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Jonathan Morris

“If a family wants to attract third party investment, it often needs to think more like an institution.” Jonathan Morris, Partner - M&A and Corporate Finance

M&A and Corporate Finance

The entrepreneurs that Bryan Cave Leighton Paisner advise require expert corporate structuring. Across our firm as a whole, Bryan Cave Leighton Paisner helps to execute over 250 corporate transactions per year, which had a total cumulative deal value exceeding £18bn over the last five years. We have been tier-1 ranked for mid-market M&A and mid-cap flotations for each of the last 10 years by independent legal directories.

Our team are expert in advising on the corporate structures held by high-net-worth individuals and their families, and advises clients in areas such as:

  • Corporate mid-market M&A;
  • Corporate transactions;
  • Capital raising;
  • Joint ventures;
  • Commercial arrangements;
  • Regulatory compliance;
  • Finance arrangements;
  • Structuring for start-ups and growing businesses;
  • Restructuring on take-overs, mergers and acquisitions; and
  • Tax planning including exemptions, reliefs and deferrals.

Case studies

  • Structuring image

    Special share-classes can help attract investors on the right terms

    Our client wanted to offer shares in his company to external investors for the first time. We restructured the company to create a new class of shares which would give investors a secure income-return but ensure control remained with our client. We then drew up a shareholders’ agreement which included pre-emption rights in favour of our client, and set out different shareholders’ rights on a sale of the company. These steps allowed him to find the investment he wanted, on terms he was comfortable with.

  • Structuring image

    Multi-country businesses should consider where profits arise

    Our client had built up a hotel business with operations in several European countries. First we reviewed the business’s tax model. Then we mapped the assets, intra-group services, and third-party contracts. Then we put new arm’s length contracts and service agreements in place.

    These new arrangements allocated profits more appropriately to the relevant jurisdictions and minimised the risk of a tax enquiry. The new contracts also made the responsibilities of the group companies much clearer, and made the third party providers more accountable.

  • Structuring image

    Restructure to match buyer’s profiles

    Our client wanted to sell part of a complex property-portfolio to a commercial-property specialist. 

    We restructured the portfolio to put all the commercial properties into a new vehicle and advised on its sale. The residential and development properties were retained in the existing company.

"They offer high-quality advice, are very quick in responding and have an excellent level of communication."

Chambers UK 2016 – Private Client

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