Acquisition Finance Legal Advice

Buying a business often means raising finance alongside negotiating the deal itself. Our acquisition finance solicitors work with you and your lender to structure the funding, review loan documents and keep the finance and acquisition running to the same timetable.

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How Acquisition Finance Actually Works

Most acquisitions are funded through a mix of sources: a bank loan secured against the target’s assets, funding from the seller through deferred consideration, or investment from a private equity or debt fund. Each source comes with its own conditions, security requirements and reporting obligations, and these need to sit consistently alongside the sale and purchase agreement rather than being negotiated in isolation. Our solicitors based in Manchester work directly with lenders, borrowers and their other advisers to keep facility documents, security arrangements and the underlying acquisition agreement aligned, so nothing gets missed between the finance and the deal itself.

How Our Acquisition Finance Solicitors Help Business Owners

From negotiating loan terms to aligning security documents with the sale agreement, our team supports both borrowers and lenders through the process.

Loan Agreement Negotiation

We review and negotiate the terms of your acquisition finance facility, whether that is a bank loan, a debt fund arrangement or vendor financing, so the conditions you are agreeing to are ones you understand and can meet.

Security and Guarantee Documents

Lenders will usually want security over the target’s assets and, in some cases, personal guarantees from directors. Our acquisition finance solicitors explain what you are giving up, negotiate the scope of that security, and make sure it matches what was agreed.

Structuring Deal and Funding

Whether you are buying shares or assets, the funding structure affects tax treatment, timing and risk. We work with your accountant and lender to align the acquisition finance with the wider transaction from the outset.

Management Buyout Finance

If you are part of a management team buying the business you work for, we advise on the funding structure alongside the buyout itself, including how existing management shares, incentives and any rollover investment are documented.

Lender Side Representation

Our acquisition finance solicitors also act for banks and other lenders providing acquisition finance, preparing facility agreements, security documents and completing the checks a lender needs before funds are released.

What This Means for You

  • Loan terms that reflect the risks you are taking.
  • Finance and acquisition documents that move on the same timetable.
  • Security arrangements you understand before you sign anything.
  • One point of contact across the funding and the deal.
  • Fewer delays caused by mismatched finance and transaction paperwork.

When To Seek Advice

  • You have agreed a price and now need to arrange funding.
  • Your lender has sent a term sheet or facility letter.
  • You are structuring a management buyout that needs external finance.
  • A private equity or debt fund is proposing investment terms.
  • You need a solicitor to review security or guarantee documents.

Meet the Founder

Marium brings 22 years of experience advising businesses and lenders on acquisition finance, banking and corporate transactions across the UK and internationally. A Solicitor regulated by the SRA (ID: 277854), MCIArb, and DIFC Courts mediator, she founded MAR Legal to give businesses direct access to senior transactional legal advice without the overhead of a traditional firm.

Marium Razzaq - Solicitors in Manchester
Marium Razzaq
Solicitor & Director Mar Legal
MCIArb

Why Businesses Choose MAR Legal for Acquisition Finance

Solicitor Led Advice

Every facility and security document is reviewed by a qualified solicitor.

Fast Response

You deal directly with the solicitor negotiating your finance documents, start to finish.

Fixed Fee Pricing

Costs agreed upfront wherever the transaction allows, so funding decisions stay clear.

Lender Relationships

Experience acting for both borrowers and lenders across UK banking institutions.

Trusted by business owners and management teams across the UK for clear advice on acquisition finance.

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How Our Acquisition Finance Process Works

01

Initial Review

We look at the proposed funding structure and how it fits the wider acquisition.

02

Term Sheet Negotiation

Our acquisition finance solicitors negotiate the loan or facility terms alongside your lender or funder.

03

Documentation

We draft and review facility agreements, security documents and guarantees. 

04

Completion

We coordinate drawdown and security registration alongside completion of the acquisition.

What Our Clients Say

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Acquisition Finance FAQs

Acquisition finance is the funding used to buy a business, typically a bank loan, funding from a debt fund, or deferred payment terms agreed with the seller. It usually sits alongside the acquisition itself rather than replacing normal commercial lending, and the lender will usually want security over the assets of the business being bought. The right structure depends on the size of the deal, the assets involved and how much risk the lender is willing to take on.

This depends on the lender, the sector and the strength of the target’s cash flow, but it is common for debt to fund somewhere between 50 and 70 percent of a deal, with the remainder coming from the buyer’s own funds, seller financing or investor equity. Lenders will look closely at historic and forecast cash flow to assess what level of debt the business can realistically support after completion.

Most acquisition finance lenders will want a fixed and floating charge over the assets of the target company, and in some cases personal guarantees from directors or shareholders. The exact security package depends on the lender’s policy, the size of the loan and the assets available. We review what is being asked for and negotiate the scope of any personal guarantees before you commit to them.

Yes, sellers will sometimes agree to defer part of the purchase price, effectively financing part of the deal themselves, often through an earn out or loan note structure. This can reduce the amount of external debt needed and may make a deal possible where a bank alone would not lend enough. It needs careful drafting, so the deferred payment terms are enforceable and clearly linked to the acquisition agreement.

This varies with the size and complexity of the deal, but once heads of terms are agreed, arranging finance typically runs in parallel with legal due diligence and can take anywhere from a few weeks to a couple of months. Delays usually come from incomplete financial information or last minute changes to the security package, which is why early engagement with your lender and solicitor helps keep the timetable realistic.

Not necessarily. Many businesses use the same solicitor for both, since the finance and the acquisition documents need to work together, and duplicating advisers can slow things down and add cost. Larger or more complex facilities sometimes involve a separate banking team working alongside the corporate team handling the acquisition, but for most SME transactions one solicitor coordinating both makes for a smoother process.

Heads of terms are usually not legally binding on price and completion, precisely because things like finance can still fall through. If a lender withdraws, most deals allow either side to walk away without penalty, though exclusivity or break fee provisions sometimes apply. This is one reason it is worth having finance in principle agreed, or at least a clear funding plan, before heads of terms are signed.

MAR Legal provides advisory and documentation support in relation to acquisition finance transactions. Where a matter involves reserved legal activities, we work alongside appropriately regulated professionals, including banking and finance advisers where required.