Best Acquisition / Leveraged Finance Lawyers in Maspalomas

1. About Acquisition / Leveraged Finance Law in Maspalomas, Spain

Acquisition and leveraged finance in Maspalomas centers on funding a business purchase with substantial debt relative to equity. This approach is common in hotel and leisure sector deals that are typical in the Canary Islands. Spanish law governs the contractual structure, security arrangements and corporate approvals involved in these transactions.

In Maspalomas, lenders and borrowers often rely on a combination of debt facilities and security packages. Real estate assets may be pledged as collateral through hipoteca (mortgage) and, in some cases, pledges on movables or receivables. The property registry and local recording offices ensure the effective perfection and priority of these securities.

Due diligence for leveraged deals in this area typically includes corporate structure review, title and encumbrance checks on Canary Islands properties, permits for operation of hospitality assets, and a review of any local taxes such as IGIC implications. Compliance with European Union directives on cross-border finance and anti-money laundering rules also plays a crucial role.

2. Why You May Need a Lawyer

When pursuing leveraged finance in Maspalomas, a specialized lawyer helps avoid costly missteps and align the deal with Spanish and EU law. Below are concrete scenarios where legal counsel is essential.

• A hotel acquisition in Maspalomas funded by a €60 million syndicated loan requires reviewing the term sheet, facility agreements and security package before signing. You need counsel to negotiate covenants and ensure proper perfection of hipoteca on the hotel property.
• A Maspalomas developer seeks refinancing of a real estate portfolio with multiple lenders. You must verify lien clearance, coordinate with the Registro de la Propiedad, and align security interests across jurisdictions.
• An international buyer uses a mezzanine debt layer in a local M&A. Counsel is needed to draft or amend intercreditor agreements and to ensure compliance with Spanish corporate governance rules for the target company.
• A cross-border acquisition involves acquiring a Canary Islands company with local employees. You require advice on due diligence for employment law, employee protections and any necessary local approvals.
• The target faces potential financial distress. You need guidance on negotiations under the Ley Concursal framework and preparation of pre-insolvency restructuring options to protect creditor value.

3. Local Laws Overview

The acquisition and leveraged finance landscape in Maspalomas is shaped by key Spanish statutes and their interpretations. The following laws form the backbone for corporate finance, securities and insolvency matters.

• Ley de Sociedades de Capital - Real Decreto Legislativo 1/2010, de 2 de julio, por el que se aprueba el texto refundido de la Ley de Sociedades de Capital. This law governs corporate structure, capital requirements and major transactions such as mergers and acquisitions. It remains a reference point for shareholder approvals and dilution issues in leverage scenarios.
• Ley del Mercado de Valores - Real Decreto Legislativo 4/2015, de 23 de octubre, por el que se aprueba el texto refundido de la Ley del Mercado de Valores. It covers disclosure, securities issuance, trading and market conduct relevant to leveraged financing that involves public instruments or listed targets.
• Ley Concursal - Ley 22/2003, de 9 de julio, Concursal. This framework governs insolvency proceedings, restructurings and creditor rights. It is especially relevant if a deal enters distress or needs formal restructuring steps.

The Canary Islands operate within the Spanish tax and regulatory regime, including EU and national rules on money laundering and capital markets. For official texts, consult the Boletín Oficial del Estado (BOE). See official references at the end of this guide for quick access to source materials.

Official texts and updates are published by the Spanish government and regulators. See BOE for primary statutes and CNMV for market supervision.

Practical trends to note in Maspalomas include a continued emphasis on due diligence for hotel assets, careful perfection of security interests in real estate, and diligence around cross-border funding structures. The regulatory environment favors transparent disclosures and robust risk management by lenders and borrowers alike.

For authoritative government information, consult the following sources: CNMV, Banco de España and BOE. These bodies provide official descriptions of market rules, financial supervision, and the texts of applicable laws.

Sources and references: CNMV, Banco de España, Boletín Oficial del Estado.

4. Frequently Asked Questions

What is leveraged finance in Spain and how does it work in Maspalomas?

Leverage finance uses significant debt to fund an acquisition with equity. In Maspalomas, lenders require strong collateral packages and robust due diligence on target assets like hotels. A local abogado can negotiate facility terms and ensure proper security perfecting.

How do I start a due diligence for a Maspalomas acquisition?

Begin with a data room request covering corporate structure, property titles, permits, and financials. Your legal team coordinates with tax advisers and engineers to confirm asset quality and compliance. Expect a 2-4 week preliminary phase.

What is the difference between a mortgage and a pledge in Spain?

A hipoteca secures real property and typically requires registration at the Registro de la Propiedad. A prenda secures movable assets or receivables, often without real estate registration. Both terms affect enforcement in default scenarios.

What are typical covenants in Spanish leveraged loan agreements?

Covenants may include financial tests, restrictions on asset sales, capex limits, and mandatory reporting. In Spain, lenders frequently seek liquidity covenants and performance covenants tailored to the target sector.

Do I need a local Maspalomas lawyer for cross-border financing?

Yes. Local counsel helps with property registration, local contract enforceability, and regulatory compliance. International deals often require coordination with foreign counsel and local tax advisers.

What is the timeline for closing a Maspalomas leveraged finance deal?

Typical timelines range from 4 to 12 weeks, depending on due diligence breadth and lender coordination. Real estate closings may require additional time for registry registrations and permit clearances.

Do I need to understand IGIC for deals in the Canary Islands?

Yes. The Canary Islands use the IGIC tax regime, which differs from mainland VAT. Tax implications may affect pricing and cross-border pricing structures in the deal.

Can a Maspalomas acquisition involve a public market element?

Yes if the target is listed or if there is a public debt instrument involved. In such cases, the Ley del Mercado de Valores and related disclosure rules become more relevant.

Should I involve the National Securities Regulator (CNMV) in a deal?

Only if the deal involves listed securities, public offers, or regulated market activities. For private leveraged finance, CNMV involvement is typically limited to compliance with market rules where applicable.

How much does a leveraged finance legal review cost in Maspalomas?

Costs vary by deal complexity, but expect a structured fee arrangement with a mix of hourly rates and fixed milestones. A typical initial due diligence review may range from a few thousand to tens of thousands of euros.

Is there a fast track for cross-border M&A in the Canary Islands?

There is no universal fast track; however, advanced planning and early engagement with local counsel can streamline regulatory and real estate registrations. Coordination with EU compliance is common for cross-border deals.

5. Additional Resources

• CNMV - Comisión Nacional del Mercado de Valores supervises and regulates securities markets, investment services firms, and listed issuers. Official site: https://www.cnmv.es
• Banco de España - central bank and financial supervisor affecting lending, prudential standards and monetary policy. Official site: https://www.bde.es
• Boletín Oficial del Estado (BOE) - official publication for all laws, royal decrees and legal notices. Official site: https://www.boe.es

These sources provide authoritative texts and guidance relevant to acquisition and leveraged finance transactions in Spain and specifically in the Canary Islands, including Maspalomas.

6. Next Steps

1. Define the deal and identify key goals, assets, and financing structure. Do this within 1-2 weeks of initial strategy planning.
2. Search for a Maspalomas or Canary Islands based abogado with M&A and leveraged finance experience. Allocate 1-3 weeks for preliminary outreach.
3. Check credentials using the Consejo General de la Abogacía Española network and the local bar association if available. Allow 1 week for verification.
4. Arrange a paid, written engagement proposal from 2-3 law firms and compare scope, fees, and timeline. Complete within 1-2 weeks.
5. Prepare the initial due diligence data room and appoint tax and real estate advisers to support the abogado. Expect 1-3 weeks for data collection.
6. Draft or review the credit facility agreement and security package with local perfection steps in mind. Coordinate with lenders and the Registro de la Propiedad as needed. 2-6 weeks depending on lender requirements.
7. Execute the engagement and begin formal closing preparations while maintaining ongoing communication with all stakeholders. Ongoing until close.