Quoted companies
Our quoted companies lawyers represent issuers, investment banks, investors and others on a broad range of equity and debt capital markets transactions. Offering specialist and commercial advice, we operate across a spectrum of industry sectors, with particular expertise in technology, financial services and natural resources. Our lawyers have the experience necessary to handle complex cross-border transactions and to help clients put in place innovative financing arrangements.
We advise a number of larger quoted companies on corporate governance and compliance, as well as transactional advice. In the mid-cap and smaller quoted companies arena, we have long experience in advising companies and their sponsors on raising funds in the equity capital markets, including AIM.
We are active supporters of the Quoted Companies Alliance (QCA) – the only organisation dedicated to representing the interests of quoted companies outside the FTSE 350. Our lawyers sit on a number of QCA technical committees, and work with the alliance to lobby the UK and European legislators on behalf of mid-cap and smaller companies.
Our equity markets work includes:
- IPOs: Main Market, AIM and PLUS
- Secondary offerings; including rights issues, placings and open offers
- Pre-IPO fundraising.
Our debt capital markets work involves:
- Securitisations/CDOs
- Derivatives and structured finance products
- Bond issuance work (both stand-alone and programme).
Our governance and compliance work:
- Our corporate advisory work covers a comprehensive range of advice on day-to-day issues affecting quoted companies
- Drafting and advising on the terms of incentive and bonus schemes to secure the retention of staff and senior executives.
- Advice on the compliance and regulatory obligations of market participants in the increasingly complex global environment, including bribery and corruption and those relating to Financial Services companies.
Our M&A and transactional work incorporates:
Experience
Equity capital markets
- Advised the Independent Directors of Coolabi on the successful private equity backed take private by North Promotions Limited, a company funded by Edge Performance VCT PLC
- Advised Daniel Stewart in their role as NOMAD and broker on the admission to trading on AIM of Teliti International Limited valuing the company at £12.9m
- Advised ZAI Corporate Finance Ltd as nominated adviser to investment company Lead All's IPO on AIM
- Advised on the reverse takeover of AIM-listed Falkland Gold and Minerals Limited
- Advised Ecclesiastical Insurance Office Plc on the issue, placing and listing of £40m non-cumulative irredeemable placing preference shares on the London Stock Exchange
- Advised Kryso Resources Plc, the AIM-listed mineral exploration company on an £11m private placing by way of a subscription agreement with China Nonferrous Metals International Mining Company Limited
- Acted for Arbuthnot Securities as nominated adviser to San Leon Energy Plc on its secondary issue, by way of the conditional placing of new ordinary shares with institutional and other investors
- Advised Avation Plc on its admission to the Official List of the UK Listing Authority and admission to trading on the main market for listed securities of the London Stock Exchange.
Mergers & acquisitions
- Advised FTSE 250 client WS Atkins plc on the disposal of its UK property managing contractor and managing agent business to Sodexo, a multi-national provided of on-site service solutions listed on the Paris Bourse. The transaction was implemented by way of a complex three stage hive down and pre-sale restructuring
- Advised Execution Noble the investment bank and securities broker in relation to the sale of a controlling interest to Lisbon based Espirito Santo Investment Bank, to become Espirito Santo Investment Bank incorporating Execution Noble
- Advised Ahlstrom, a global leader in nonwovens and specialty papers and quoted on the NASDAQ OMX Helsinki, in its acquisition of Shandong Puri Filter & Paper Products Limited in China from Purico Group
- Advised Mission Capital plc on its £30m Reverse Takeover by Quindell Limited, a reselling and sales outsourcing company, and the company's readmission to AIM
- Advising AIM-listed Coolabi plc on its purchase of Licensing by Design Limited (LBD). LBD represents a number of intellectual property assets including Bagpuss, The Clangers and Ivor the Engine
- Advised Cobra Biomanufacturing on the recommended cash offer made under the Takeover Code by Recipharm AB.
Corporate governance, restructurings, financings and joint ventures
We support a number of clients on their constitutional, corporate governance, regulatory compliance and AGM requirements including:
- Cable & Wireless
- The Game Group plc
- Vedanta Resources plc
- Ecclesiastical Insurance.
Debt capital markets expertise
- Advised Wharton Asset Management and AE Global Investment Solutions in connection with the issuance of managed cash and synthetic collateralised debt obligation transactions, totalling an aggregate note issuance size of in excess of US$17 billion. These have comprised both stand-alone and programme issuances listed on the Irish Stock Exchange
- We continue to work in the field of structured finance, including significant transactions in the UAE. Following the credit crunch, we have also advised on the unwind of a number of securitisation vehicles and related delistings and, at the same time, the formation of new fund vehicles and new issuances to exploit the market opportunities for the acquisition of discounted ABS.