Forsters advises on Joint Venture between Invesco Real Estate and Marchmont Investment Management

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Forsters’ Commercial Real Estate team has advised a new Joint Venture between Invesco Real Estate and Marchmont Investment Management in its first acquisition of a portfolio of industrial and logistics assets in strategic locations across the UK.

The new Space Industrial platform has been established to acquire, manage and re-position multi-let assets with a key focus on ESG-credentials, offering value-add opportunities.  It has been seeded with funding provided by Marchmont and Invesco Real Estate Europe Fund III to acquire the portfolio comprising four assets in Milton Keynes, Sheffield, Manchester and Pershore. 

Forsters’ role included advising the client on all commercial real estate aspects of the acquisition, including carrying out title and tenancy due diligence, negotiating all contractual documents, co-ordinating tax, construction, planning and real estate disputes where required.

As the first four assets to be acquired by the fund, the work incorporated extensive collaboration with the Jersey trust advisors. Subsequently, the properties have been secured against debt finance, necessitating a financing transaction with the firm’s Banking and Finance team.

Cam Fraser, CIO of Marchmont said “The UK multi let industrial (MLI) market has repriced more rapidly than others, presenting an opportunity for Space Industrial to invest in high-quality, income-producing MLI real estate, promising strong risk-adjusted returns. The venture will target assets between £10m-£100m and will look to provide capital solutions for Industrial Real estate platforms.”

The project team was led by Victoria Towers and Andrew Crabbie. Banking advice was led by Rowena Marshall.

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Forsters advises McLaren Applied Limited on its Asset Based Lending (ABL) facilities.

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Forsters has advised McLaren Applied Limited, which is known as a technology first supplier, notably to the motorsport industry in relation to its ABL and cashflow facilities with IGF.

In 2021, McLaren Applied Limited was bought as part of an MBO backed by longstanding Forsters client Greybull Capital who ran the management acquisition of McLaren Applied Limited.

This transaction highlights Forsters’ expertise in advising borrowers on their ABL facilities which are becoming increasingly popular in the UK debt market.

Rowena Marshall and Maximilian Spies-Majewski, from the Forsters Banking & Finance team, alongside PwC’s Debt & Capital Advisory team acted as key advisors to McLaren.

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The Register of Overseas Entities – 5 steps lenders should be taking now

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There has been a plethora of recent articles about the Economic Crime (Transparency and Enforcement) Act 2022 (the “ECA”) and its provisions which deal with the register of overseas entities (the “Register”), but given that the Register is not yet in force and there is no suggestion as to when it will become effective, how concerned should lenders be?

Is it really worth spending time and effort considering the new regime when we don’t yet have all the details as to how it will work in practice?

The simple answer to this is yes. We know that the Register is on the legal horizon and given the speed with which the ECA received Royal Assent (after it was essentially written off last year), we can expect that the setting up of the Register will be fairly high on the list of government priorities. On this assumption, it would be sensible for lenders to take certain steps now to ensure they are adequately protected when the Register takes effect.

So, what are the five main steps that lenders can take now, before the Register is in place?

  1. Get up-to-speed on the relevant provisions of the ECA. Understand what the Register is intended to achieve, to whom it will apply and how it will work. Read our client briefing note on how the Register will affect lenders and get in touch with your usual Forsters contact if you would like specific training or have any questions about the Register.
  2. Be mindful of your current clients and security portfolios already in place. Where an overseas entity acquired UK property before 1 January 1999, it will need to apply for registration once the Register opens. Such entities will have six months to apply for registration.
  3. Consider whether it would be sensible to inform any of your clients about their potential registration requirements. Although ensuring registration compliance is not a lender’s responsibility, it may be prudent to encourage certain clients to begin collating the information that will be required for registration.
  4. Ensure that the documentation for facilities which are currently at the negotiation stage include the necessary comfort and protections that you, as a lender, will require when the Register takes effect. You will want to ensure that the overseas entity has a contractual obligation to apply for registration within the required time period, undertakes to complete the annual updates as required and sends evidence to you that they have so complied.
  5. Ensure that you periodically check to see whether a date has been announced upon which the Register will open. We will provide an update on this, but it is also likely to be published in the press and on the gov.uk website.

Disclaimer

This note reflects our opinion and views as of 26 April 2022 and is a general summary of the legal position in England and Wales. It does not constitute legal advice.

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New Podcast: Generation Now – Disrupting Perceptions

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A Forsters podcast series that delves into the minds of some of today’s most ambitious and successful entrepreneurs. They have grown businesses that are disrupting the way we live, how we buy, and the way businesses are run. How have the life experiences of this generation informed their success and what can we learn from them?

In this series, Forsters’ Commercial Real Estate Partner, Katherine Ekers, along with up-and-coming lawyers from across the firm, talk to five different trailblazing entrepreneurs. Discover how they rolled with the punches, how they took an existing market or business model and innovated it to suit changing needs and how they disrupted the status quo to reflect and even affect the world we live in today.

We hear the phrase ‘next generation’ a lot – but we wanted to talk to people who are facing these challenges right now. Not the ‘next generation’ but Generation Now.

Listen now!

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Generation Now – Episode One: Appear Here founder, Ross Bailey on trailblazing flexible retail spaces

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In episode one of our latest podcast series, Generation Now – Disrupting Perceptions, host Katherine Ekers talks to entrepreneur and wunderkind Ross Bailey – the founder and CEO of Appear Here – an online marketplace for short term retail space.

They’re joined by Rowena Marshall, Partner in Forsters’ Banking & Finance team.

To continue the conversation on social media, use #ForstersGenNow.

Listen to more episodes and subscribe

Listen on Spotify
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You can listen to more episodes of Generation Now – Disrupting Perceptions here on our website, as well as subscribe on your favourite podcast services, including:


Take 5 with Rowena Marshall

In this five minute interview Rowena provides an honest review of talking to Ross Bailey, as well as sharing her own career journey. What did she learn, what surprised her the most and what is her millennial stereotype pet peeve?

What did you enjoy the most about interviewing Ross Bailey?

It was definitely hearing Ross’ story of how his business came to be. Ross is clearly someone who is passionate about his sector and it seemed his success comes from a desire to improve the communities we are all part of. To have such an entrepreneurial drive at a young age is inspiring, Ross never sits back and accepts the status quo. Something we could all learn from – even risk adverse lawyers like me!

What kind of advice/ legal services do you provide to next-gen clients?

As a banking and finance lawyer I advise next gen-clients who are using finance as a means to expand their operations, whether that is in the real estate or corporate space. My next gen-clients include developers, property investors, family offices and business owners. Many of my clients are getting finance for the first time, and as that injection of funds enables them to accelerate their growth it is a really exciting time for me to be part of their journey by providing strategic advice and guidance to them.

What piece of advice would you provide to next-gen clients?

I think we can all learn from Ross and not accept the status quo.

Tell us a bit about your career journey

I am approaching my eight year anniversary at Forsters. I moved at a time when I was thinking about my career progression and Forsters always struck me as a progressive firm which appealed to an ambitious young and female lawyer like me. Having been made partner 2 years ago, I think I am an example of the firm’s commitment to the next-gen (albeit as I get older I am close to no longer being part of this category!).

What is your millennial stereotype pet peeve?

That there is even a stereotype at all! Millennials are people born across a 20 year period so I cannot imagine that we all share the same traits!


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Episode Two: Auction Collective founder Tom Best on reinventing the art auction

Katherine talks to Tom Best, the founder of The Auction Collective which aims to simplify the auction process, making art accessible for more people.

Generation Now - Disrupting Perceptions: Episode 2

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The Recovery Loan Scheme: Autumn Budget Update

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October’s Autumn Budget announced some key changes to the terms of the Recovery Loan Scheme.

Recovery Loan Scheme

As we explained in our previous article, The Recovery Loan Scheme: A Summary, the Recovery Loan Scheme (the “Scheme”) has been available since April 2021 for UK businesses which have been adversely affected by COVID-19. The Scheme was initially set to run until 31 December 2021.

Extension of Scheme

In his Autumn Budget on 27 October 2021, the Chancellor of the Exchequer announced that the Scheme would be extended for six months, with applications able to be made until 30 June 2022.

Changes to the Scheme

Along with the extension, various other changes to the Scheme will take effect in relation to applications and offers made on or after 1 January 2022. A comparison table of the current terms against the new terms is set out below.

  • The Scheme will only be available to small and medium sized businesses
  • The maximum amount of funding available to any business will be £2 million
  • The government’s guarantee coverage to lenders will be 70%.

We expect that further details about these changes will be published in due course.

Next steps

The changes will not affect those businesses which have already received a loan under the Scheme but if you are considering applying for the Scheme and are a large business or wish to borrow more than £2 million, it would be advisable to complete your application sooner rather than later.

Given that the Scheme was initially meant to end on 31 December 2021, the announcement may well provide an unexpected helpful boost for smaller businesses in the new year. However, given the long-lasting economic effects of the pandemic, those enterprises which will be struggling into 2022 after what has already been a very tough couple of years may not consider the extension of the Scheme to be enough to counterbalance the new restrictions.

Current terms (until 31 December 2021) New terms (effective 1 January 2022)

Scheme ends 31 December 2021

Scheme ends 30 June 2022

Available to most businesses regardless of size

Available to SMEs only

Maximum amount available: £10 million

Maximum amount available: £2 million

Government-backed guarantee to lenders: 80%

Government-backed guarantee to lenders: 70%

Rowena is a Partner in our Banking and Finance team.

Disclaimer

This note provides a general summary of the legal position in England and Wales as at 8 November 2021. It does not constitute legal advice.

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Forsters advises Greybull Capital on the purchase of McLaren Applied

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A cross departmental team, led by Client Relationship Partner, Craig Thompson, and Senior Associate Daniel Bryan, has advised long-standing client, Greybull Capital, on their high-profile purchase of the McLaren Group’s Applied business division.

The business will continue to be led by McLaren Applied’s current management team and will continue to service its existing customer base with the company aiming to further expand on its current business strategy.

Commenting on the purchase, Marc Meyohas (Managing Partner at Greybull Capital), said “McLaren Applied is at the forefront of British innovation. For over 30 years, McLaren Applied has helped lead the way on the digital and electric evolution of motorsport and the application of these Formula 1 technologies is becoming increasingly widespread. Applied is playing a key role across the transport sector providing solutions that allow for greater resource efficiency, connectivity and electrification.”

“Forsters are thrilled to have advised Greybull on this significant deal, having acted for Greybull on a number of transactions over the years, and we look forward to seeing the Applied business drive forward its growth strategies.” Craig Thompson commented.

A cross-practice group of lawyers from across Forsters’ Corporate & Commercial, Real Estate, Tax, and Finance teams, worked together with Greybull on the acquisition. In particular, Craig was assisted by Daniel Bryan and James Hamilton. Helen Streeton led on real estate, supported by Anthony Goodmaker and Emma Francombe. Elizabeth Small led on tax, and Rowena Marshall led on finance.