Private Equity & Venture Capital
Advising investment funds, institutional investors and high-growth companies on the structuring, execution and exit of sophisticated private capital transactions.
Special Situations
Special situations are won on structure, sequencing and control of downside risk. We support private capital investors and specialised funds in transactions involving distressed assets, complex stakeholder landscapes and time-critical execution.
Our work includes acquisitions of non-performing loan (NPL) portfolios, creditor positions and distressed platforms, as well as loan-to-own strategies where debt positions provide a route to control. We advise on enforcement scenarios, priority analysis, security and guarantees, and restructuring-driven carve-outs — often in regulated environments.
We regularly advise investment funds and specialised investors in the structuring and execution of complex transactions involving distressed assets and opportunistic investment strategies, including loan-to-own structures, acquisition of non-performing loan portfolios and hybrid capital structures.
These operations often require coordination with regulatory, financial and competition specialists within our international network of collaborators.
Venture Capital
We represent venture capital investors and high-growth companies across the full funding journey — from seed and Series A through later-stage growth rounds and cross-border expansion.
Our scope covers term sheet strategy, governance and control rights, founder and investor protections, and the design of preference structures (liquidation preferences, anti-dilution, pro-rata and information rights).
We regularly assist founders and investors in the negotiation of shareholder arrangements, governance frameworks and financing documentation required for scalable growth structures.
From the birth of the project to the desinvestment mechanism and preparation of companies for capital markets access, including listings on growth markets such as BME Growth.
Private Equity Transactions
We partner with sponsors, institutional investors and corporate groups on the full transaction lifecycle — from thesis and structuring to signing, closing and exit.
On the acquisition side, we lead buy-side M&A processes for leveraged buyouts (LBOs), add-ons and platform investments, coordinating the legal workstream from term sheet to SPA signing and closing. We structure equity and shareholder arrangements (governance, reserved matters, management participation, leavers, ratchets and incentive plans) to align sponsors, investors and executives.
Where transactions are leveraged, we support the design and implementation of the capital structure — debt/equity mix, acquisition financing, security packages, guarantees and intercreditor dynamics — working closely with lenders, debt funds and financial advisers to keep the financing bankable and executable.
Execution is treated as a discipline: we manage due diligence, negotiation strategy, risk allocation, conditions precedent, regulatory clearances where applicable, and closing deliverables, coordinating local counsel in cross-border deployments.
Fund Formation
We support sponsors and investment managers in the creation and structuring of private equity and venture capital funds, including the establishment of management entities and the design of investment vehicles (SPVs) adapted to the needs of institutional investors.
Our work includes the structuring of fundraising processes, investor participation frameworks and governance systems designed to support long-term portfolio development.
Assistance on the design of carried interest structures and performance incentive schemes for fund managers and investment teams.
The process includes coordination with the Spanish securities regulator (CNMV), as well as preparation for institutional investor due diligence and regulatory compliance processes applicable to private capital funds.