Bilateral corporate and private lending
We support the negotiation and documentation of business loans, bilateral facilities and privately negotiated debt. The legal work may include the term sheet, facility or loan agreement, guarantor arrangements, corporate approvals and ancillary documents.
We check that the documents capture the agreed commercial terms consistently and flag material additions or departures, including restrictions that could affect the business's ability to operate.
Commitment and drawdown are distinct. The agreed legal scope identifies whose interests are represented and the conditions that must be satisfied before funding.
Shareholder, founder and intra-group loans
Financing from an existing owner or group company still needs a clear record. We document principal, interest, maturity, repayment rights, subordination where relevant, and the relationship between the loan and the company's equity arrangements.
The scope also identifies corporate approvals, conflicts and any dependency on existing financing. Tax treatment, transfer pricing, accounting and solvency analysis are addressed with the appropriate specialists rather than assumed from the drafting of a loan agreement.
Repayment, priority, interest and the relationship with shareholder rights need to work together in a shareholder loan.
Acquisition and growth-financing workstreams
We coordinate the legal financing work with an acquisition or investment timetable. This includes aligning conditions, availability of funds, borrower and guarantor entities, releases of existing arrangements and completion deliverables with the corporate transaction.
For a complex leveraged or multi-lender structure, the engagement identifies the specialist finance counsel required and our agreed role.
Convertible and venture-financing documentation
Where a proposed financing combines debt and equity features, the documents need to work together. We can scope review of convertible loan terms, conversion events, maturity, repayment, discounts or valuation caps, investor consents and the interaction with the company's articles and shareholder arrangements.
Venture-debt proposals may also involve warrants, security or financial covenants. We assess those elements within the agreed mandate, with specialist input where required, and identify their implications for the wider documentation.
Conversion mechanics, valuation treatment, maturity and investor rights determine how financing affects future ownership.
Amendments, waivers and consents
A business may need a maturity extension, revised repayment profile, additional headroom, permission for an acquisition or a change to its ownership or assets. We review the relevant provisions, identify consent dependencies and help document the agreed change.
The scope may include an amendment agreement, waiver, consent letter, revised guarantees or security-related confirmations and supporting board approvals. If financial distress or enforcement is involved, we identify the need for specialist restructuring or contentious advice. Litigation and enforcement proceedings are outside this offering.
Guarantees, security and priority arrangements
We help define the proposed guarantee and security package and coordinate its legal documentation within the agreed jurisdictions. This may involve identifying assets, third-party consents, existing charges, releases and relevant filing or perfection steps with qualified local or specialist counsel.
Where more than one creditor is involved, the transaction may also require priority or intercreditor arrangements. Advice on enforceability, foreign-law security, insolvency effects and legal opinions is provided only by appropriately qualified advisers under an expressly agreed scope. A security document is not a guarantee of repayment.