Asset based lending in London

Addleshaw Goddard

Led from London by Mike Davison and also able to draw upon considerable resources throught the North of England and Scotland, in particular, Addleshaw Goddard is well-positioned to provide cost-effective, ‘commercial, responsive and client-focused‘ advice to a lender-focused client base across the full spectrum of their ABL/receivables requirements. Recognised as a ‘market-leader in his field’, Davison’s versatility in the space is a particularly strong selling point to clients which appreciate his financing transactional smarts, as well as his advice on product development, as well as on their strategic corporate transactions in the space. Based out of the firm’s Manchester office, the ‘exceptional’ Harold Brako leverages his overarching finance litigation expertise and knowledge of the ABL product to provide an ‘excellent service’ to the firm’s impressive roster of clearing banks, independent funders (as well as for IPs) in the context of contentious work, including insolvency matters. Manchester-based legal director Lauren Priest-Stephens has excellent ties with lenders and borrowers in the North West market and has been taken on more of a concerted leadership role following the departure of Simon Prendergast to Dentons in February 2022.

Practice head(s):

Mike Davison

Other key lawyers:

Anna Hodgson; Harold Brako; Andrew Fordham; Euan Cluness; Lauren Priest-Stephens; Peter Smartt

Testimonials

The team is commercial, responsive and client-focused.’

Mike Davison is a market leader in his field.’

Harold Brako is exceptional.’

Key clients

PNC Bank and PNC Business Credit

BNP Paribas & BNP Paribas Commercial Finance Ltd

Secure Trust Bank Commercial Finance

HSBC Bank PLC & HSBC Invoice Finance Limited

FGI Finance LLC

Breal Zeta Commercial Finance

Bank Leumi & Leumi ABL Limited

ABN Amro Asset Based FInance

Close Brothers Group Plc & Close Brothers Invoice Finance Ltd

Omniveta DK Holdings ApS (and Group Companies)

Advance Global Capital

AIB Commercial Finance

Metro Bank

Blazehill Capital

Mayer Brown International LLP

Appreciated by clients for its ‘commerciality and attention to detail’, as well as its aptitude at ‘establishing the art of the possible’, Mayer Brown International LLP remains best-suited to advising lender clients on complex debt financing solutions where the ABL product is utilised either on its own or alongside other financing techniques to facilitate often highly bespoke solutions. A considerable volume of the work has a cross-border complexion, either in the context of US-originated deals or European deals for US-owned lenders; in this regard the team has been at the vanguard of the migration of US techniques/terms to the European market. Dominic Griffiths has ‘a broad knowledge base and a lot of authority in the market’ acting both on behalf of conventional banks, and alternative credit providers which are increasingly willing to utilise ABL and receivables financing techniques in the context of direct lending mandates. Griffiths co-heads the team alongside Alex Dell, whose ‘unrivalled in-depth knowledge of the ABL market’ enables him to provide ‘excellent commercially focused advice’ to clients across a balanced mix of transatlantic mandates, as well as on more conventional domestic matters. Senior associate Ravi Amin is also a key member of the team and is building up a considerable following among clients as a result of his ‘intimate knowledge of the ABL market’, as well as his ‘ability to explain complex legal concepts in a clear and concise manner’. 

Practice head(s):

Dominic Griffiths; Alex Dell

Other key lawyers:

Simon Fisher; Charles Thain; Ravi Amin; Lynette Edwin

Testimonials

The team’s strength clearly lies in its ability to structure and execute complex cross-border ABL and receivables finance transactions.’

‘They have a vast array of know-how on the laws of other jurisdictions and conflict of law analysis developed over many years, which is very beneficial when it comes to structuring ABL transactions and establishing the art of the possible. They are our go-to firm in this space on multi-jurisdictional transactions and come up with innovative solutions to achieve our desired outcome.’

The team is dedicated, focused and the clear market leader.’

We found that their commerciality, attention to detail and calm approach helped to make a challenging deal more manageable and to ensure the right outcome for all parties.’

Dominic Griffiths is very commercial, exceptional with people and has a very likeable personality. He has a broad knowledge base and a lot of authority in the market, so it is comforting to know he is in your corner.’

Alex Dell has an unrivalled in-depth knowledge of the ABL market, which allows him to provide excellent commercially focused advice to clients.’

Ravi Amin went above and beyond to close out a multi-jurisdictional transaction against challenging counterparties. He was in full command of all the detail and commercial considerations of a complex negotiation and earned the trust of all parties on the transaction.’

‘Ravi Amin’s ability to explain complex legal concepts in a clear and concise manner, combined with his intimate knowledge of the ABL market, means that he has quickly become a trusted advisor for us.’

Key clients

Barclays Bank

AnaCap Financial Partners

Airswift

M&G Plc

HSBC Bank

Apollo Management

Midcap Financial (Ireland)

DLA Piper

Drawing upon the expertise of practitioners primarily based out of its regional offices, including Manchester, Leeds and Birmingham, DLA Piper is particularly adept at advising funders (including both bank-owned ABL arms as well as independent ABL funds) and borrowers on domestic syndicated and bilateral ABL transactions. In this context, the firm is able to provide a “cradle to grave service”, with advice running the gamut from new money transactional work to the restructuring of ABL facilities. Manchester-based partner Joseph Frew is ‘very well regarded regionally’ both for transactional work, as well as in the context of assisting funders on the development of template documentation for ABL facilities. Leeds-based partner Sarah Day co-heads the team alongside Frew and has a strong track record of advising both on relatively commoditised domestic mandates as well as highly structured and cross-border financial transactions, including ABL and corporate finance transactions.

Practice head(s):

Sarah Day; Joseph Frew

Other key lawyers:

Stephen Bottley; Chris Roberts; Neil Riley; Allan Leal; Peter Manley; Alastair Carruthers; Rob Lyons; Charlotte Smith; Charlotte Woodfield; Rachel Holt

Testimonials

Joseph Frew is very well regarded regionally.’

Key clients

ABN Amro Commercial Finance

Aldermore Invoice Finance

BNP Paribas Commercial Finance

Payoneer

Close Invoice Finance

ING Wholesale Banking

Deutsche Bank

AIG Europe S.A.

Shawbrook Bank Business Credit

Siemens Financial Services

ING Commercial Finance

Bibby Financial Services

Coöperatieve Rabobank U.A.

Almastone

Trade and Development Bank

Work highlights

  • Advised Aurelius Investments on the multi-million pound ABL financing of its acquisition of McKesson UK in a corporate carve-out from US healthcare company McKesson Corporation.
  • Advised a three bank syndicate on the provision of a £100m asset based financing facilities agreement in favour of the Thomas Plant Hire group of companies.
  • Advised Simply on its financing with Leumi ABL, with the latter providing a borrowing base, revolving credit facility to Simply for the purposes of supporting the facilities which Simply offers to its own customers as an asset financier.

Morgan, Lewis & Bockius UK LLP

Although it is narrower in scope than some of its peers in the ranking, Morgan, Lewis & Bockius UK LLP has a strong reputation advising on transatlantic ABL transactions for longstanding clients, including Wells Fargo, as well as  for a growing number of newer US funders making their first forays into the UK and European market. ‘Superb’ dual New York and UK-qualified team head Georgia Quenby has been integral to the firm’s success in the market and is appreciated for her ability to structure complex deals involving sophisticated intercreditor relationships. In this regard, Quenby is also well versed at protecting clients against future exposure in a distressed scenario and in the event of this happening, is well equipped to advise on the restructuring of ABL debt products. Victoria Thompson‘s dual US and UK qualifications also lend themselves to work on cross-border mandates with a transatlantic complexion, although her workload also includes advice for funds and alternative capital providers in the sector.

Practice head(s):

Georgia Quenby

Other key lawyers:

Victoria Thompson; James Mead

Testimonials

‘Georgia Quenby is superb.’

Key clients

Wells Fargo

Bank of America

JP Morgan Chase

Westcon Group

Aurelius Finance Company

Callodine Commercial Finance

Capital One

Bantry Bay

Tosca Debt Capital Fund

Datatec Financial Services

Work highlights

  • Advised Aurelius Finance Company on a senior secured term loan facility to the FitFlop group, assisting Aurelius to deliver a bespoke, tailored commercial solution structured to meet the requirements of all stakeholders.
  • Advised Wells Fargo on a $150m cross-border ABL financing to Hunting, a UK-listed company operating in the oil and gas sector with significant operations in the US and UK.
  • Advised Wells Fargo on a $300m cross-border ABL financing to the Viavi group, a NASDAQ-listed tech communications company, with significant operations in the US, UK and Germany.

Norton Rose Fulbright

The ‘practical and extremely user-friendly’ team at Norton Rose Fulbright has ‘excellent knowledge of ABL market trends’, a corollary of its impressive deal flow in the domestic and international markets. This work runs the gamut, ranging from relatively commoditised bilateral working capital facilities, through to structured financings where the ABL product sits alongside high yield bonds and conventional lending facilities. Praised for his ‘in-depth knowledge of ABL and cross-border lending’, team head Michael Black takes the lead on many of the most significant mandates, a significant proportion of which are generated from his close relationship with core US funders JP Morgan, Wells Fargo and Bank of America.

Practice head(s):

Michael Black

Other key lawyers:

Alex Dunn; Charlotte Hickman; Helen Masri

Testimonials

The team are market leaders in their knowledge of cross-border lending and market trends. They also have developed an impressive bench of younger talent to help service their clients. They are knowledgeable, practical and extremely user-friendly.’

‘Michael Black – an A+ in knowledge, negotiation skills and analysis. Michael has such in-depth knowledge of ABL and cross-border lending that he exceeds his peers.’

Key clients

Ares Commercial Finance

Accel-AKKR

Wells Fargo

Bank of America

Citibank

JP Morgan Chase Bank

M&G Investment Management

HSBC Invoice Finance

ABN Amro

Citizens Bank

Owl Rock

Caisse de Depot et Placement du Quebec

Regions Bank

Work highlights

  • Advised Bank of America as arranger of an ABL facility and a 1st lien term loan, and advised Owl Rock as arranger of a 2nd lien term loan to fund the acquisition of the Babylis Group by American Securities.
  • Advised Ares Commercial Finance as arranger, agent and lender on a $10m ABL revolving credit facility, $210m senior facilities and $165m 2nd lien facilities for Microstar International Holdings Corporation, following its acquisition of Australian-based company Kegstar.
  • Advised ABN Amro Asset Based Finance on a £70m asset based lending facility to a joint venture between Amey and Briggs Equipment in order to service a £240m contract with the Ministry of Defence to maintain and manage construction and materials handling equipment used by British armed forces worldwide.

Pinsent Masons LLP

Forming a core role within the firm’s broader banking and restructuring teams, Pinsent Masons LLP‘s ABL offering is well positioned to advise funders (including clearing banks and independents) and borrowers on origination work, as well as assisting with any subsequent restructuring or insolvency scenarios. Drawing upon established ties within the ABL ecosystem, the team - which is able to leverage resources from London and many of its regional offices - is as comfortable handling relatively commoditised bilateral working capital facilities as it is on mandates where the product is used in harness with other debt products. Team head Edward Sunderland is ‘an expert in the field’ and takes the lead on much of the highest profile origination work, while at the distressed end of the market, both Birmingham-based Amy Flavell and Gemma Kaplan combine an excellent understanding of the ABL product with broader restructuring and insolvency knowledge.

Practice head(s):

Edward Sunderland

Other key lawyers:

Amy Flavell; Ian Falconer; Victoria Baker; Gemma Kaplan; Philippa McCarthy

Testimonials

‘A leading ABL advisor in the UK with experience on both the lender and borrower side.’

The team is efficient, displays good commercial judgement and is value for money.’

Edward Sunderland is an expert in the field, enjoyable to work with and his fees are reasonable – being a rare combination of three characteristics that distinguish him from his competitors.’

Key clients

Shawbrook Bank Limited

Arbuthnot Commercial Asset Based Lending Limited

IGF Invoice Finance Limited

Nucleus Commercial Finance

Nucleus Cash Flow Finance Limited

Bibby Financial Services Limited

Secure Trust Bank plc

Aldermore Invoice Finance

ABN AMRO Commercial Finance

Close Brothers Invoice Finance

Clydesdale Bank Invoice Finance

Simpsons Malt Limited

Pertemps Network Group Limited

Sykes Seafoods Limited

City Electrical Factors

Work highlights

  • Advised Pertemps on its £100m refinancing with RBSIF and ABN.
  • Advised City Electrical Factors on its £225m refinancing with Wells Fargo and PNC.
  • Advised Secure Trust Bank on the inventory finance facility agreement to Pure Electric.

Squire Patton Boggs

Drawing upon significant domestic and global resources, the ‘solutions-oriented‘ team at Squire Patton Boggs provides ‘responsive and knowledgeable’ advice to a balanced mix of lenders and borrowers, in both domestic and international settings. Vastly experienced team leader Paula Laird remains active on the fee-earning front and balances this with her role as head of the firm’s EMEA financial services practice. ‘Commercial and fair‘ in her negotiations with counterparties across a range of ABL finance transactions, including highly structured and bespoke matters, Laird is ‘easy to work with’, a reflection of her longstanding involvement in the space. The ‘excellentTom Dell’Avvocato also continues to gain plaudits among banks, alternative lenders and corporate borrowers for his aptitude at structuring ABL deals; his increasing profile in the market was also recently acknowledged by the firm which promoted him to a director assignation.

Practice head(s):

Paula Laird

Other key lawyers:

Tom Dell’Avvocato; Stephen Downey; Tom Telford; Alice Moserova; Dominika Leyshon

Testimonials

‘They are super responsive, knowledgeable and provide commercial guidance/solutions to the deal process.’

‘The solutions-oriented team understands the overall deal and marries this with the legal structure in an efficient and practical manner.’

Paula Laird is commercial and fair, and ensured that we as lender and the company could focus on the material points.’

Paula Laird is easy to work with.’

‘The SPB team is efficient and accurate. I find the advice we receive is commercial and pragmatic. The team are friendly and fun as well as having a great work ethic so they’re fantastic to have as part of our extended team. I find pricing is generally reasonable and in my experience quotes are honoured in the spirit they’re given.’

‘They are hands on when they need to be so we get a good level of senior time where it matters and they’re supported by an excellent team who are well-briefed and coached and know what’s required.’

‘The ABL team at SPB is one of the go-to shops for ABL. With only a few other firms in London, this team operates at the heart of the ABL industry, and has profound knowledge of both the practical and operational sides, and the legal complexities. The team is also great in cross-border deals, working seamlessly together with their colleagues in some jurisdictions, and with friendly firms in others.’

‘Paula Laird is very pragmatic, flexible, and capable. She has a clear understanding of the markets and its dynamics. Tom Dell’Avvocato is an experienced lawyer and a safe pair of hands. Very pleasant to deal with.’

Key clients

Apollo Global Management

Lloyds Banking Group

The Royal Bank of Scotland plc

White Oak

Wells Fargo

HSBC

ABN AMRO

The PNC Financial Services Group Inc

Gordon Brothers

Aurelius

Pretura Commercial Finance

Arbuthnot Commercial Asset Based Lending Limited

Breal Zeta Commercial Finance

Endless LLP

FGI Worldwide LLC

Raiffeisen Bank International

Deutsche Bank AG

Work highlights

  • Advising PNC Financial Services – in its capacity as agent and original lender – on the acquisition financing and restructuring of the AFI Group, one of the UK’s leading powered access specialists backed by financial sponsor Pricoa, the private capital business of Prudential Financial.
  • Advising Bank of America as lender on a secured financing to Sound United – refinancing the debt used to acquire Bowers & Wilkins, a leading music equipment provider, out of bankruptcy.
  • Advising PNC Financial Services on the provision of asset based lending facilities to the Chapel Down group, one of the UK’s largest still and sparkling wine producers.

Shoosmiths LLP

Led from the firm’s Birmingham office by the ‘unflappable’ Jon Bew, Shoosmiths LLP provides ‘knowledgeable, helpful and prompt’ advice to a funder-focused client base across a range of primarily domestic small-to-mid-market mandates, including receivables financing, invoice discounting and factoring. Bew’s deep knowledge of the market, which is consequent on his longstanding track record, ensures that, as well as transactional work he is also regularly engaged by lenders to draft their template documentation. Natalie Barnes is also recommended.

Practice head(s):

Jon Bew

Other key lawyers:

Natalie Barnes

Testimonials

The lawyers have been, without exception, knowledgeable, helpful, prompt and constructive.’ 

Jon Bew is an expert in managing multiple stakeholders and is pretty unflappable.’

Key clients

Arbuthnot Commercial Asset Based Lending Limited

Investec Bank Plc

Shawbrook Bank Limited

ABN AMRO

Secure Trust Bank Plc

ABN AMRO

Ultimate Finance

Metro Bank

Novuna (previously known as Hitachi Capital)

Close Brothers/Close Invoice Finance

IGF Business Credit Limited

Work highlights

  • Advised RBSIF and ABN AMRO on the £100m refinance of the Pertemps Group of Companies.
  • Advised RBSIF on a £50m back-to-back facility with Time Finance.
  • Advised Investec on its support of Rutland Partners in their acquisition of the Southgate group of companies.

Bermans

Led from Liverpool by the ‘very responsive and practical’ Alex Chapman, Bermans‘ six-partner team has ‘great experience in the ABL world’, both from a contentious and non-contentious perspective, enabling it to provide ‘commercial and cost-effective‘ advice to commercial finance and alternative finance companies providing funding to owner-managed business and SMEs. A substantial amount of this work relates to invoice financing transactions – an area in which both Chapman and ‘very considered‘ Manchester-based partner David Gledhill are particularly accomplished.

Practice head(s):

Alex Chapman

Other key lawyers:

David Gledhill; Jonathan Berkson; Ian Munford; Andrew Henderson; Alissa Marsh; Claire McDonnell

Testimonials

The team has great experience in the ABL world, is quick to respond and the advice is always very practical.’

‘It is a knowledgeable and approachable team.’

‘It is their first-class customer service that differentiates them. Nothing is too much trouble and they take a commercial but considered approach.’

Always conscious of what makes commercial cost effective sense to pursue and what does not.’

‘David Gledhill and Alex Chapman are very responsive and practical.’

‘David Gledhill is always very considered in his approach but able to simplify those complex situations. His response rate is first class and he has clear ownership of the process.’

‘A very focused team which has great knowledge of the sector.’

‘David Gledhill and Alex Chapman are our go-to partners, consistently good service and very responsive.’

Bryan Cave Leighton Paisner LLP

With numerous practitioners based in London who are well versed in non-contentious commercial finance matters and also able to leverage the firm’s broader finance capabilities, Bryan Cave Leighton Paisner LLP is well equipped to advise both lenders and borrowers seeking funding utilising ABL techniques, including on matters where it forms part of a broader debt package alongside other debt within the capital structure. Emma Howdle-Fuller heads the overarching commercial lending practice, which also includes dual UK and New York-qualified partner Shanan Dunstan, who is the main contact for work in the space, including in relation to specialist hybrid ABL/cash-flow lending structures. The firm’s global network also enhances the team’s ability to advise on multi-jurisdictional mandates.

Practice head(s):

Emma Howdle-Fuller

Other key lawyers:

Shanan Dunstan; Daniel Finch

Key clients

Bank of China

Barclays Bank

Constellation Automotive Group

Factofrance

Flybe Limited

Gardner Denver Inc

GettTaxi

Hardinge Inc

HSBC Bank

Kape Technologies PLC

Kids2, Inc.

Knight Dragon

Long Harbour

Macquarie Capital

Malin + Goetz

Mount Street

MUFG Bank, Ltd., London Branch

NatWest

Norddeutsche Landesbank

PCF Bank Limited

Playtech plc

Rabobank

Redde plc

Romulus

Sage Publications Inc

Scotiabank

ServerFarm Global Holdings Limited

Social and Sustainable Capital

TC Global Finance UK

Tesco

True Talent Inc

Uniqmind

Voneus

Wells Fargo Bank International Unlimited Company

Wireless Telecommunications Group, Inc.

Work highlights

  • Advised World Wide Technology on a $400m receivables financing facility provided by Wells Fargo Bank.
  • Advised Wells Fargo on its global channel financing facilities, which it provides to multi-national tech companies such as Cisco Systems, Dell EMC, Dimension Data and Tech Data throughout EMEA, APAC and North America.
  • Advised Factofrance, a leading provider of financial services headquartered in France, on various amendments and accessions under a non-recourse receivables purchase facility provided by it to the KME Group, a global copper processing business.

PDT Solicitors

Fielding a team of ‘experts in the ABL field’, Horsham-based firm PDT Solicitors is particularly noted for its work for funders in relation to factoring and invoice financing. Noel Ruddy has great technical expertise (he co-edits the leading textbook on factoring), which he imparts to excellent use on transactional mandates, including in the context of corporate and M&A work in the space. Dawn Shadwell co-heads the team alongside Ruddy and ‘is very alive to the commercial requirements of ABL and finance clients’. 

Practice head(s):

Noel Ruddy; Dawn Shadwell

Testimonials

I regard PDT as experts in the ABL field, the go-to firm for factoring and invoice finance.’

Noel Ruddy is the stand-out expert, he edits the leading textbook on factoring and his technical expertise is matched by great experience and commercial awareness of the ABL market.’

Dawn Shadwell is very alive to the commercial requirements of ABL and finance clients and is always ready to go the extra mile.’

Key clients

ABN AMRO Asset Based Finance N.V.

Bibby Group

Breal Zeta CF Limited

BNP Paribas Commercial Finance Limited

Pulse Cashflow Finance Limited/Pulse Cashflow Finance (MK) Limited (ex Calverton Business Finance Limited)

Close Invoice Finance Limited

FSE Group

Investec Group

Nucleus Commercial Finance Limited

Pulse Outsource Limited

Select Invoice Finance Limited

Arbuthnot Commercial Asset Based Lending Ltd

Growth Lending Group of Companies (including Boost Finance)

Satago Financial Solutions Limited

Advantedge Commercial Finance Limited

Work highlights

  • Assisting Investec Group with the refinance of a group of international logistic companies.  
  • Assisting a large bank based in Europe with the provision of pan-European senior secured receivables financing facilities to a group of cross-border established IT service providers for the refinance of existing facilities and working capital.
  • Advising Growth Lending on the provision of a £5m revolving loan facility to a company that specialises in the accident and repair market.