Banking & Finance

Banking and finance is at the heart of every economy, providing the means to help businesses expand and investors grow. Prinslaw Associates’ Banking and Finance team operates at the industry’s forefront, working with innovative finance products across the world.

Our integrated global team of Banking and Finance lawyers and professionals offers an expansive breadth of insight, helping our clients to structure and document transactions that help to provide financing to virtually every industry. Since Prinslaw Associates represents both finance providers and users, you benefit from counsel that understands the needs and wants of each party. Whether yours is a domestic bank in Hong Kong, a government development bank in Moscow, or banks in several other locations, our team understands you.

Prinslaw Associates’ extensive, deep sector-specific experience also ensures you’re working with a team that’s fluent in your language and understands the local market. In fact, emerging jurisdictions often engage Prinslaw Associates to assist in the development of banking and finance legislative frameworks. The following represents just a small part of our focus:

Experience

Multinational financial institution: Prinslaw Associates and Nextlaw In-House Solutions, including a team of former GCs, supported the board and audit committee in their oversight of regulatory compliance programs to fulfill prudential regulator expectations. The client’s audit committee praised our team for the novelty and substantive value of our methodology and findings, which surpassed the capabilities of traditional strategic consultancies while also offering the protection of attorney-client privilege. Our report was provided to and comprehensively reviewed by the regulator. www.nextlawinhouse.com
AirAsia Berhad: Advising the airline on the ECA supported financing of up to 18 Airbus A320 aircraft. The transaction has involved leasing aircraft into Malaysia, as well as Japan, Indonesia and Thailand, where other operators in the AirAsia family are based. The transaction will also involve leasing aircraft into the Philippines during the course of 2013.
Bouygues Bâtiment Ile-de-France: Representing Société Générale, BBVA, SMBC, HSBC France, BTMU, BayernLB and Nord/LB as lenders to a consortium composed of Bouygues Bâtiment Ile-de-France, EXPRIMM, DIF and Uberior Infrastructure in connection with the €600 million public-private partnership financing of the construction and maintenance of the future Paris Courthouse.
China Development Bank: Advising on a CA$352 million secured credit facility to Canadian Royalties Inc., a subsidiary of Jilin Jien Nickel Industry Co. Bank.
Club of lenders: Advising a club of lenders in relation to an up to $250 million syndicated borrowing base facility to a large international trading company to finance storage and distribution of petroleum products in Latin America. The firm has been frequently advising on various borrowing base financings to commodity traders as this form of financing has been gaining popularity in the past few years.
Continental AG: Representing on senior secured notes issuance by a US subsidiary having an aggregate value of US$950 million in the Czech Republic, Hungary, Germany, Poland, Romania, Slovakia and Spain.
Confidential Client: Counsel to the lenders in a CAN$1.5 billion amended and restated senior credit facility related to Element Financial Corporation’s acquisition of PHH Arval, PHH Corporation’s North American fleet management services business.
Eurohypo AG: Representing two syndicates of international banks, led by Eurohypo AG as the Facility Agent, in the extension of over €700 million to a major Polish developer-investor for the financing of a portfolio of 28 shopping centres located throughout Poland.
FirstRand Bank Limited: Acting in connection with the establishment and annual updates of, and note issues under, its US$1.5 billion EMTN Programme. Again these transactions demonstrate our proven track-record of acting for DCM financial institution issuers.
Inter-American Development Bank (IDB): Advising on a public-private partnership (PPP) to design and incorporate the largest mixed-capital investment fund in the history of Central America, the Alliance for Prosperity Plan Fund for Guatemala, Honduras, and El Salvador, aiming to promote economic development in these countries, through the investment in PPP energy, infrastructure and agro industrial projects. The Fund was aimed to raise over US$3 billion in the succeeding 5 years and is considered the most important U.S. foreign policy for Central America.
JPMorgan Chase: Advising as administrative agent on a CA$800 million five-year revolving credit facility for Lionsgate Entertainment Corporation. This is one of the largest revolving credit facilities raised by an entertainment company in more than a decade. The new facility replaces Lionsgate’s previous CA$340 million revolving credit facility.
Keybank: Advising on a $60 million Build America Bond transaction for the Navajo Nation, the first large scale loan to be governed solely by tribal law and tribal courts. This transaction was awarded the “Deal of the Year” award in 2011 by the Native American Finance Officers Association.
KKR-backed Calsonic Kansei: Advising on the financing granted by Japanese banks supporting the €6.2 billion acquisition of Magneti Marelli, the Italy-based automotive components business of Fiat Chrysler Automobiles.
LKQ Corporation: Acting as Canadian counsel on the amendment the senior secured credit facility that increased the aggregate amount available to US$1.8 billion as well as its US$600 million bond issuance. LKQ Corporation is a leading provider of alternate vehicle collision replacement products and recycled transmissions and remanufactured engines with operations in the US, the UK, the Benelux, France, Canada, Mexico and Central America. Wells Fargo Bank, National Association acted as Administrative Agent for the credit facility, which is structured as a US$1.35 billion revolving loan and US$450 million term loan availability. Bank of America Merrill Lynch, Wells Fargo Securities, RBS, and Mitsubishi UFJ Securities acted as joint book-running managers and the co-managers of the public debt (bond) offering of US$600 million aggregate principal amount of 4.75% senior notes, due in 2023.
Mashreqbank leading a syndicate of local banks: Acting on a $1.5 billion facilities agreement (including a parallel bridge facility) to support the construction of the midfield terminal of Abu Dhabi International Airport. The facilities agreement was documented with a conventional and Shariah compliant Islamic tranche.
Mercuria Energy Group, Ltd.: Advising one of the largest integrated energy and commodity trading companies in the world on its US$1.35 billion syndicated credit facility, a portion of which was used in connection with the acquisition of JPMorgan’s global physical commodities trading business.
National Bank of Canada: Advising the lender in connection with a CA$77 million project financing of BluEarth Renewables Inc.’s 15 megawatt Culliton Creek Hydro Project, a run of river hydro plant located near Squamish, BC.
Bank of Montreal: Counsel to the administrative agent to a lending syndicate in the completion of a multi-jurisdictional US$150 million senior secured facility used by Optimal Payments Plc to finance the acquisition of all of the partnership interests of California-based payment processing entity TK Global Partners LP (doing business as ‘Meritus Payment Solutions’) as well as the assets of Global Merchant Advisors, Inc., a California-based online payments company. Optimal Payments is a global provider of online and mobile payment processing services in over 200 countries and territories with over 100 types of payment and multi-currency options.
Qatar International Islamic Bank: Acting in connection with its successful debut US$700 million sukuk issue. The transaction represents QIIB’s first international debt capital markets issuance. We successfully applied our debt capital market and Islamic finance expertise, as well as our specific local knowledge to help QIIB as a first-time issuer, which has strengthened QIIB’s prominence throughout the Middle East region and beyond. This significant deal demonstrates our capability to work effectively across various offices in our network.
Standard Chartered Bank : Representing in $221 million and €392.5 million dual currency syndicated term loan facility to Denizbank.

Banks are at the center of commerce, and they must move with the speed of business. Our global team has extensive experience in helping banks close cross-border transactions and navigate through the legal, regulatory, policy and business requirements the markets demand. Banks turn to Prinslaw Associates for help in closing a deal, addressing a regulatory issue or defending their interest in litigation.

Rely on the knowledge, capability and depth of Prinslaw Associates’ lawyers and other professionals to meet your needs. We not only understand the banking industry, we appreciate the unique requirements of banks of every size, focus and geography.

From global banks to local banks and governmental agencies that provide banking services, Prinslaw Associates has a global banking team ready to assist you—working from offices around the world, including the major banking centers of London, Hong Kong, New York and Toronto.

More About Banking

Experience

Bank Polska Kasa Opieki S.A. : Advising on a PLN 350 million (€85 million equivalent) financing of Zabka Polska S.A., a stock-exchange listed company and operator of the largest chain of discount stores in Poland. The financing structure was complex and included several different credit lines plus guarantee and overdraft limits. The whole transaction had to be closed in just three weeks, and we succeeded.
European-based IFI : Advising on its 1 billion RUR (US$40 million equivalent) loan to a state-owned housing and communal services authority in the Republic of Sakha (Yakutia).
Euroterminal LLC: Advising on the US$27 million loan facility from a European-based IFI. The loan is intended to be used by the borrower for construction of a logistics service center on a 50-hectare land plot located in Odessa, Ukraine. The center will provide several logistic functions which will support an integrated extension of the existing container handling facilities in the sea port of Odessa.
Intersnack France SAS: Advising in connection with the French aspects of a €275 million facility agreement to Intersnack Group GmbH & Co. KG (a market leader in the savoury snacks sector in Germany) and certain of its subsidiaries as borrowers, with Intersnack France SAS acting as a guarantor, for the purpose of refinancing their existing debt.
Noble Resources Ukraine LLC: Advising on the US$50 million financing programme from the European Bank for Reconstruction and Development (EBRD). The financing will be provided by EBRD in the form of an annual revolving working capital loan with a maximum commitment of up to $50 million that is renewable for three years. The facility will be used by Noble Resources Ukraine LLC for the origination, storage, and export-trade of agricultural commodities in Ukraine.
RGS Holdings Limited: Advising Russia’s leading insurer on an RUB 18 billion (US$639 million equivalent) loan from VTB Bank.
YapiKredi Bank: Representing a leading Turkish international bank in the negotiation documentation and creation of a €86 million loan and security package to finance the construction of the Baku Hilton hotel project in central Baku.

The financial services world has seen its fair share of upheaval. In this ever-changing industry, you need a partner with global reach and local know-how to navigate the financial services regulatory environment around the world and the expertise to design and execute the best lending transaction that meets your goals.

Prinslaw Associates gets it—we understand the complexities of the sector and you get responsive, practical, on-the-ground advice on everything from simple, domestic lending transactions to the most complex, cross-border financings.

Tap into one of the largest and broadest banking and finance departments in the industry. Whether for acquisition finance, asset-based lending, aviation finance, corporate and commercial lending, syndicated financing, debt capital markets, equipment leasing and finance, media and entertainment financing, health care financing, hotel financing, Islamic finance, project finance, real estate finance, retail and consumer finance, ship and marine finance, tax credits, trade and commodity finance, venture technology or warehouse finance, you have access to a full range of specialized practice areas around the world.

And you shouldn’t just expect traditional banking and finance work. You can leverage our sector knowledge and understanding together with a full range of commercial legal services across related sectors like real estate, technology, media and telecoms, litigation and employment. Knowledge that can prove critical to the success of any financing.

More About Finance

Experience

Bank of Montreal: Advising as administrative agent and a syndicate of lenders with respect to a CA$375 million cross-border financing for DirectCash Payments Inc.
China Development Bank: Advising on a CA$352 million secured credit facility to Canadian Royalties Inc., a subsidiary of Jilin Jien Nickel Industry Co. Bank.
Citi Trust Company Canada: Advising on Air Canada's US$714,534,000 Pass-Through Certificates Series 2013-1 - the first financing in Canada using Enhanced Equipment Trust Certificates (EETCs) under the Cape Town Convention enacted by Parliament (effective April 1, 2013).
Imperial Metals Corporation: Advising the agent and the lending syndicate in respect of Imperial Metals Corporation's CA$200 million senior secured revolving credit facility consisting of two tranches: a CA$50 million revolving working capital tranche and a CA$150 million revolving construction tranche. The senior credit facility was completed concurrently with an offering of US$325 million 7% senior notes due 2019, and a junior unsecured revolving term credit facility of up to CA$75 million. The corporation, an exploration, mine development and operating company based in Vancouver, used partial proceeds the borrowings at closing to refinance existing indebtedness, and intends to use the balance of the proceeds and borrowings to partially finance the development, construction and commissioning of the Red Chris copper and gold mine in northwestern British Columbia, for ongoing working capital requirements and for general corporate purposes.
National Bank of Canada: Advising the underwriter, lead arranger, administrative agent and collateral agent for a syndicate of lenders providing credit facilities to four special purpose partnerships for the construction and commissioning of 4 solar projects in Ontario totalling 38.5 MW. The proceeds were also used for the subsequent acquisition by BluEarth Renewables Inc. of all the equity interests of each Borrower from CSI Solar Project 16 Inc.
River Cree: Acting as counsel to the administrative agent and the syndicate of lenders with respect to a CA$122 million secured credit facility for the financing of the River Cree Resort and Casino, a casino, hotel and sports complex located in Edmonton, Alberta, and subsequent refinancing that included CA$45 million senior debt term facility and CA$200 million high yield cross-border bonds; this deal marks the first time a Canadian First Nation-owned company issued cross-border bonds.

The pace of change in bank regulation is rapid. While banks already face challenges in their attempts to follow hundreds, if not thousands, of laws and regulatory requirements which apply to almost every aspect of their operations, policymakers and regulatory agencies continue to propose new laws. Whether it’s the new requirements stemming from Basel III living wills, the over-the-counter derivatives and central clearing, anti-money laundering and counterterrorism or risk management and stress test requirements, Prinslaw Associates is the place for comprehensive advice on banking regulation.

Our team of lawyers and professionals, including former government and regulatory agency officials and in-house counsel and compliance professionals, work together seamlessly to keep our clients current on banking regulations. We not only represent some of the leading banks in the world, we also counsel trade associations and some regulatory agencies. With change driven from G20 and implemented by hosts of regional and national regulatory agencies, our global presence ensures we have knowledge and insight into regulation and regulatory change in the world’s major economies.

Experience

Cards Prepaid Limited: Advising on regulations applicable to the issue and provision of e-money means of payment in France.
Caution Mutuelle du Crédit Immobilier de France (CMCIF): Advising on the impact of the change in its regulatory status from Sociétés Anonymes de Crédit Immobilier (SACIs) to Sociétés Anonymes Coopératives d'Intérêt Collectif pour l'Accession à la Propriété (SACICAPs).
Many foreign and domestic financial institutions: Assisting with respect to the regulatory framework for banking activity in Poland, compulsory reserves, banking secrecy, foreign exchange permits, bank’s own funds and representing them before the Polish Banking Supervisory Commission, Polish National Bank and the Minister of Finance.
UK retail bank: Advising on the implications of the reforms to the Consumer Credit Act, in particular credit and hire advertising, the form and content of credit and hire agreements and changes to the regulations governing early settlement of credit agreements.
Various foreign and domestic institutions: Advising on the impact of the new regulations relating to the distance marketing of financial services.
Visa International: Advising on the comprehensive restructuring of its operations in implementation of Russian National Payment System legislation of 2011, including the creation of the local payment system operator and payment system rules.

Financial institutions regulation has become the preferred choice for policymakers who aspire to strengthen the financial system, encourage investor confidence and protect consumers. Financial reform and its implications now dominate almost all significant decisions made by financial institutions. With our global reach and broad depth of knowledge about regulation, law, policy and business, Prinslaw Associates is at the forefront of helping clients navigate the new landscape. Whether it is the Dodd-Frank Act in the US, the swath of EU directives and regulations, or the fundamental domestic reforms of UK banking and financial institution structure and supervision, our team of more than 200 lawyers and professionals helps clients find solutions.

Using practical insight gained from involvement in government, often as government officials, and as former counsels and compliance officers, our lawyers and professionals help on a daily basis with domestic and cross-border regulation.

Facilitate your institution’s compliance with a complex framework of rules. In collaboration with you, we develop tactics that preserve and advance your business’ interests.

Stay ahead of the curve as global regulatory bodies enact new measures. With Prinslaw Associates, you gain a critical ally in minimizing risk and seizing opportunities.

Experience

Financial institutions: Helping navigate the complexities of the US Consumer Financial Protection Bureau (“CFPB”) and its rulemaking, examination and enforcement powers. We assist clients with preparation for CFPB examinations, counsel clients during CFPB examinations and help clients respond to the results of CFPB examinations, as well as represent clients regarding corrective actions, enforcement actions and litigation. We have prepared institutions impacted by the CFPB’s rulemakings, and analyzed the CFPB’s prospective powers to assist clients anticipate CFPB actions. Our Public Policy and Regulation team provided institutions with valuable political intelligence regarding possible CFPB actions and their impact on client activities.
Globally systemically important financial institution: Representing in connection with an analysis and comment letter on notices of proposed rulemakings issued jointly by the Federal Reserve, the Office of Comptroller of the Currency and the Federal Deposit Insurance Corporation related to the enhanced capital requirements of Title I of Dodd Frank. Our detailed analysis addressed various aspects of the Basel III capital requirements, minimum regulatory capital ratios, the Standardized Approach for risk-weighted assets, market discipline and disclosure requirements rules, and the Advanced Approaches risk-based capital rule, and market risk rule. We also assisted the client in analyzing and providing comments to a leading trade association on its comment letter covering the joint notices of rulemaking, and participating in related discussions with the regulatory agencies.

Today's private equity investors face an intensely competitive landscape. You must rely on increasingly innovative financing solutions to carry out transactions. But political and financial turmoil can cause financing, regulatory or political hurdles that challenge the completion of deals.

Tackle your toughest challenges with Prinslaw Associates' lawyers by your side. Achieve your financial objectives while adapting to a tougher economic and regulatory regime.

Whether you are a buyout fund, venture capitalist, entrepreneur, angel or institutional investor, you require fast, reliable access to multidisciplinary advisors to guide you through the legal and structural issues of a transaction. Through an integrated global delivery of our legal and tax services, we anticipate and respond to your needs wherever and whenever you need us.

Reap valuable insight. With our strategic focus in an array of industry sectors, we understand the trends, challenges and players—delivering key intelligence to guide your decisions. Whether you seek or invest private capital or want to establish a fund, lawyers from the global offices of Prinslaw Associates create solutions to fulfill your goals.

More About Private Equity

Experience

Advent International: Advising on the acquisition of a 30% interest in LifeMiles BV, an independent subsidiary of Avianca Holdings, S.A. and one of the largest and fastest-growing loyalty coalition programs in Latin America.
African Infrastructure Investment Managers (AIIM): Advising on its investment in IHS Holdings Limited, Africa’s leading mobile infrastructure company and the largest owner of mobile telecoms towers across the continent.
Blackstone: Advising on its €1 billion acquisition of the Acetow business from Solvay.
Blackstone: Advising Blackstone and it portfolio Schenck Process Group of companies with respect to the acquisition of the Raymond Bartlett Snow business comprised of the stock of Arvos Raymond Bartlett Snow Holding, LLC, the stock of Arvos Brazil Equipamentons Ltda., and the assets of Arvos Energy Indi Private Limited from the ARVOS Group, a portfolio of the Triton Private Equity Group.
Bridgepoint: Advising on the acquisition of Turkish branded dried fruit and snacks producer Peyman.
Bridgepoint: Advising on the acquisition of Dr. Gerard, a producer of branded and private label biscuits in Poland, from Groupe Poult of France, for an undisclosed amount.
IK Investment Partners: Advising on the sale of part of the Agros Nova Group, a manufacturer of branded fruit and vegetable products, to Maspex, the leading food and beverage group in Central and Eastern Europe.
Indorama Group: Advising on its co-investment in the establishment of Petrobras Oil & Gas BV, a US$3 billion joint venture for oil and gas exploration and production in Africa, alongside funds managed by Helios, Banco BTG Pactual and Petrobras for which Prinslaw Associates won "Adviser of the Year", at the Private Equity Africa Awards.
KKR: Advising KKR-backed Calsonic Kansei on its acquisition of Magneti Marelli S.p.A., the automotive components business of Fiat Chrysler Automobiles N.V.
KKR: Advising on the €6.825 billion acquisition of the Unilever Spreads business. This deal has been awarded ‘Deal of the Year’ at the 2018 The Deal Awards Europe.
KSL Capital Partners: Advising the US private equity firm on the acquisition of the entire business and assets of the Malmaison and Hotel Du Vin portfolio from MWB Hotel Holdings (which went into liquidation) and RBSM.
LBO France: Advising on the acquisition of two French companies, SENI and La Providence, which specialize in industrial cleaning and security.
PineBridge Investments: Advising in connection with the €180 million investment by Advent International, PineBridge and other investors in Integer.pl S.A., a Polish operator of a network of automated parcel machines and courier services.
Summit Partners: Advising on the equity investment in a molecular biology company headquartered in Canada with operations in Eastern Europe. This was Summit Partner’s first investment in Canada.
Spire Capital: Representing portfolio company Velocity Technology Solutions, a leading cloud-based application hosting company, in a merger with a subsidiary of Silver Lake Sumeru Fund, LP in a transaction valued at US$220 million.

Our team of lawyers has the experience to guide you through your legal claim.

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