Banking and Finance

Debt financing

Gleiss Lutz is one of Germany’s leading law firms in the area of debt financing. We advise companies, banks and financial institutions as well as large investment funds in Germany and abroad on all questions concerning debt financing in national and international finance markets.

> Syndicated loans and promissory notes

Gleiss Lutz provides legal advice on all types of corporate financing, from complicated syndicated loans to critical and complex financial restructurings.

Promissory notes are almost always part of a company’s financing portfolio, but can pose a problem in times of crisis if one or more investors cancel them or threaten to do so. We help companies structure promissory note transactions in such a way that they are protected from unpleasant surprises even in difficult times.

For acquisition and public takeover financing, we work hand in hand with colleagues in M&A or other specialist fields required for the transaction in question.

> Project and asset financing

Both borrowers and lenders rely on our lawyers’ high level of expertise in this area, which covers project financing, asset financing and borrowing base facilities. The range of services provided by Gleiss Lutz makes it possible for us to advise on project and asset financing based not only on many years of financial experience, but also on in-depth knowledge in the specialist fields required for this.

> Real estate financing

Gleiss Lutz advises both German and foreign banks and insurance companies on the lender side as well as investors on the borrower side on the financing or refinancing of the acquisition of commercial real estate of all kinds, in particular office, retail and logistics properties and hospitals and nursing homes, whether by way of an asset deal or a share deal and regardless of whether this concerns a single property or a large real estate portfolio.

Our lawyers are also very familiar with the financing of project developments, whether these involve constructing new buildings or fully renovating existing properties.

We work hand in hand with our tax experts, who can structure a real estate transaction on the investor side in the most tax-efficient manner or validate a tax structure presented to a financer advised by us. Finally, the close links between our finance lawyers and our highly regarded Real Estate practice enable us to deal with complex property situations and to take appropriate account of property-related transaction risks in the financing.

> Financial restructuring

Gleiss Lutz advises companies on the refinancing and restructuring of their debt and bond financings in times of crisis and assists banks and financial institutions in complex refinancing and restructuring cases. We also assist financial investors who take on credit commitments in difficult times and advise on all restructuring and insolvency law aspects of a transaction.

The financial restructuring team is part of a cross-disciplinary restructuring team consisting of experts in the fields of financing, insolvency law, restructuring tax law, distressed M&A and employment law.

Capital market financing

Gleiss Lutz’s renowned team advises clients on all legal aspects of capital markets financing. The many different financing instruments and options available on the capital market are each subject to their own rules and place corresponding demands on issuers, banks and investors.

Whether it involves the careful preparation, execution and documentation of a capital markets transaction or post-listing obligations, capital markets compliance and corporate governance, Gleiss Lutz’s experts are known for their efficient and competent advice on capital markets law and excellent transaction handling.

> Equity capital market financing

We advise issuers, shareholders and leading German and international investment banks on IPOs, capital increases, block trades as well as stock exchange listings and the resulting reporting and disclosure obligations. Our lawyers have extensive experience in structuring German and cross-border equity offerings, as well as the issuance of certificates representing shares and hybrid instruments such as convertible bonds.

We handle placements with US investors together with the London offices of leading US law firms with whom we have longstanding and close ties. Our specialist legal expertise is complemented by our broad understanding of the capital markets sector. Clients also benefit from our full service approach, drawing on the wealth of experience of lawyers from across the firm.

> Debt capital market financing

Our team advises both issuers and the accompanying banks on the issuance of all types of bonds and hybrid instruments. When it comes to investment grade finance, we assist with standalone issuances and debt issuance programmes (EMTN programmes), private placements, commercial paper programmes and hybrid financing such as convertible bonds, profit participation certificates and hybrid bonds including securitisations and derivatives. We handle the issuance of high yield bonds together with the London or New York offices of leading US law firms with whom we have longstanding and close ties.

We provide our clients with comprehensive advice on all issues during the cycle of a securities transaction, from the issuance of the securities, through post-listing obligations and capital markets compliance issues, to liability management, including repurchase offers and exchange offers. For the financial restructuring of bonds using the instruments of the German Debt Securites Act and the German Corporate Stabilisation and Restructuring Act, we work together with our market-leading Restructuring practice to provide integrated advice.

Leveraged finance

Gleiss Lutz is one of the leading law firms in the German leveraged finance market, especially when it comes to advising private equity firms and their portfolio companies. Our lawyers have many years of experience and expertise in structuring and implementing complex leveraged financings in the large and mid cap segment.

In particular, we advise our clients on club deals and other bank financings, term loan B financings, unitranche/super senior financings and hybrid infrastructure financings as well as on second lien, mezzanine, PIK and other subordinated financing instruments. We handle the issuance of high yield bonds together with the London or New York offices of leading US law firms with whom we have longstanding and close ties.

We assist our clients with financing issues throughout the life of a private equity investment, from leveraged buyouts, through refinancings and recapitalisations, to “amend & extend” transactions. In doing so, we work closely with our leading Private Equity and M&A practices to provide our private equity clients with seamless, integrated advice. We also advise on financial covenant resets and financial restructurings of portfolio companies in conjunction with our market-leading Restructuring practice.