Unitranches and private placements
• Asset based lendings for LBOs

Accessing finance for business in the current volatile and competitive market can be uncertain terrain, even for experienced borrowers. To navigate the options, borrowers need commercial advice from advisers with a deep understanding of a variety of business sectors as well as the current constraints on corporate lending markets.

Whether you want to finance a new project, refinance, recapitalise or consolidate your corporate debt, our experienced team can provide bespoke advice for your current situation and desired loan structure. We have a wealth of experience advising on complex deals and arrangements in highly regulated environment, from jumbo loans to sovereign lending, public to privates to letters of credit transactions – we can support you on the full spectrum of corporate lending transactions.

Our clients include domestic and international banks financial institutions, state-owned enterprises, foreign-invested enterprises, private businesses, borrowers, arrangers, agents and participating lenders. The areas of corporate lending we cover include:

• Syndicated and bilateral loans
• Letters of credit, trade / receivables financings
• Acquisition finance, including public bids and high yield
• Bridge financing (including in relation to rights issues and capital markets issues)
• Sovereign lending
• Derivatives
• Real estate financing
• Asset based lending / borrowing base facilities
• Junior debt and structured finance.

The right guidance when raising capital

We have a strong track record of working with major international corporates and banks on some of the most complex and innovative debt capital market transactions. Our legal team has experience in a multitude of jurisdictions and is particularly adept at cross-border transactions in the emerging markets across Africa, Asia, the Middle East and Russia.

The areas of capital markets law we advise on include:

• Bonds, including corporate bonds
• MTN programmes
• Private placement
• Hybrid instruments, including bank capital
• Certificates, structured notes and warrants relating to, and repackaging of, any kind of underlying assets (including funds and life insurances)
• Warehousing.

Bringing clarity to the complex world of derivatives and structured finance

As a full-service derivatives law firm, we advise on the complete range of exchange-traded, over-the-counter derivatives and stock lending arrangements. We advise clients on derivatives framework agreements, transaction specific documents, litigation and regulation relating to derivatives. Working together, we can give you clear structuring and commercially aware advice – for even the most complex structure.

We advise on all derivatives including:

• Transaction-linked derivatives
• CDOs, CBOs, CDSs, CLOs, CFOs and CLNs
• Gap options
• Commodity derivatives
• Other credit and fund derivatives
• Equity derivatives
• Hedge fund and private equity fund repackagings and derivatives
• GMSLAs.

Our advice on structured finance includes:

• Certificates, structured notes and warrants.
• Bonds, including corporate bonds
• Warehousing of assets
• MTN programmes
• Private placement
• Hybrid instruments.

We advise international and local banks, funds, investment managers and other financial institutions, as well as arrangers, trustees and end-users of derivative and structured products.

The funds finance market is highly competitive and requires both technical excellence and a focus on innovation to achieve the best results. We regard ourselves as the ideal legal partner in this environment as one of the few law firms with a genuine in-depth knowledge of fund structuring.

In addition to fund level subscription financing and equity bridge financing, whether for working capital or as longer term leverage, we act on:

• Banks divesting their loan books, either by sale or sale with vendor financing, as they sell to distressed debt funds
• Financing based on equity commitment undertakings from the fund
• Carry/co-investment facilities to the general partners, executives and employees in particular in relation to consumer credit issues
• Limited partner financing for their partnership interests
• “Whole of life” facilities which look initially at the investor uncalled commitments and then at a combination of net asset value (NAV) and uncalled commitments
• Pre-close and warehousing facilities including put/call options.

Our real estate finance team, led by Counsel Lequn Su (Joe), advises on all aspects of commercial real estate financings, including investment real estate and development real estate. Our real estate finance team worldwide supports leading European, Chinese, Asian and North American real estate investors, financiers and managers on the structuring and execution of their investments into real estate assets in markets around the world.

Our team’s recent experience includes advising:

• China Merchants Bank (London Branch) on the financing of 41 Tower Hill for SRE Group;
• Bank of East Asia (London Branch) on the financing of a luxury residential development in West London for SRE Group; and
• Bank of East Asia (London Branch) on the acquisition financing of a real estate development in South London for R&F Properties.