Corporate, Commercial & Finance

We specialise in acting for entrepreneurs, owner managed businesses (OMBs) and investors. We advise in relation to corporate transactions, banking, financing, commercial contracts and on all aspects of running and growing a business in the UK. Our lawyers combine strong technical expertise with a track record in delivering flexible and creative solutions for our clients. 

Much of our advice is for early stage companies and startups in the technology and media sectors or for those investing in such entities. We host and sponsor Angel Academe, an award-winning network of angel investors whose members are mainly women, which primarily invests in UK businesses led by women.

We also work closely with our Real Estate team to advise those investing in or developing commercial property on all of their financing, banking and related security issues.

Startup investments

We act for startup companies, as well as for those VCs, angel syndicates and individual angels making investments. We have particular experience of acting for founders: not only in terms of guiding them through the investment process, but also in resolving problems which may have arisen in earlier rounds. Read more about how we help startups.

Technology

We have many years of experience of advising on the legal issues which arise from running a technology business. Our advice may be of a general nature, or you may wish us to draft or comment upon technology agreements. Our aim is always to protect your rights and to allow you to realise the maximum value from your technology assets. Read more about how we advise technology businesses. 

Banking and Finance

Our banking and financing advice is primarily to entrepreneurs, owner managed businesses and funds on the borrower side, though we also advise a number of smaller banks. We also advise on any related security, and in relation to acquisition finance, the leveraged loan market, and development/real estate finance.  Read more about how we can advise on banking and finance.

Corporate transactions

On the corporate law side, we advise on angel/VC/private equity investments, mergers & acquisitions, re-organisations and shareholders' agreements. Much of our work relates to the technology and media sectors, although we also advise businesses operating in real estate, sport, fashion, travel, publishing and engineering. Read more about our corporate transaction services.

Commercial and contractual

We will support you with commercial  advice on all aspects of running your business and on your relationships with customers and suppliers, and we can draft all those contracts which you require. In particular, we advise on intellectual property, branding, data protection, agency and distribution arrangements, sponsorship, and franchising. Read more about how our commercial advice may assist you.

CAPITAL MARKETS

Our capital markets experience is primarily advising small and mid-cap companies listed on AIM, the standard segment of the Official List and the Aquis Exchange, and advising other market players such as Nomads, corporate advisers and brokers. We focus on ensuring that your transaction is completed on time and on budget, so that you can focus on the continuing success of your business. Read more about our capital markets service.

Setting Up Your Company or LLP

We will help you to take the necessary steps to establish your business in the UK, whether you wish to set up a new venture or expand an overseas operation. Our business services teams work closely with other specialists to take care of all your initial and ongoing legal and operational needs, allowing you to focus on selling your products or services. Read more about how we can help you set up your company or LLP.

Our Recent Work

Startup Investments

• Advising a health tech startup on a £100,000 equity fundraise (January 2022)
• Advising a wellness tech startup on a £350,000 follow-on fundraise from angel investors (February 2022) 
• Advising a tech startup on a £1.3m follow-on fundraise from angel investors (October 2021)
• Advising a startup in the retail space on a £450,000 investment from angel and strategic investors (October 2021)
• Advising a startup in the retail space on a £3.5m follow up investment from a VC via a convertible loan note (July 2021) 
• Advising a wellness tech startup on a £350,000 equity fundraise from a VC (July 2021)
• Advising Hambleden Capital LLP on its co-investment into Titan Wealth Holdings Ltd to fund its proposed acquisitions of Tavistock Wealth Ltd and Global Prime Partners Ltd (June 2021)
• Advising a family investment company on its £3.5m co-investment into a new wealth and asset management group to fund its various acquisitions (June 2021)
• Advising the founder of a mental health tech startup on his exit from the company and, in particular, the sale of his shares to the  existing VC investors (April 2021)
• Advising a tech startup on a £1m follow-on fundraise from angel investors (April 2021)
• Advising a retail investor on a £7.5m investment into a wearable technology business (March 2021)
• Advising an AI startup on the exit of 2 shareholders and a follow-on raise via convertible loan notes (February 2021)
• Advising an online marketplace on a bridging round (February 2021)
• Advising a tech startup on a follow-on equity round (February 2021)
• Advising a vegan foods startup on an £800k follow-on investment from a VC (January 2021)
• Advising a venture capital company on a £1m investment into a deep-tech startup (January 2021)
• Advising a venture capital company on an investment into a software startup (January 2021)
• Advising a startup in the wellbeing space on a strategic partnership (December 2020)
• Advising an e-commerce startup on its equity seed round (November 2020)
• Advising an angel investor on a convertible loan investment into a immunotherapy and vaccine high-growth company (October 2020)

Technology

• Drafting a collaboration agreement and a related privacy notice for a medtech startup in relation to the pilot of its digital platform to support a GP surgery’s patients with their treatment of certain long term illnesses (January 2022)
• Drafting account terms and conditions for a reputable foreign currency exchange service provider for use with its customer base of individuals, SMEs, large financial institutions and FTSE listed companies (November 2021)
• Drafting a software as a service (“SaaS”) subscription agreement for a tech company that supplies outsourced business support software together with a privacy notice, cookie policy and website terms of use (November 2021)
• Advising a software developer on the terms of use for its visual artificial intelligence app (October 2021)
• Drafting terms and conditions relating to a client’s online auction of digital art NFTs (October 2021)
• Advising an eco-friendly logistics company on the drafting of its fulfilment terms and conditions and preparing new online platform terms of use, an API licence agreement and website notices including a GDPR compliant privacy policy (September 2021)
• Advising a cloud computing software developer on software licence and maintenance agreements and consultancy services terms (June 2021)
• Advising a motor dealership group on its digital transformation programme, in particular advising on the terms of an agile software development agreement in relation to a new e-commerce platform (May 2021)
• Advising executive board members of a digital advertising business in connection with its admission to trading on AIM (May 2021)
• Advising the founder of a mental health tech startup on his exit from the company and, in particular, the sale of his shares to the  existing VC investors (April 2021)
• Advised a smart city as a service technology firm on the terms of a software as a service subscription agreement for interactive transport facilities (April 2021)
• Advising a tech startup on a £1m follow-on fundraise from angel investors (April 2021)
• Advising a retail investor on a £7.5m investment into a wearable technology business (March 2021)
• Advised a fire risk assessment technology firm on the preparation of its terms of service for business customers (B2B) together with its app terms of use and an online privacy policy and other legal notices (March 2021)
• Drafted consumer facing (B2C) terms of use and business facing (B2B) terms of service for operators to be listed on a luxury travel booking platform together with associated website notices (February 2021)
• Advising an AI startup on the exit of 2 shareholders and a follow-on raise via convertible loan notes (February 2021)
• Advising an online marketplace on a bridging round (February 2021)
• Advising an IT managed-services provider on a virtual server hosting arrangement with a key client (February 2021)
• Advising a tech startup on a follow-on equity round (February 2021)
• Advising a venture capital company on a £1m investment into a deep-tech startup (January 2021)
• Advising a venture capital company on an investment into a software startup (January 2021)
• Advising an e-commerce startup on its equity seed round (November 2020)
• Advising an angel investor on a convertible loan investment into a immunotherapy and vaccine high-growth company (October 2020)
• Advising the sellers of an edtech startup on the sale of the business (October 2020)

Banking and Finance

• We worked alongside our property and tax colleagues in connection with acting for two Jersey incorporated borrowers (ultimately owned and controlled by an ultra-high net worth tech entrepreneur) in relation to the £25,000,000 acquisition financing of super prime property in London (December 2021)
• Advising a borrower on its £25m acquisition finance relating to the purchase of a PRS portfolio (August 2021)
• Advising an alternative lender on its warehousing facility with a financial institution (August 2021)
• Advising a borrower on its £143m loan extension secured on super-prime property in London (July 2021)
• Acting for the borrower in relation to a £1.38m acquisition finance transaction in relation to the purchase of commercial property in north west London (May 2021)
• Acting for the lender in relation to a £1.1m loan for the purpose of purchasing a hotel in Norwich (May 2021)
• Acting for a residential investment company in connection with the restructuring of its intra-group facilities across fifteen of its group entities (April 2021)
• Acting for an alternative lender in relation to a development bridging facility secured on a mixed use development site on the South Coast (April 2021)
• Advising a developer on its £14m development facility for a mixed use scheme in London with an international bank (March 2021)
• Advising a lender on its loan-on-loan facilities with a UK challenger bank (February 2021)
• Advising a property development company in relation to its acquisition of a prime site in London for residential development (February 2021)
• Acting for an alternative lender in relation to the provision of working capital facilities secured on a portfolio of residential care homes owned by a private equity fund (February 2021)
• Acting for three offshore borrowers ultimately controlled by an Ultra High Net Worth family in relation to the £40m refinance of four super-prime properties in and around London (January 2021)
• Advising a Private Family Office on its £143m multi-currency facility with an alternative lender secured on luxury real estate assets in the US, UK and Europe (January 2021)

Corporate Transactions

• Advising the shareholders of Plasma App Limited in relation to its sale to Meta Materials Inc, a NASDAQ listed company, for all-share consideration of US$20m (March 2022)
• Acting for Bloc Ventures Limited on the sale of Marmalade Game Studio to LDC (September 2021)
• Acting on the corporate acquisition of a super-prime property in Kensington (September 2021)
• Acting on the corporate sale of One Palace Green (July 2021)
• Advising a hospitality business in connection with resolving a shareholder dispute (July 2021)
• Advising the sellers on the sale of a waste transfer station and skip hire business (June 2021)
• Advising Feralco AB on its acquisition of Venator Wasserchemie GmbH, the German water treatment chemicals business, from Venator Materials plc (May 2021)
• Advising Frank Hirth plc on the sale of its business and assets to Ernst & Young Services Limited  (April 2021)
• Advising the shareholders of a fitness business on a sale of the company (April 2021)
• Advising on a £6m sale of interests in a business specialising in PE fund administration and depositary services (March 2021)
• Advising on the circa £8.5m sale of the entire issued share capital of a SPV holding land in London, to a housing association (March 2021)
• Advising on the acquisition of an insurance company based in the US (October 2020)
• Advising the administrators of a UK-based audio distribution company on the disposal of certain company assets (October 2020)
• Advising the sellers of an edtech startup on the sale of the business (October 2020)
• Advising the founders on the sale of a accountancy business (September 2020)
• Advising a family office on its £45m purchase of an Isle of Man-incorporated SPV, holding a commercial property in Central London (July 2020)

Commercial and Contractual

• Advising a top 20 accountancy firm on its client terms of business and data privacy notice (October 2021)
• Advising an entrepreneur on the terms of an introducer agreement with a leading independent energy trading company operating in the Mediterranean region (September 2021)
• Advising a high profile sportsman on an ongoing basis on various endorsement and sponsorship agreements, including those relating to
  • the endorsement of:
    • an energy sports drink brand (May 2021);
    • an online education platform (July 2021); and
    • a provider of nutritional supplements (August 2021); and   
  • a sponsorship agreement with a producer of plant-based foods (August 2021) 
• Advised a smart city as a service technology firm on the terms of a software as a service subscription agreement for interactive transport facilities (April 2021)
• Drafted a copyright licence agreement between a consumer goods retailer and an artist for the use of imagery on certain licensed products (March 2021)
• Advised a fire risk assessment technology firm on the preparation of its terms of service for business customers (B2B) together with its app terms of use and an online privacy policy and other legal notices (March 2021)
• Drafted consumer facing (B2C) terms of use and business facing (B2B) terms of service for operators to be listed on a luxury travel booking platform together with associated website notices (February 2021)
• Advising a lottery operator on its proposed postal direct marketing campaign, focussing on compliance with the UK GDPR (February 2021)
• Advising an IT managed-services provider on a virtual server hosting arrangement with a key client (February 2021)

Capital Markets

• Advising Peterhouse Capital Limited on a placing agreement in relation to a reverse takeover of East Star Resources plc and connected fundraising (January 2022)
• Advising Vector Capital plc on its secondary fundraising by way of placing (June 2021)
• Advising executive board members of a digital advertising business in connection with its admission to trading on AIM (May 2021)
• Advising Peterhouse Capital Limited in relation to a placing agreement in connection with the reverse takeover of Spinnaker Opportunities Limited by Kanabo Research Limited (January 2021)
• Advising Wildcat Petroleum Limited on its admission to the Official List and to trading on the Standard Segment of the London Stock Exchange (December 2020)
• Advising Vector Capital plc on its admission to trading on AIM (December 2020)
• Advising a director of a public company operating in the cladding industry on his duties (November 2020)