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Acquisition finance and corporate lending

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Our global acquisition finance and corporate lending practice advises banks and other debt providers, financial advisers, private equity sponsors and corporate borrowers on a range of finance issues.

We assist clients with all forms of acquisition finance, covering the structuring and documentation of sponsor led leveraged buy-outs, corporate led acquisitions, bid financings and investment grade financings. Our experience spans the full lifecycle of both large and mid-market transactions, including exit financings and restructurings.

Our finance lawyers advise on a wide range of products covering various types of senior or subordinated debt, including mezzanine, high yield hybrid instruments and PIK debt. Our global footprint enables us to cover the full spectrum of local law matters and multi-jurisdictional advice across our key industry sectors: financial institutions; energy; infrastructure, mining and commodities; transport; technology and innovation; and life sciences and healthcare.

We deliver

  • A combination of strong market and commercial awareness, sector knowledge and years of experience.
  • Experience in advising major banks and other debt providers, corporate borrowers, financial advisers and private equity sponsors on all forms of acquisition finance and corporate lending.
  • Particular strength in innovative and complex structures in emerging markets.

Our areas of work include

  • bid financings
  • corporate led acquisitions
  • exit financings
  • high-yield
  • hybrid instruments
  • investment grade financings
  • leveraged buy-outs
  • PIK debt
  • private equity
  • public-to-privates
  • restructurings
  • securitisation
  • syndicated financings
  • trade purchases
  • warranted and warrantless mezzanine financing

Our recent experience

  • Advising Cerberus, the New York-based hedge fund, in its provision of a senior secured facility to GVC Holdings to finance the acquisition of bwin.party. When Cerberus became involved, the board of bwin.party had already recommended an offer from 888 but, in summer 2015, which saw frantic activity in the betting and gaming arena, GVC Holdings’ offer was perceived as stronger and the recommendation passed instead to GVC.  As the transaction was conducted according to UK Takeover Code rules, the facility had to provide “certain funds” and, given the international nature of the online gaming business, more than 20 jurisdictions were involved.
  • Advising Terra Firma Capital Partners, the UK based private equity firm founded by Guy Hands on acquisition facilities in connection with the take-private by way of scheme of arrangement of Infinis Energy Plc.  The Norton Rose Fulbright corporate team also advised on the corporate finance elements of this transaction.
  • Advising Bank Zachodni WBK S.A., ING Bank Śląski S.A., Powszechna Kasa Oszczędności Bank Polski S.A. and Société Générale as global coordinators in relation to PLN 12.5bn (approximately EUR 3bn) facilities for the refinancing of Cyfrowy Polsat S.A. and Polkomtel Sp. z o.o.’s existing debt and the financing of working capital requirements.
  • Advising Bank of China Limited and China Development Bank Corporation on a term loan facility agreement and associated security documentation provided to Guangdong Rising H.K. (Holding) Limited to fund its takeover of PanAust Limited.
  • Advising Wells Fargo as arranger of a US$100 million asset based facility to support Polynt Composites on its acquisition of the CCP Composites group in the US, Canada, UK and Australia from Total.
  • Advising the initial purchasers, bookrunners and arrangers on the financing for Triton Advisers Limited’s acquisition of GEA Group’s heat exchangers business. The financing involved the issuance of senior secured floating and fixed rate notes and super senior revolving and senior guarantee facilities.