Corporate & Finance

  • Overview
  • Case studies
  • Corporate and finance law is about the creation, funding and life of enterprises designed to further the aims or objects of their owners. 

    Our experienced team represent a broad range of private and public sector organisations, from owner-managed businesses to multi-national corporations, and from housing associations to local authorities and the NHS. We also act as part of larger cross-disciplinary teams on both national and cross-border transactions to help you with your challenges.

    Business establishment: the life cycle of any business vehicle begins with choosing an appropriate structure, often followed by incorporation and putting in place appropriate constitutional documents. We develop and draft structuring solutions to suit every situation and have a particular specialism in structuring complex high value, multi-party enterprises.

    Corporate governance: good governance principles of accountability, risk management and integrity should be at the heart of any successful business. We can support your governance reviews and advise on best practice.

    Investment, finance and private equity: we assist clients through the investment process, from seeking and structuring debt or equity investment and undertaking pre-investment due diligence, to reviewing and negotiating investment or finance documentation. We can establish employee share schemes to incentivise management and staff.

    Joint ventures and partnerships: these can be important for business expansion, as a means of sharing risk and accessing potential markets.  They can be relatively simple or quite complex and can be structured as legal partnerships, contractual arrangements for corporate joint ventures.  In each case, we aim to deliver plain English solutions so that the legal text doesn't detract from the relationship at the heart of the venture.

    Restructuring and reorganisations: as a business evolves, it is often necessary to consider some form of restructuring, reorganisation or refinancing.  This may be voluntary or, in some circumstances, involuntary.  Our team has wide experience of taking clients through this process to achieve their aims.

    Mergers and acquisitions: whether you are interested in strategic acquisition to take your business to another level, or downsizing to realise value, our experienced  team will guide you through all aspects of sale or purchase transactions, from initial heads of terms and due diligence to legal documents, completion and post-completion integration.

    Business recovery and insolvency: sometimes business conditions can take a turn for the worse. At such times professional advice is essential to limit financial exposure and to mitigate risks with a view to a successful business turnaround or an orderly winding up of the business. Our team can provide immediate assistance if your enterprise is facing business survival issues or if you are a customer, supplier or funder worried about continuity of services and/or the ability to repay sums owed.

  • Investment, finance and private equity

    • Advising Cambridgeshire County Council Local Government Pension Scheme on its subscription for deferred shares issued by the Cambridge Building Society
    • Advising Sustainable Development Capital Fund (SDCL) on its multi-million pound equity and debt investment into the Moy Park energy from waste project company alongside Land Energy
    • Advising the founding shareholders of Pharmacy Plus on Elysian Capital’s equity and debt investment into the company
    • Advising a central government grant-funded Academic Health Science Network on its equity investments into three bio-tech/medical science companies
    • Advising specialist energy and waste private equity fund on two equity and debt investments into plastics recycling companies
    • Advising St Mungos, Action for Children and Home Group on social impact bonds for a range of public services
    • Advising various local authorities on their investment in over £280m of solar bonds issued by Rockfire Capital
    • Advising Aviva on the provision of £110m of debt funding on the West Yorkshire Police PFI DBFO project, and separately on the provision of debt funding on the Inverness and Kilmarnock College projects which used the Non-Profit Distributing finance model

    Joint ventures and partnerships

    • Advising Places for People on 11 property development joint ventures with a total development value in excess of £6bn
    • Advising The Doctors Laboratory on its £100m pathology services joint venture with University College London Hospitals and Royal Free London NHS Foundation Trusts
    • Advising Torbay, Slough and Wirral Councils on their separate local asset backed vehicle (LABV) joint venture schemes to deliver housing, business, retail and leisure developments in those areas over a 15-25 year period with a total anticipated development value of over £1.8bn
    • Advising over thirty founding partners in three academic health science network companies
    • Advising Birmingham City Council on the procurement of a private sector partner to finance and deliver "green deal" energy and carbon efficiency measures to domestic and non-domestic property in the Midlands under a framework agreement worth up to £1.5bn over 8 years.
    • Advising a successful bidder in relation to the Ministry of Justice’s Transforming Rehabilitation Programme including the acquisition of six community rehabilitation companies across England
    • Advising the London Boroughs of Kingston and Richmond-upon-Thames to establish Achieving for Children, a Teckal company providing children's services to the two authorities, and in relation to the recent admission to corporate membership of the Royal Borough of Windsor and Maidenhead
    • Advising the London Borough of Hackney on a proposed £190m co-located housing joint venture
    • Advising Nottinghamshire County Council on the creation of a £70m highways joint venture with Cornwall Council

    Mergers and acquisitions

    • Advising on the £10m share sale of five care homes to a national provider
    • Advising Places for People on the sale to Legal & General of its £40m investment in the Inspired Villages retirement living brand
    • Advising Plymouth City Council on the £20m sale of Plymouth CityBus and Swindon Council's sale of Thamesdown Transport, both to Go Ahead Group
    • Advising Wincanton on the sale of its consolidated chilled distribution business to Culina Logistics (enlarged Culina business valued at c.£200 million), including pre-sale business restructuring, share sale, post-sale capital re-organisation of the Culina group and Wincanton’s investment in the enlarged business
    • Advising Miller Group and Barclays on the £multi-million sale of their equity and debt interests in the Leeds and Tees & Durham LIFT Projects to Equitix and their multi-million pound sale of their equity and debt interests in the Barking & Havering LIFT Project to Bilfinger Berger
    • Advising Costain on its multi-million pound sale of their equity and debt interests in the Kent PH Schools Project
    • Advising Rochdale Metropolitan Borough Council on the sale of its equity and debt interests in the Rochdale BSF Schools Projects to Dalmore Capital
    • Advising the London Borough of Hackney on the acquisition of Amber’s equity and debt interests in the Hackney BSF Schools Project
    • Advising an international private equity fund on its bid to purchase Craegmoor, a provider of health, social care and specialist education services
    • Advising Advent International on the £925m acquisition of the UK-wide Priory Group of mental health, specialist care and education services
    • Advising Purepower on the sale of its energy from waste operations to Green Homes Global
    • Advising the Management Team on the £5m MBO of Healthcall Optical Services, a domiciliary eye care provider
    • Advising the Management Team of the Esporta nationwide gym chain on the £70m MBI backed by Societe Generale
    • Advising WS Darley, the number 1 US fire truck manufacturer on its acquisition of fire detection and suppressant manufacturer, Fireboy-Xintec

     Restructuring and reorganisations

    • Advising Smiths News, Halcrow, Esporta and Places for People on various  group reorganisations

     

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