NautaDutilh understands that there is more to acquisition and leveraged finance than just ‘financial engineering’. Due to the fundamentally conflicting interests of sponsors and lenders and the inherent complexity of the process, the negotiation of acquisition finance and leveraged finance constructions follows an intricate and challenging path.
Solutions for conflicting interests
Our lawyers anticipate and take into account the interests of all concerned parties to negotiate the most favourable outcome for our clients.. We appreciate the sponsor's perspective that leverage is pivotal for the purposes of imposing discipline on business management and stimulating high performance. We recognise that these constructions trigger potential agency problems. From a lender's perspective, imposing restrictive covenants on the business and its management is an important means of avoiding or mitigating agency conflicts, and in securing 'a seat at the table' when important decisions are made or if the business requires restructuring. We also understand the need of lenders for security of cash flows and assets.
Anticipating potential legal problems
In addition to understanding the complex considerations described above, our lawyers are adept at anticipating legal concerns associated with leveraged and acquisition finance deals. These may relate to corporate benefit, conflicting interests, legal limitations on financial assistance on behalf of listed N.V. (plc.) companies, directors’ liability and concerns relating to consultation with works councils.
Solution-focused and efficient
In negotiations, our clients find that NautaDutilh is solution-driven and delivers on time. We understand that managing the interests of all parties is key to completing transactions successfully and that a smooth, efficient documentation process is part of this. Our very experienced, sector-leading acquisition and leveraged finance team advises lenders, investors, other beneficiaries and portfolio companies. And we do this in a broad range of domestic and cross-border acquisition and leveraged finance transactions involving Dutch, Belgian and Luxembourg jurisdictions.