Banking & Finance

The management of assets can be fraught with complications. We help our clients by drafting and negotiating technical and commercial management agreements to safeguard the process and advise on all related contractual arrangements. 

• Represented institutional investors on ~$1bn of investments with private markets fund managers, especially in real estate and private credit strategies.  
• Advised non-EU (e.g. American and Australian) fund managers on strategies for establishing their businesses in the UK and/or EU and raising investor capital.   
• Worked with a NY/London asset manager to implement a Dodd-Frank & EMIR compliance programme.  
• Advised on the application of the Alternative Investment Fund Managers Directive to real estate investment trusts and joint venture structures.  

Our strong finance and corporate teams are well adept to working with clients on all aspects of the sale, purchase, and financing of private and business assets. We have particular expertise in the aviation and shipping sectors (both in the commercial and private sphere), rail and equipment. 

• Incorporating a new aircraft finance business operating out of ADGM and specialising in financing corporate aircraft. The fund raising round will begin early 2026 when the first three deals have been completed.  
• Acted for the financing arm of a US listed corporation on a $20 million refinancing of an Italian built 50m superyacht, documenting the loan and security, considering insolvency risks and enforcement scenarios.  
• Advised over 25 financial institutions in setting up and operating asset-backed commercial paper platforms (US$3–25 billion each) to fund corporate operations.   
• Advised a Qatari entity on the termination of its sukuk worth USD 270 million.   
• Advised NAMA (National Asset Management Agency) in respect of several distressed loans to Isle of Man incorporated entities, including enforcement and receivership.   
• Advised and assisted on the establishment and winding-up of an Isle of Man purpose trust structure utilised by two major investment banks to acquire and dispose of debt secured on a high-end Monaco residential development. 

In this fast-paced and expanding industry, we offer a one-stop shop for lenders. We are there at inception and are able to draft a suite of master documents. We are also well placed to advise on the regulatory aspects at this stage. Furthermore, should you look to move from private funding to a ‘platform’, we can also advise on the legalities surrounding this. More fundamentally, we understand the nature of ‘bridging’ and are there to find quick commercial solutions rather than being another cog in the wheel. 

Given our experience in acting for lenders, when acting for borrowers we are able to anticipate the lender’s requirements to ensure an expedient route to completion. We aim to be flexible on fees too.

• Advised on the establishment of a GBP 5 billion listed secured medium-term note programme for Propifi Bonds plc, a UK-based issuer specialising in commercial bridging loans to UK property developers. Truva Trustees is the note and security trustee.  
• Advised KSEYE as originator and asset manager on a forward flow financing of SME development and bridging loans to be funded by a US investment bank.  
• Acted for multiple short-term bridging lenders (including UAE-based financiers) on £200m+ of UK real-estate originations and refinancings, delivering rapid completions, robust security coverage, and managing cross-border funding and compliance.  
• Advised a Japanese bank on $70 million equity bridge financing for design, construction and financing of 5 LNG carriers.  

With a wealth of experience working with clients in the asset finance area, we understand the importance of consumer credit to both businesses and financiers. We regularly draft regulated and unregulated arrangements and related security for both. 

• Acted for various large online retail businesses on their back-end banking and acquiring arrangements, card acquirers (including WorldPay), and several e-money businesses (Prepaid Financial Services, Yoyo, Osper, TransferWise).   
• Advised banking groups on consumer credit, mortgage regulation and banking and ISA terms.  
• Drafted consumer hire agreements for hire of mobility equipment.  

Regardless of the asset class or legal form, our team of advisers have the required know-how to guide clients efficiently through the complexity of rules and features relating to derivative products. We act for major financial institutions, including large custody banks, SPVs, funds, asset managers, corporates and counterparties on derivatives, securities lending and associated products, as well as providing transactional support to City law firms. In addition, we are also well positioned to regularly provide clients with advice on structured products, depositary and custody services, and collateral management arrangements. 

• Advised on complex bilateral structured transactions between banks involving the use of derivatives such as credit default swaps and credit-linked instruments, total return swaps and repurchase agreements to achieve risk, capital and/or arbitrage benefits.  
• Advised international banks on their Shariah-compliant derivatives product.  
• Acted for Tesco in relation to numerous trades under its ISDA Master Agreements.   
• Acted for Absa Bank in preparing its standard-form ISDA Master Agreements.   
• Acted as the banking and derivatives expert approved by the FSA (now FCA) in relation to an Independent Review of Interest Rate Hedging Products sold by Clydesdale and Yorkshire banks to UK small and medium-sized enterprises.  
• Advised an international investment bank on the implications for a portfolio of OTC derivative transactions of the application of negative interest rates and on strategies for approaching disputes resulting.  
• Advised banks and counterparties on ISDA and ISLA documented OTC derivative disputes, events of default and contentious close outs and on disputes arising from capital and equities markets transactions. 

Finance documentation is often full of legal jargon. We are fully aware of the frustrations felt by our clients in this area and work closely with businesses and financiers on the drafting of all types of contractual arrangements for both new–build and existing assets. We are also on hand to deal with any contractual enforcement advice if required. 

• Advised NAMA in relation to distressed loans including the appointment of receivers and taking of additional security.   
• Drafted a suite of trade finance documents for a client providing trade finance under English law to businesses in sub-Saharan Africa and helping that client commence trading with facilities initially in Ghana, Nigeria, Cameroon, Rwanda, Cote d’Ivoire and Sudan.  
• Drafted a suite of core lending documents for the asset-based lending division of a challenger bank and then additional documentation for its receivables, plant and machinery, inventory, property finance, bad debt protection and back-to-back lending facilities.   
• Advised on various corporate and personal guarantee claims on behalf of banks, in circumstances where the corporate borrower had entered an insolvency procedure.  
• Advising a UK financier in relation to its standard-form documentation which was to form the basis for a securitisation program.  
• Advising in relation to the issuance and wording of bond instruments and related security.   

• Advised an Islamic bank on the asset purchase from an Irish bank of a portfolio of vintage Sharia law-compliant Home Purchase Plans in England and Wales. The portfolio purchase followed structured finance norms on covenants and warranty package.
• Advised an Islamic bank on a third-party warehouse funding line for the origination by a subsidiary of the Islamic bank of bridge receivables (in the form of Sharia law compliant commodity Murabaha receivables).
• Advised UK, Asian, and international banks on their Shariah-compliant domestic and cross-border syndicated and single, stand-by and revolving financing facilities.
• Advising a Qatari entity on the termination of its sukuk worth USD270 million.
• Advised international banks on their Shariah-compliant derivatives product.
• Establishment of Shariah Supervisory Boards.
• Advised a UK carbon credit fund on its Shariah-compliant Islamic medium term notes of up to £1,000,000,000.
• Advised a UK social housing fund on its Shariah-compliant Islamic notes of up to £500m.
• Collaborated with the Islamic Finance Team, the Funds Team, UDC and its investment bank, Morgan Stanley, to establish a Shari’ah-compliant fund to finance construction of The Pearl, a reclaimed island development in Qatar.
• Advised a Luxembourg ethical-focussed fund on its Shariah-compliant Islamic notes.
• Advised a Saudi real estate company on the issuance of Islamic bonds (sukuk).
• Advised real estate funds in London on its Shariah-compliant term notes.
• Advised a London currency fund and global currency fund on its Shariah-compliant term notes.
• Advised a German technology VC fund and life science VC fund on its Shariah-compliant term notes.
• Advised a Mauritius fund on its Shariah-compliant term notes.

Insurance and insurance related security is paramount to any business. Our asset finance team has a wealth of experience in guiding clients through the plethora of legalities surrounding insurance-related issues and regularly advises on undertakings, compliance, covenants, direct agreements, brokerage, underwriting and all other insurance-related matters. 

• Advised a UK infrastructure fund manager and a US family-run fund on a bid to acquire MBIA UK in a competitive auction process.  
• Advised a large UK life insurer on the embedded value securitisation of its UK life insurance policies (aborted).   
• Advised a PE fund on the acquisition financing of a closed portfolio of UK life insurance policies in the context of a (failed) bid.   
• Advising a US bank on the financing of US originated life settlement policies (longevity risk).   
• Acted for O3b Networks Limited – BPIfrance and a syndicate of lenders on the US$1bn export credit-backed project financing of a MEO satellite constellation of twenty satellites for broadband communications services for O3b Networks Limited, including their procurement, insurance, launch, intercreditor arrangements and restructuring.  

The drafting of arrangements that relate and often dictate the relationship between different classes of creditors can be complicated. We work in tandem with our clients to ensure that the drafting of inter-creditor and ranking arrangements best suit their needs and take care of all aspects including formation, registration, deed of priorities, subordinated security, ranking enforcement and release. 

• Acted for City & Country on a deep-discount bond with Beaufort Ventures as mezzanine lender, and intercreditor negotiations with Lloyds under a senior facilities agreement.  
• Acted for Mizrahi Tefahot Bank Ltd on its first UK venture-debt transaction with Resi Design, negotiating intercreditor terms with existing investors (including ITV).  
• Advising several major European lenders in respect of the restructuring and re-financing of a group of Isle of Man incorporated SPVs owning in excess of £1bn of London real estate assets.

We draft and negotiate agreements for the hire, leasing and maintenance of all types of assets from cars to computer equipment. Dependent on the needs of the individual client, we sometimes include optional provisions giving a lessee the right to purchase the equipment under a hire purchase arrangement for example. 

• Advised The Royal Bank of Scotland plc and JP Morgan on the securitisation of the vehicle leasing business of Leaseplan UK (Bumper 3 Finance plc) and Leaseplan UK on a subsequent securitisation of a new book (Bumper 5 (UK) Finance plc). 
• Acted for Bpifrance on an a number of ECA-backed leases of Airbus A380 aircraft for Emirates.  
• Acted for Royal Jordanian on its re-fleeting programme and operating leases with Avolon, CALC and Azora and its BNDES supported financing for 2 Embraer aircraft.  

As a cornerstone for the banking industry, property finance transactions are becoming progressively multifaceted. As a result, our clients require sophisticated, highly tailored techniques in order to respond to growing pressure. Our team combine expertise across the finance, real estate and tax sectors to provide bespoke solutions that address the issues faced by small and large institutions. 

• Advising a syndicate of banks in respect of a £300m re-financing of the London Trocadero.   
• Advised a REIT on the construction financing of 156 residential units in the Midlands.   
• Advising a major German bank regarding a £300m loan facility for a landmark London riverside hotel.   
• Advising several major European lenders in respect of the restructuring and re-financing of Isle of Man SPVs owning over £1bn in London real estate.   
• Advising a major UK-based developer on financing of several major student accommodation projects.   
• Advising a leading alternative lender on financing for the development of several data centres in London Docklands.   
• Assisted Frogmore Real Estate Partners LLP with the Isle of Man legal elements relating to the client’s acquisition of Lingfield Point (an 85-acre business park in Darlington) from Clearbell Capital LLP and related external re-financing (£45M) post-completion.  
• Advised The UK Ministry of Housing, Communities and Local Government (MHCLG) on the establishment of the Affordable Housing Guarantee Scheme 2021 to guarantee up to £3bn in bonds to be issued for the development of affordable housing, with the potential for a further £3bn in bonds.
• Advised TradeRisks as arranger on various long-term social housing-backed bonds including to fund Stonewater Housing Association, The Church of England Pensions Board, and Yarlington Housing Association.
• Advised Residential Secure Income plc (part of Gresham House group) on a variety of private long-term financings from banks or insurers secured against affordable housing and supporting living portfolios of properties.
• Advised Homes England and Ministry for Housing, Local Communities and Government (MHCLG) on the government’s £3.5bn private rented sector (PRS) housing guarantee scheme and bond fundings including:on a £175m bond funding to RP London and Quadrant (L&Q) in order to facilitate their planned building of 16,000 homes for PRS; on a £265m bond issue to Tipi Properties, Quintain’s PRS business, for the refinancing of two PRS blocks in Wembley;on a £88.7m bond in order to make loans secured on PRS assets owned by funds managed by Essential Living and Invesco Real Estate;and on a £82.5m bond in order to make a loan secured on PRS assets owned by Realstar European Capital II LP (to finance a 46-storey residential tower in Elephant and Castle).
• Advised HCA and MHCLG on amendments to the capital raising and intercreditor documents relating to the Affordable Housing Guarantee programme pursuant to which Affordable Housing Finance plc (a bond issuing SPV) issues bonds to the capital markets and borrows debt from the EIB, in each case backed by a guarantee from MHCLG, the proceeds of which are on-lent to approved borrowers (namely, housing associations).

Requirements from clients relating to asset and security registration is a constantly changing landscape. To further complicate matters, these requirements differ from jurisdiction to jurisdiction. Our team of experts guide their clients through the maze of chargor and chargee registration and related release of security issues that arise with the likes of Companies House, MCS, CAA, and other national and international registration authorities where necessary. 

• Advised various clients on International Registry and CAA matters.   
• Acted for Bpifrance on an a number of ECA backed  leases of Airbus A380 aircraft for Emirates.   
• Acted for Royal Jordanian on its re-fleeting programme and operating leases with Avolon, CALC and Azora and its BNDES supported financing for 2 Embraer aircraft.  
• Acted for Indigo Airlines on numerous leasing structures through Gift City to finance its A320/21 family aircraft with various financial institutions.   
• Advised Creation Consumer Finance Limited (BNP Paribas Personal Finance UK), in its capacity as Seller/Originator and Servicer, on its inaugural £600m LaSer ABS 2017 securitisation.  

Regulatory requirements can be intensive. We advise clients on a daily basis on all regulatory matters that they are required to undertake at home or abroad and any pending changes to these that may be underway. We advise on all areas including compliance, disclosure, and interpretation. 

• Assisted the FCA to investigate the conduct and prudential supervision of one of the UK’s largest retail banks.  
• Defended ASIC investigations into alleged market manipulation of overseas listed companies.   
• Assisted in coordinating the ASIC investigation into the collapse of the financial planning firm Storm Financial Limited, including by conducting examinations and identifying viable causes of action implicating the banks associated with Storm.   
• Defended Siemens AG in SEC and DOJ proceedings involving alleged violations of the Foreign Corrupt Practices Act.   
• Defended SEC investigations into alleged anti-trust violations involving the international shipping company Stolt-Nielsen Limited.   
• Ran a workshop for an e-money issuer on regulatory compliance.  

Revolving credit facilities can provide an ideal hybrid solution between short- and long-term lending, but the increased complexity requires careful management and drafting to ensure that it is fit for purpose. We assist clients with the establishment, renegotiation, and restructuring of revolving facilities as well as providing advice on ongoing compliance and management of such facilities. 

• Acted for GUS on its investment grade loan facilities, including a £900 million 5-year revolving credit facility.   
• Advised the London branch of a well-known Chinese bank in relation to numerous bilateral unsecured revolving credit facility agreements for listed investment funds.  
• Negotiated a multimillion-dollar Murabaha trade commodity-based revolving credit facility with a major Middle Eastern banking group.  
• Advised various international banks as lenders, including ING Bank, Credit Agricole, Societe Generale and MUFJ, in relation to bilateral revolving loan facilities for an international oil company.  
• Advised a UK based commodities group on term, revolving and receivables facilities provided by a syndicate of banks.  
• Acted for a group of pharmaceutical companies on a £55m term and revolving facility to refinance multiple lenders across seven jurisdictions.  
• Advised AngloGold Ashanti Holdings in relation to a US$800 million refinancing of a revolving credit facility.  
• Advised Industrial and Commercial Bank of China Limited, London Branch in relation to US$40m bilateral revolving credit facility for a JPMorgan emerging markets fund.  

With a thorough understanding of their finance needs, we advise our clients on all areas in relation to their security documentation from charges to pledges, mortgages to loans and assignments, including all issues relation to ranking, registration, priority, and discharge. 

• Drafting standard-form finance and security documentation for various financiers and peer-to-peer platforms, including receivables financiers, banks, asset-based lenders, trade financiers and finance houses.   
• Advised a UK challenger bank on a number of portfolio acquisitions of 2nd lien mortgage loans in the UK.  
• Advising in relation to the issuance and wording of bond instruments and related security.   
• Advised Tesco Bank on access to the Bank of England’s Discount Window Facility collateralised by their UK residential mortgage loan book.  

Having guided our clients through the process of securing loans, we are also in a position to help them enforce this security in the event of an insolvency. We regularly advise on issues such as mortgagee in possession, distressed asset sales, voluntary and involuntary insolvencies and administrations.

• Acted for the financing arm of a US listed corporation on a $20 million refinancing of an Italian built 50m superyacht, documenting the loan and security, considering insolvency risks and enforcement scenarios.  
• Advised on various corporate and personal guarantee claims on behalf of banks, in circumstances where the corporate borrower had entered an insolvency procedure.  
• Advised the lenders in relation to a lengthy process of multiple financing arrangements relating to a tungsten mine in England to enable additional monies to be invested by one of the shareholders. Thereafter, following the administration of its listed Australian parent, advised the lenders in relation to the administration of the tungsten mine operator. 

We understand the frustrations that can be caused to a business and to creditors when they are owed debt and the stresses put on debtors to pay this back. We work flexibly and sensitively with clients to ensure that the process of recovering outstanding monies and the maintenance of routine recovery action is done appropriately and in accordance with the stipulations of regulators when required. 

• Advised on various corporate and personal guarantee claims on behalf of banks, in circumstances where the corporate borrower had entered an insolvency procedure.  
• Advised NAMA (National Asset Management Agency) in respect of several distressed loans to Isle of Man incorporated entities, including enforcement and receivership.   
• Advised NAMA in relation to distressed loans including the appointment of receivers and taking of additional security.

It has never been more important for businesses to conduct themselves and structure their financial products in compliance with the myriad of governmental regulations that affect them. Our diverse client base means that we are well placed to advise on every type of structured bond or financing transaction. We are also able to draw on cross-border and multi-jurisdictional experience where required. 

• Advised Playtech plc in connection with the issuance of €300m 5.875 per cent Senior Secured Notes due 2028.  
• Advised over 25 financial institutions in setting up and operating asset-backed commercial paper programmes. 
• Advised a large UK bank on a £30 billion Euro Medium Term Note Programme. 
• Acted for a new Cayman-based finance vehicle raising USD 500m in debt financing to invest in renewable and clean energy projects globally. 
• Advised a UK challenger bank on a number of portfolio acquisitions of 2nd lien mortgage loans in the UK.  
• Drafted a suite of core lending documents for the asset-based lending division of a challenger bank and then additional documentation for its receivables, plant and machinery, inventory, property finance, bad debt protection and back-to-back lending facilities.   
• Acted for the financing arm of a US listed corporation on a $20 million refinancing of an Italian built 50m superyacht, documenting the loan and security, considering insolvency risks and enforcement scenarios.  
• Advised an Islamic bank on a third-party warehouse funding line for the origination by a subsidiary of the Islamic bank of bridge receivables (in the form of Sharia law compliant commodity Murabaha receivables).