Corporate Finance
General Corporate and Partnerships
Joint Ventures
Mergers and Acquisitions
Private Equity
Project Finance
Reorganisations


Corporate Finance

  • Takeovers, mergers and acquisitions
  • Primary offerings of equity and debt of all types - private, listed on any exchange and, where appropriate, rated
  • Follow-on and secondary issues, rights-issues
  • Convertible equity and debt securities
  • Traditional loan financing, secured or unsecured, straight or syndicated
  • Listing of equity, debt and derivatives on major exchanges worldwide including LSE, AIM, NYSE, NASDAQ, the Irish Stock Exchange and TSX

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General Corporate and Partnerships

  • Establishment of holding entities to take advantage of a tax-neutral environment
  • Creation of "tax blocker" structures in corporate or partnership form to shelter foreign source income
  • Formation of offshore sub-groups to own and finance foreign operations on a ring-fenced and non-repatriating basis
  • Utilisation of the US "check the box" regime to enjoy either tax transparency through a corporate entity or entity taxation in a partnership, by election, as preferred

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Joint Ventures

  • Greenfield industrial and research projects
  • Joint financing and service ventures for institutional clients
  • Research and development funding
  • Real estate development

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Mergers and Acquisitions

  • Drafting and reviewing share sale and purchase documentation
  • Drafting and reviewing security documents and dealing with registration formalities
  • Drafting and reviewing ancillary documents such as shareholder agreements, guarantees and indemnities
  • Drafting and reviewing requisite corporate approvals
  • Advising on and ensuring compliance with local legislation
  • Conducting corporate due diligence

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Private Equity

  • Establishment of private equity funds
  • Advising on the public and private M&A transactions generated by private equity funds. (Private equity funds are typically not regulated in the British Virgin Islands)

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Project Finance

  • Establishment of a wide range of debt, equity or hybrid interests in project finance ventures including:
    • Road, transport and other infrastructure schemes
    • Utility projects
    • Oil and gas pipelines
    • Refining installations
    • Mining and other natural resource facilities
  • Aircraft financings, mostly corporate jets, using various leasing structures involving BVI companies

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Reorganisations

  • Capital reductions through redemption or repurchase of shares or court-sanctioned schemes
  • Refinancings and workouts including debt/equity/asset swaps
  • Pre-insolvency structuring
  • Recapitalisations
  • Security, fraudulent preference and issues of fiduciary duties
  • Mezzanine and subordinated debt financings

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