Michelle is an experienced ex magic circle corporate banking lawyer and has acted over the past 20 years for a variety of international clearing and investment banks, financial institutions, private equity houses, corporate borrowers (public and private companies (including SMEs), both in private practice and in house at financial institutions advising clients on:
- Bi-lateral, club, investment grade and syndicated lending;
- Corporate and wholesale lending (in European, African and other emerging markets);
- Leveraged and acquisition financing (including public to privates and management buy outs);
- Consensual pre insolvency restructurings (acting for amongst others bank coordinating committees);
- Cash management and treasury services; and
- Legal compliance/regulatory advisory services, including liaison with the British Bankers Association and the FCA and preparing senior stakeholders for FCA and other regulatory body interviews.
- Investment banks
- Financial institutions
- Private equity houses
- Corporate borrowers
- Lead live side banking lawyer in relation to a clearing bank’s review of the past sales of interest rate hedging products to eligible non sophisticated/SME customers, as required by the FCA. This involved not only shaping and determining Barclays’ internal and external policy, customer case review and determination of the redress to be offered to customers, but also protecting the eligible customer’s interests to ensure that their existing hedged loans were not accelerated or adversely varied by the bank whilst their cases were reviewed.
- Legal compliance advisory advice to a clearing bank undergoing sanction and money laundering regulatory reviews. This including amongst other matters:
- attending independent person and skilled person regulatory; interviews with senior stakeholders;
- ensuring that documents and data released to regulatory persons are within the agreed scope of the review; and
- acting in an advisory interface role for the business in respect of different aspects of the reviews.
- Acted for Citigroup and Barclays Bank PLC in relation to a public to private acquisition of a utility group, which was funded by the provision of £333,000,000 term facilities, a £95,000,000 capex facility and a £30,000,000 revolving credit facility and in relation to the subsequent sell off of part of the ring fenced supply business, a reorganisation /hive across of the assets and a subsequent sale to comply with EU directives.
- Acted for Permira funds in relation to a bid by a newly incorporated U.K SPV to effect the acquisition of a healthcare group, financed by EUR 1,750,000,000 senior, uncommitted acquisition/capex, second lien and revolving credit facilities, EUR 475,000,000 mezzanine facilities, a subordinated bridge facility and a EUR 160,000,000 PIK facility.
- Acted for Deutsche Bank AG, London Branch in relation to the provision of a multicurrency EUR 60,000,000 revolving credit facility (English law governed but containing US style incurrence covenants specifically governed by US law) and EUR 598,000,000 senior secured guaranteed floating rate notes to an international group, which was secured by security granted by subsidiaries in Italy, Luxembourg, France and Spain.
- Acted for Goldman Sachs and Deutsche Bank AG, London Branch in relation to the following financings to an international chemical distribution group:
- the refinancing of EUR 1,404,690,000 senior facilities and a EUR $343,000,000 second lien facility by senior secured notes, secured by security taken in 14 foreign jurisdictions;
- amendments to adjust the interest rate on the senior facilities and permit an IPO to refinance a mezzanine facility, including obtaining consents from 175 bank syndicate members/implementation of yank the bank commitments for non-consenting banks;
- the provision of “add on” £102,000,000 and CHF 100,000,000 senior facilities and top up EUR acquisition facilities to fund the acquisition of a UK target Group, a Swiss target group; and
- provision of EUR 800,000,000 senior facilities, $605,000,000 senior facilities, a EUR 100,000,000 second lien facility and EUR 285,000,000 mezzanine facility utilised to fund shareholder re-capitalisations.
- Acted for the Royal Bank of Scotland plc as agent and National Westminster Bank Plc in relation to the provision of an undisclosed facility to finance the purchase of shares from minority members of a prominent UK bakery.
- Acted for an equity house in relation to the financing the sale and leaseback of University student residences.
- Acted for the Royal Bank of Scotland N.V, the Senior Agent and Security Trustee and a coordinating committee of banks comprising the Royal Bank of Scotland N.V, Nordea Bank AB and Norddeutsche Landesbank Girozentrale, Royal Bank of Scotland N.V, in relation to a sale by way of enforcement of share security to a third party trade purchaser of group of companies (a producer of special steel products for the heavy automatic and general engineering industries) subject to European competition clearance and ultimately resulting in the repayment of circa 80 % of the lenders’ EUR 385,000,000 and SEK 430,000,000 senior debt.
- Acted for a coordinating committee comprising Sampo Bank plc, Nordea Bank Finland plc, Bayerische Landesbank, Skandinaviska Enskilda Banken AB (publ), in relation to an extension, deferral and forbearance agreement. This imposed a standstill on bi lateral facilities totalling in aggregate EUR 631,337,662 made available to an international group, pending (i) a Plan A refinancing by way of a trade sale and debt restructuring and (ii) a contingency Plan B formal debt refinancing, equity and balance sheet deleveraging. Senior lenders were granted options to acquire a controlling interest in the group via a newco. A super senior £20,000,000 working capital facility agreement was also to be made available to the group to the extent that competition clearance was not granted and/or the trade sale was not consummated by a particular long stop date.
Previous Law Firms
- Clifford Chance LLP
In house legal counsel secondments:
- Standard Chartered Bank
- The Royal Bank of Scotland plc
- Barclays Bank PLC
- JPMorgan Chase
- Leicester University (LLB)
- Chester College of Law