Few businesses are able to operate without borrowing of one sort or another. This is a fact of business life, but how many companies know the various powers that the banks have over their business once the loan agreement has been signed?
At Turbervilles, we see both sides of the coin – as well as acting for businesses which are seeking funding themselves, we also act for banks and other lending institutions providing finance. This gives us experience in preparing security documentation, and means that we can, in turn, use that experience to advise our business clients about the best options to take, and how to reduce their exposure and minimise their risk.
Types of transactions we can assist with
- Raising seed, start-up, development or expansion capital
- Mergers, demergers, acquisitions or the sale of private companies
- Management buy-out, buy-in or similar of companies, divisions or subsidiaries
- Equity issues by companies, including the flotation of companies on a recognised stock exchange in order to raise capital for development and/or to restructure ownership
- Raising capital by way of equity, debt, refinancing or restructuring
- Financing joint ventures, project finance, infrastructure finance, public-private partnerships and privatisations
- Raising or restructuring debt
Where new finance or lending is introduced or debt restructured what implications and complications can arise?
- warranties and indemnities
- a revised memorandum and articles of association
- where there is a new investor and change on shareholders and shareholdings tag along and drag along clauses are likely to be required
- provision relating to exit for investor or lender
- veto rights over strategic and practical decisions
- change in management of business and possibly control
- good leaver/bad leaver provisions
- fresh restrictive covenants to protect 3rd party introducing capital