Financial Institutions

About

COVID-19 and Financial InstitutionsVisit our Financial Regulatory and Legislative Dashboard for periodic updates and insights as the crisis and the response develop.

Financial institutions face a wide range of strategic, operational and legal challenges. In particular, shifting regulatory environments and global economic uncertainties challenge the approaches of these institutions in their local markets and internationally, for example we are working with several major global financial institutions around their business strategies for the UK's forthcoming exit from the EU ("Brexit") as well as identifying the opportunities this may create for these institutions and their clients.

Our clients trust us to help guide them through the most challenging multijurisdictional issues across the spectrum of complex regulatory regimes. With our globally integrated team, we are well-positioned to address regulatory and legislative issues, including restrictions imposed on permissible nonbanking activities, proprietary trading, derivatives and investment fund activities, and regulatory capital, liquidity and other prudential requirements. We serve the needs of many of the world's leading financial institutions across the US, UK, Latin America, Europe, the Middle East, Africa and Asia. We also have a significant practice advising sponsors and corporate borrowers.

Our clients are the heart of our business. We prioritise the interests of our clients above all else and are focused on delivering the following:

A dedicated financial services offering. One of only a handful of elite global law firms to offer dedicated financial services legal capabilities, combining cutting-edge transaction execution and leading financial regulatory expertise.

First class value, prioritising your needs and delivering quality legal advice in a cost efficient and transparent manner.

The best solutions possible and optimal structures for our clients to achieve their commercial objectives without taking on undue compliance burdens.

Industry specialist teams. We offer depth of partner and associate experience working with the full spectrum of banking, market infrastructure, asset / wealth management, broker dealer and fintech / payment matters.

Full service financial services expertise drawing on the techniques of a variety of disciplines to deliver innovative solutions for our clients, at a time when most needed. We have a dedicated global Financial Institutions team that includes:

  • a transatlantic regulatory practice, comprising former senior government regulators and in-house payments / fintech development executives, adept at assessing multi-jurisdictional regulatory regimes and government-backed relief schemes;
  • a global M&A practice advising on some of the most complex deals in a regulated environment, ranked #1 in EMEA for number of financial institutions deals (Mergermarket 2020)
  • a global debt finance and capital solutions practice with a full suite of financing and debt restructuring capabilities, including leveraged finance, bank capital issuances, rescue equity offerings, high yield offerings and structured finance;
  • a market-leading IP, IT, data privacy and cybersecurity practice which provides strategic and technical advice on all aspects of GDPR compliance as well as cloud-computing and other sourcing arrangements;
  • a fully integrated Fintech and Payments practice who have negotiated and drafted deals for or across from every major digital wallet, and with all major card networks, financial institutions, payment processors and POS providers, and have experience with cutting-edge transactions across the payments ecosystem;
  • a market-leading dispute resolution and White Collar practice, offering a full spectrum of mediation, arbitration, litigation and AML / ABC / Skilled Persons regulatory investigation defence capabilities;
  • a strong antitrust practice with extensive experience of liaising and negotiating directly with international and national merger review authorities on state-aid and contentious / non-contentious matters across the world; and
  • a global tax practice with extensive experience of cross-border tax advisory and structuring, often requested to "quarterback" on Big 4 tax advice,

Innovation and efficiency from our investments in technology and legal project management. Unlike many other firms we have the ability to process and host data in-house. This avoids the need to bring in an external technology firm and can result in considerable cost savings where data need to transferred outside your environment. We have also implemented an integrated legal project management approach, that both leverages our use of legal tech and ensures efficient management of cases.

 

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Experience

ICBC
We represented ICBC on its £462 million (US$765 million) acquisition of a majority stake in Standard Bank Plc. The result of the deal is a joint venture between ICBC and Standard Bank Group, Asia's largest bank and Africa's largest bank, respectively; it was the first transaction of its kind implemented by a mainland China bank in the UK. This was the third major acquisition on which we advised ICBC.

Banco Itaú BBA International
We represented Banco Itaú BBA International, S.A., a Portuguese credit institution, on the successful transfer of its European wholesale banking operations from Lisbon to London through a "merger by absorption" under the European Companies (Cross-Border Mergers) Regulations 2007. The innovative deal removed previous uncertainty over whether a new company in the UK can be set up and used as a transferee company on a cross-border merger under the Regulations, in order to receive assets and liabilities from a European Economic Area (EEA) transferor company which is then dissolved without being liquidated.

The Co-operative Bank
Representation of the The Co-operative Bank on the issue of £200 million Fixed Rate Reset Callable Subordinated Tier 2 Notes due 2029. This bond is the first-of-its-kind in the UK, making The Co-operative Bank the inaugural High Street lender to successfully issue MREL-eligible debt.

UniCredit Group
Representation of UniCredit Group on the unwinding of its 17 year-long joint venture banking arrangements in Turkey with local partner Koc Holding in respect of Yapı ve Kredi Bankası A.Ş., the third largest financial services provider in Turkey.

Softbank Vision Fund
Representation of Softbank Vision Fund in relation to its US$800 million equity investment in UK finance group Greensill, which operates in the niche business of supply chain finance, the current largest ever European Fintech fundraising; and its equity investment in British unicorn fintech bank OakNorth, valuing the company at around US$2.8 billion.

Klarna
Representation of Klarna Bank AB on its acquisition of Close Brothers Retail Finance and on its US$650 million equity funding round, at a post-money valuation of US$10.65 billion. The US$10.65 billion valuation ranks Klarna as the highest-valued private fintech in Europe and the fourth highest globally.

Stripe
Stripe with various cross-border and domestic payments regulatory matters and a significant international partnership, including new product development, licensing requirements, records and reporting compliance, regulatory engagement, legislative advocacy, documenting intra-company payment agreements, among others items.

Pollinate
Pollinate International on the establishment and launch of NatWest Tyl, a new, innovative approach to merchant acquiring, designed to make it easier for SME customers to run their businesses.

Ingenico Group
Ingenico Group, the global leader in seamless payments, on its €1.5 billion acquisition of Bambora, a fast-growing global player in the payments industry, from private equity firm Nordic Capital.

DZ BANK and WGZ BANK merger creates third largest credit institution in Germany
Advising DZ BANK on its merger with WGZ BANK. The merged entity has started off as "DZ BANK. Die Initiativbank" on August 1, 2016 and serves as consolidated central bank for more than 1,000 cooperative banks in Germany. In terms of the balance sheet, the merger will result in the third largest credit institution in Germany based on a balance sheet total of around €500 billion.

Richard Usher – FX prosecution
Representation of Richard Usher, a former JP Morgan and Royal Bank of Scotland foreign exchange trader, who was investigated by the UK's Serious Fraud Office and prosecuted by the Department of Justice in the United States regarding alleged price fixing and bid rigging of the US$5 trillion per day foreign exchange market. The SFO dropped its investigation into Mr Usher and the team secured a not-guilty verdict at trial by jury in the Southern District of New York. The team also advised Mr Usher in relation to matters pertaining to his extradition status as well as the associated civil and regulatory proceedings (including by the FCA).

FCA antitrust investigation
Advising a leading financial institution in connection with the FCA's first investigation under the Competition Act 1998 (an investigation that was announced in 2016 and is on-going). As this is the first Competition Act investigation undertaken by the FCA, we have been able to influence and shape the way the FCA has undertaken the investigation and gain first-hand experience of the FCA's approach to such cases.

Bank Lending
Advised Crédit Agricole Corporate and Investment Bank, HSBC France, Natixis, Deutsche Bank Luxembourg S.A., Société Générale, Banco Santander, S.A., BNP Paribas, Crédit Industriel et Commercial and Crédit Lyonnais on the implementation of a €4 billion Term Loan facility guaranteed by the French state for Air France-KLM.

Advised Bank of America Merrill Lynch International, Banque Européenne du Crédit Mutuel, BNP Paribas, Crédit Agricole Corporate and Investment Bank, Crédit du Nord, Crédit Industriel et Commercial, Deutsche Bank Luxembourg S.A., Goldman Sachs Bank Europe SE, HSBC France, ING Bank N.V. (French branch), Natixis and Société Générale on the implementation of a €220 million Term Loan facility guaranteed by the French state for Europcar Mobility Group (Europcar).