1. Financial and Tax Structuring of Real Estate Transactions
Nearly all types of real estate projects require our proficient attention from structuring viewpoint. We gained extensive experience on elaboration of investment structures, channelling the cash flows, comparing tax beneficial jurisdictions and offering tax saving mechanisms for our clients. In this area of expertise, inter alia, we often deal with:
Nearly all types of real estate projects require our proficient attention from structuring viewpoint. We gained extensive experience on elaboration of investment structures, channelling the cash flows, comparing tax beneficial jurisdictions and offering tax saving mechanisms for our clients. In this area of expertise, inter alia, we often deal with:
- Advice on effective structures of cooperation and project acquisition;
- Structuring cash flows from the project between the partners, including cash flows from unstructured holdings of SPVs;
- Analysis of currency control impact to scheme of settlements and proposing the least risky and regulatory-burden way;
- Structuring acquisitions of development projects and properties, burdened with mortgage or otherwise, with involvement of third financing parties to settlements;
- Structuring transactions in the way to lessen monies transfers by use of debt assignments, offsets, submission of creditor and other tools;
- Long-perspective analysis of Ukrainian tax law impact to the project, structuring the cash flows;
- Review of tax regimes in different jurisdictions;
- Advice on effective tools of tax-efficient profit withdrawal from Ukrainian-based businesses; etc.
We usually create inter-practice analyst groups with involvement of tax, currency control and financial law professionals to solving our clients' needs. We also efficiently cooperate with outer financial, tax and business consultants engaged by the client in financial and tax structuring of the project.
2. Equity Finance & IPO
In our rich practice we came across various structures of depositing equity to the project. We individually approach each new project and use mentioned experience for advising on new trends in commonly utilized equity financing tools and creating new combinations of different financing mechanisms.
We advise our domestic and foreign clients on alterations of registered capital of target companies, direct investment and other long-scheduled payment schemes, joint financing of development projects and acquisitions and other attraction of financing from group companies and project participating partners.
Many international investment funds and institutional investors demand legal services related to their entering the projects through participation in some part of share capital of holding companies. We provide full legal assistance of private placement transactions, their structuring, targets' due diligence, drafting transactional documents, including placement memorandum, subscription agreement, and other documents, and assistance in fulfilment of pre-closing conditions.
One of the most rapidly developing instruments of attraction equity financing from third parties is public offering of shares or other participation instrument (GDR or ADR) at international stock exchange. We acted as legal counsel on a number of recent IPO transactions. Our role usually includes tactical planning and structuring the transaction according to the stock exchange requirements; due diligence; drafting and negotiating transactional documents (offering memorandum, listing documents, subscription agreement, depository agreement, etc); drafting legal opinions; assistance in fulfilment of pre-closing undertakings and full post-closing support.
3. Debt Project Financing and Collaterals
We have extensive experience of advising on numerous lending transactions from in-group financial assistance and NBU-registered cross-border loans, to bilateral and syndicated lending of major Ukrainian and international banks. We are market-recognized experts in project financing in Ukraine.
We provide high profile and intellectually demanded legal advice in collateralization of attracted facilities, we deeply investigate and utilize possibilities of land and property mortgage, including mortgage of land lease rights and facilities under construction.
Advising on debt finance and collateralization transactions we provide our clients with:
In our rich practice we came across various structures of depositing equity to the project. We individually approach each new project and use mentioned experience for advising on new trends in commonly utilized equity financing tools and creating new combinations of different financing mechanisms.
We advise our domestic and foreign clients on alterations of registered capital of target companies, direct investment and other long-scheduled payment schemes, joint financing of development projects and acquisitions and other attraction of financing from group companies and project participating partners.
Many international investment funds and institutional investors demand legal services related to their entering the projects through participation in some part of share capital of holding companies. We provide full legal assistance of private placement transactions, their structuring, targets' due diligence, drafting transactional documents, including placement memorandum, subscription agreement, and other documents, and assistance in fulfilment of pre-closing conditions.
One of the most rapidly developing instruments of attraction equity financing from third parties is public offering of shares or other participation instrument (GDR or ADR) at international stock exchange. We acted as legal counsel on a number of recent IPO transactions. Our role usually includes tactical planning and structuring the transaction according to the stock exchange requirements; due diligence; drafting and negotiating transactional documents (offering memorandum, listing documents, subscription agreement, depository agreement, etc); drafting legal opinions; assistance in fulfilment of pre-closing undertakings and full post-closing support.
3. Debt Project Financing and Collaterals
We have extensive experience of advising on numerous lending transactions from in-group financial assistance and NBU-registered cross-border loans, to bilateral and syndicated lending of major Ukrainian and international banks. We are market-recognized experts in project financing in Ukraine.
We provide high profile and intellectually demanded legal advice in collateralization of attracted facilities, we deeply investigate and utilize possibilities of land and property mortgage, including mortgage of land lease rights and facilities under construction.
Advising on debt finance and collateralization transactions we provide our clients with:
- General advice on business practices and conditions, including prevailing regulatory climate as well as the Ukrainian’s country risks;
- Consultation on foreign investment and currency control requirements;
- Comprehensive advice on the transaction structure, including tax favourable jurisdictions;
- Conducting legal due diligence of the borrowers and drafting legal opinions;
- Suggesting effective collaterals and scheme of their smooth submission within the course of project development;
- Drafting and negotiating loan facility agreement and security agreements, representing our clients in multilateral negotiations;
- Full assistance at closing post-transactional support.
We have also acted on a number of the most significant domestic corporate bonds issues in Ukraine. These, among other, include transactions that use innovative structures to resolve regulatory issues.
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