Best Acquisition / Leveraged Finance Lawyers in Amman

About Acquisition / Leveraged Finance Law in Amman, Hashemite Kingdom of Jordan

Acquisition and leveraged finance refers to the legal and financial structuring of transactions where entities or investors seek to acquire companies or assets, often through borrowing or by using a significant amount of debt (leverage). In Amman, Hashemite Kingdom of Jordan, this area of law encompasses a blend of commercial, banking, securities, and company law, with the aim to facilitate mergers, acquisitions, management buyouts, and similar large-scale corporate transactions. Lawyers in this field guide clients through all legal considerations, compliance, structuring, and negotiations specific to local and regional regulations.

Why You May Need a Lawyer

Legal counsel is crucial for any stakeholder contemplating acquisition or leveraged finance transactions in Amman. You may need a lawyer for the following reasons:

• Drafting and negotiating complex loan, security, and acquisition agreements linked to debt-financed transactions.
• Ensuring compliance with local regulations, including anti-money laundering, company laws, and banking controls.
• Facilitating due diligence on target companies or assets to uncover legal, financial, or regulatory risks.
• Advising on structuring the transaction to optimize regulatory approval chances and financial outcomes.
• Securing regulatory approvals from authorities such as the Central Bank of Jordan or the Jordan Securities Commission.
• Resolving disputes arising from breach of financing covenants, cross-border issues, or shareholder disagreements.
• Navigating foreign investment restrictions, financial assistance rules, or sector-specific licensing requirements.
• Implementing security packages over Jordanian assets, including real property, shares, or receivables.

Local Laws Overview

Jordan boasts a well-developed legal framework supporting acquisition and leveraged finance. Key laws and regulations include the Companies Law, Banking Law, the Jordan Securities Law, and regulations from the Central Bank of Jordan. Foreign investors must also consider investment restrictions for certain sectors and seek regulatory approvals for direct or indirect acquisitions of local companies.

Secured financing is governed by the Civil Code and specific laws guiding the registration and enforcement of securities, such as mortgages and pledges. The bankruptcy and insolvency regimes are relevant for leveraged acquisitions, especially in assessing lenders' rights on default. Anti-money laundering regulations and competition laws also apply to major corporate finance transactions.

Specific documentation requirements, formalities for transferring shares or assets, public offer rules, and Central Bank of Jordan notification and consent requirements may affect the timing, structure, and feasibility of proposed transactions.

Frequently Asked Questions

What is leveraged finance, and how is it commonly used in Jordan?

Leveraged finance involves raising debt to fund acquisitions or corporate transactions. In Jordan, it is often used for mergers, acquisitions, management buyouts, and major corporate restructuring where companies or investors seek external funds, primarily via bank loans or capital markets.

Do foreign investors face restrictions when acquiring Jordanian companies?

Yes, certain sectors in Jordan are subject to foreign ownership restrictions or requirements for local participation. Approvals may be needed from the Companies Control Department or other regulatory authorities, depending on the sector.

What laws primarily regulate acquisition finance in Jordan?

The main laws are the Companies Law, the Banking Law, Jordan Securities Law, Civil Code (for secured transactions), and Central Bank regulations. Additional competition and anti-money laundering laws may also be relevant.

How are assets or shares secured as collateral in leveraged finance deals?

Collateral can include mortgages over property, pledges on shares, receivables, or movable assets. The creation and perfection of security interests require registration at relevant governmental registries to be enforceable.

Are there any restrictions on financial assistance given by the target company in a buyout?

Yes, similar to many jurisdictions, a Jordanian company is generally restricted from giving financial assistance for the acquisition of its own shares, though exceptions or structuring alternatives may be available in certain circumstances.

What is involved in the due diligence process in Jordanian acquisitions?

Due diligence in Jordan covers legal, financial, and regulatory aspects - including verification of corporate status, licenses, material contracts, litigation, employee matters, and compliance with local laws.

Is regulatory approval required for acquisition or leveraged finance transactions?

Often, regulatory approvals are needed, particularly from the Central Bank of Jordan for financial sector deals, Jordan Securities Commission for public companies, and competition authorities for large or sensitive transactions.

How long does it typically take to complete a leveraged acquisition in Amman?

Timelines vary depending on complexity, sector, and regulatory approval requirements. It typically ranges from a few weeks for private deals to several months when approvals or extensive due diligence are required.

What happens if a debtor defaults on a leveraged finance agreement?

If a borrower defaults, the lender may enforce its security interests, take recovery actions in local courts, or initiate insolvency or bankruptcy proceedings under Jordanian law. Local enforcement procedures must be followed.

Do Islamic finance principles apply to acquisition finance in Jordan?

Although Jordan has a conventional banking sector, Shariah-compliant (Islamic) acquisition finance structures are increasingly common, especially for clients seeking compliance with Islamic finance standards.

Additional Resources

For more information or regulatory guidance on acquisition and leveraged finance in Amman, the following organizations and resources can be valuable:

• Companies Control Department - for corporate registration, filings, and regulatory approvals.
• Central Bank of Jordan - for banking regulations, approvals, and monetary policies impacting finance deals.
• Jordan Securities Commission - for capital market rules, public company acquisitions, and disclosure requirements.
• Jordan Investment Commission - for foreign investment regulations and incentives.
• Jordan Bar Association - to find qualified legal professionals specializing in banking and finance law.

Next Steps

If you are considering a leveraged acquisition or complex finance transaction in Amman, Hashemite Kingdom of Jordan, it is essential to:

• Conduct preliminary research to understand the key legal and regulatory requirements for your transaction.
• Engage a reputable local law firm or legal specialist with expertise in acquisition and leveraged finance transactions.
• Prepare all necessary documentation and coordinate with financial, tax, and regulatory advisers early in the process.
• Allow sufficient lead time for due diligence and obtaining mandatory approvals from Jordanian authorities.
• Ensure that all agreements, security interests, and disclosures adhere to Jordanian law and are properly registered where required.

Taking these steps with professional legal guidance will help minimize risks and ensure compliance with local laws, increasing the likelihood of a successful acquisition or financing deal in Jordan.