The Square One Law private equity team has extensive experience advising investors including private equity houses, venture capitalists, family offices and high net worth individuals, as well as companies and management teams on private equity investments.
We have close relationships with, and advise, private equity houses and venture capital investors based both in the North of England and in London, and are happy to facilitate introductions between companies and investors where appropriate.
We have been successful in attracting clients from both within and out of region, including a growing number of London-based clients. Also, as modern technology systems facilitate efficient and effective remote working, our more agile, flatter model has attracted experienced private equity lawyers from national and international firms and in post-COVID we anticipate this increasing.
The types of transactions we regularly advise on include:
- Venture & development capital
- Private equity backed management buy-outs and buy-ins
- Secondary buy-outs
- Debt for equity restructurings
- Investment exit transactions
- Portfolio management (bolt-on acquisitions and disposals)
Fundamentally, whatever type of private equity transaction you are embarking on, we will manage the whole legal process for you, and focus attention on the key commercial points.
How can we support you?
- Provide proactive and pragmatic input into the funding offer letter and any proposed heads of terms – it’s important that you’re comfortable with the key deal terms before investing significant time and cost in the process.
- Agree terms of confidentiality and exclusivity.
- Conduct and manage the legal due diligence process.
- Draft, negotiate and settle all the legal documentation required including the investment documents, and any sale and purchase agreement.
- Project manage the transaction and coordinate the various stakeholders involved.
- Manage the completion process, including signing of documents and facilitating the transfers of investment monies.
Key deal terms
Our team will expertly advise you on the key deal terms of the investment documents, which typically include:
- Management good leaver / bad leaver compulsory transfer provisions
- Order of priority on a transfer of management’s shares
- Entitlement to future allotment of shares
- Drag along rights / tag along rights
- Investor swamping rights
- Investor consent rights
- Restrictive covenants on management
- Warranties provided to the investor
- Provision of information to investor
- Dividends rights
- Permitted transfers outside of pre-emption provisions
- Management options and ratchets
- Return on investment where sale or listing
- Return on investment on a liquidation event
We will guide you through the complexities of drafting and seek to negotiate a reasonable and balanced position for you, with a focus on the commercial points that are most important to you.