Trusted advisers to funders and borrowers
We are trusted advisers to both banks and borrowers, providing specialist legal advice on banking and finance issues across all sectors.
Our team advised on around 500 transactions in the past year – deals worth around £1 billion in total – and our firm is regarded as one of the country’s leading dealmakers with extensive corporate mergers and acquisitions experience.
We act for most of the main funders active in the UK market, including the biggest international banks, mezzanine funders and crowdfunding lenders.
A significant portion of our work involves advising non funder clients in relation to their interaction with banks and financial institutions. We are trusted advisers to many of the firm’s clients, from SMEs to large corporates, on all banking and finance issues that arise in their businesses.
Our specialists work with funders and businesses at all stages in the economic cycle, from start-up through to specific transactions and from ongoing trading issues to turnaround and restructuring.
Much of our work has multi-jurisdictional aspects and we often work with legal firms across the world in structuring and completing banking and finance transactions.
We are adept at project managing transactions to make the process as straightforward as possible for our clients and are focused on driving deals forward to ensure that we deliver the best outcome possible for our clients in the desired timescale.
We advised our clients on around 500 transactions in the past year – deals worth around £1 billion in total for the 3rd year in succession. The team is "professional and forward-thinking in its approach, with a focus on the needs of the client". - THE LEGAL 500, 2018
Contact us
Thank you for your enquiry. Someone from our team will be in touch with you in due course.
-
Jacqui Fraser
Partner
-
Tony Cameron
Partner
Why choose us?
The breadth of our experience with financial institutions, funds and lenders, including in-house placements at major UK banks, means we understand what's important when funding transactions - insight that is invaluable when acting for lenders and borrowers alike.
Our vast experience of advising businesses of all sizes on banking and finance matters means we also understand their key motivations and needs – this makes us ideal advisers to borrowers and gives us an extra dimension when advising funders.
We don’t simply provide the first class advice you expect from your legal advisers, we provide practical, commercially driven solutions to the issues that you face.
Key services
For funders
We are acutely aware of the primary concerns of lenders when funding transactions and ensure that:
- Key assets underpinning the lending are secured or otherwise protected
- The debt and security is workable and flexible
- All financial and other covenants are appropriate to the deal and correctly drawn
- Our advise is clear and concise
- We provide strategic legal solutions
For borrowers
We make it our business to understand the context in which your business operates and ensure that the requirements of your lenders and the terms of funding documentation recognise all relevant factors. We ensure that:
- The funding solution adequately matches your needs
- The security and lending structure does not unduly impinge on your business flexibility
- The availability of funds is sufficiently certain
- Covenants and defaults are not unduly onerous
Other services
General corporate and commercial banking
Advising on day-to-day lending and borrowing matters including new corporate facilities, refinancing and renewal of existing facilities and creation of security. We draft and advise on bank standard documentation, Loan Market Association (LMA) documentation, bespoke documentation and bilateral and syndicated lending.
Acquisition Finance
Advising in relation to various types of transaction, including management buy-outs, management buy-ins, mergers and acquisitions. Our experience includes transactions funded by way of senior, mezzanine and subordinated debt and private equity, regarding complex structures and sizeable deal values.
Property finance
Advising on real estate finance facilities and creating property backed security for a wide range of sectors including trading businesses, healthcare and rural & agriculture.
Project finance
Advising on high-value project finance transactions across a range of sectors. We have extensive expertise in dealing with all aspects of projects including bank and capital market funding, security structures, intercreditor arrangements, due diligence and step in arrangements.
Housing finance
Advising housing providers and lenders on high-value housing finance transactions, bank documentation advice, grant funding agreements and security documentation.
Asset finance
Advising in all areas of asset finance including acting in relation to invoice discounting and receivables, equipment finance and asset-backed lending transactions. Our expertise includes drafting and negotiating asset finance documentation and advising on this form of funding as part of acquisition finance and turnaround transactions as well as an alternative source of working capital.
Restructuring
Advising on a wide range of impaired asset solutions including equity restructuring, property participation, security enhancement and security realisation.
Professional negligence
Extensive experience of advising on professional negligence matters as it affects both those in the banking sector and their customers.
Crossborder transactions
Advising on international and multi-jurisdictional transactions with Scottish aspects.
I have used Tony Cameron for legal and commercial advice for eight years across a wide range of sectors, deal size and complexity. He has provided us with invaluable insight and knowledge and brought the Firm's wider expertise to the fore when required. A team player with a critical focus on delivery, executed with pace and passion. He always gets back to you at the first opportunity an excellent communicator and commercially aware just what you need.
Murdoch MacLennan, former Regional Head of Business Development, Clydesdale Bank plc
Bank of Scotland Real Estate team have established an excellent working relationship with Harper Macleod (Jacqui Fraser) over many years. They have acted on our behalf on a large number of transactions incorporating refinances, new acquisitions and development facilities. The service we receive is excellent and we continue to grow the relationship with both parties enjoying reciprocal business on a regular basis. The cohesive approach between Jacqui, her team and the Bank demonstrates great team working and collaboration, delivering a positive outcome for both existing and new property clients.Nigel Walker, National Senior Manager Property, Bank of Scotland
Our clients include
- AIB
- Clydesdale Bank plc
- Clyde Group
- Fred. Olsen
- Genesis Renewable Energy
- HSBC
- Lloyds Banking Group
- Optical Express Group
- PV Solar Investments
- Santander
- Scottish Motor Auctions
- Webhelp UK
Work examples
Provision of lending facilities
We advised on the provision of facilities by a major bank to an expanding healthcare provider to finance the development of a new facility. We drafted, negotiated and finalised a bespoke LMA based facility agreement. We also drafted, negotiated and finalised the security, guarantee and subordination documentation, provided advice to the bank on a complex ownership and sale structure and carried out property and construction diligence.
Marine Finance
We advised a ship owner on the funding package to acquire a new vessel, refinance an existing vessel and to refinance the investment and debt in reference to a third vessel. We negotiated and finalised all associated lending security, guidance, international and charter documents as well as managing the complex cross jurisdiction aspects of the transaction.
Acquisition finance (cross border)
We advised in a transaction involving the acquisition and refinancing of a major company operating in the UK healthcare sector. We acted as Scottish advisers in drafting, negotiating and finalising the facility and property security documents, together with carrying out the property diligence on the Scottish properties. We also provided a Scots law legal opinion and drafted, negotiated and finalised a bespoke ranking agreement.
Provision of revolving credit facilities
We advised on the provision of revolving credit facilities by a major bank to a range of businesses operating in the food, leisure & hospitality sector. We drafted, negotiated and finalised bespoke revolving credit facility documentation, together with preparing all guarantee, security and ranking documentation and carrying out property diligence on behalf of the bank where required.
Refinancing acquisition costs (cross-border)
We advised on refinancing the costs of a retail site and the development by it of commercial units housing major high street brands, together with the subsequent sale of the site. We drafted, negotiated and finalised the facility, hedging, security and subordination documentation (which included English law aspects), together with carrying out detailed property and construction diligence on behalf of the bank.
Refinancing property development
We advised on the refinancing of the development costs of healthcare property and the provision of further loan facilities to fund an extension. We drafted, negotiated and finalised the facility, security and guarantee documentation. We also advised the bank on the complex funds flow involved in the transaction and carried out diligence on the property and the group restructure on behalf of the bank.
Refinancing property development
We advised on the refinancing of the development costs of healthcare property and the provision of further loan facilities to fund an extension. We drafted, negotiated and finalised the facility, security and guarantee documentation. We also advised the bank on the complex funds flow involved in the transaction and carried out diligence on the property and the group restructure on behalf of the bank.
Our highlights
External recognition
The team is "professional and forward-thinking in its approach, with a focus on the needs of the client".
THE LEGAL 500 2018
External recognition
"The firm is particularly well regarded for business banking, and chairman Lorne Crerar is very well respected."
THE LEGAL 500
Department co-head Tony Cameron wins plaudits from clients, with one saying: "He's very astute with attention to detail, and very commercially savvy." He represents lenders and borrowers in corporate banking and acquisition finance.
CHAMBERS UK, 2018
Meet the banking & finance team
More from Harper Macleod
Why choose us?
You don't need a lawyer - not many law firms will tell you that. What you need is someone to provide a solution, and our advisors are dedicated and flexible enough to do just that.
Personal legal services
With one of Scotland's largest teams dealing with personal legal matters, we have specialist knowledge for every stage of your life - from buying a house to protecting your assets.
HM Insights
Visit the HM Insights page to keep up to date with changes to legislation, case law, and our views on other interesting developments in Scotland and the UK.