Expert legal services and solutions for your business needs.
Fundraising and investment support for founders, companies and investors where structure, control, governance and execution are vital.
A fundraise is the most consequential commercial conversation a business has with the outside world. The terms negotiated in the first round shape every round that follows, the board dynamics that govern the company after the money arrives, the incentives of the people running it, and the optionality the founders keep at exit. The legal work is only part of the picture, but it is the part that compounds: the rights you give away in round one are very rarely won back, and the founder who signs an investment agreement that does not fit the business tends to pay for it for years.
What you get when you instruct Arbor on a fundraise or investment
Kate or Dan, depending on the sector, leads the deal personally and stays on the file through completion. The team behind them is senior too: lawyers who have been on the corporate side at City firms before joining Arbor, and who have actually negotiated the deal types we are advising on. You will not be handed to a junior to draft the SHA, then to a partner to approve the cover letter.
Ex-Magic Circle and Big Law expertise at the rate a Magic Circle associate charges. We agree the scope and fee envelope at heads-of-terms stage and tell you before the meter ticks past it. Most fundraises fit a fixed-fee structure to signing, a capped-fee structure through completion, or a phased model that mirrors the deal calendar.
The work on a £750k SEIS round, a $20m Series B and a $80m crossover round are not the same exercise compressed to different scales. The points that matter, the points that do not, the standard market positions and the things worth pushing on are different at every stage. We give you the answer that fits the round you are doing, not the one we would write if the budget were unlimited.
We act for founders, boards and investors in fintech and regulated financial services, media and media technology, software and SaaS, consumer technology and creator-led businesses, and the early-stage funds that back them. We do not need a primer on how an FCA-authorised payments business is valued, on the rights an SVOD platform negotiates with its content suppliers, or on where a Series A SHA tends to break for a UK fintech.
Sometimes the round in front of you is not the right one, or the lead investor is not the right lead. The terms are not always the problem; sometimes the strategic alignment is, or the timing is, or the dilution is. We will tell you that on the first call rather than wait for the meter to run. Where we are not the right firm for the deal, we will tell you and, where we can, point you to someone who is.
We sit alongside your founders, board, CFO and in-house team rather than around them. Where you want us to handle the deal end-to-end, including data room, due diligence responses, drafting and negotiation, we do that. Where you want to run the deal yourself and use us for senior input at the points that need it, we do that too. The aim is to reduce the friction the fundraise creates with the rest of the business, not add another layer to it.
What the first phase of a fundraise looks like
The shape of the engagement depends on the round and the side of the table you are on, but the first phase tends to follow a similar pattern.
On the company side, week one is about getting the deal teed up so the lead investor engages on the right terms. We look at the existing cap table, articles, option pool and any prior round documents, and tell you where the issues will surface before the lead gets to them. The output of week one is a short note on the structuring points worth raising before the term sheet, the rights worth holding the line on, and the rights that are not worth fighting about for this round.
On the investor side, the first phase is about commercial diligence and term-sheet discipline. We tell you what the company’s existing documents will let you do and what they will not, where the deal will break in negotiation, and which of the protections you are asking for will actually be enforceable when it matters. We work the deal calendar back from completion rather than forward from instruction so that the founders and management do not lose four weeks of operating focus to documents we could have agreed in two.
On a deal that is more complex, including secondaries inside a primary round, dual-class structures, regulated-business rounds, or cross-border investors with their own regulatory perimeter, we will agree the work programme and fee envelope before the term sheet is signed. Surprises on a fundraise are almost always avoidable; we plan the deal as if they will arrive anyway.
Two sector practices sit at the centre of the Arbor fundraising and investment team, and bring most of the recent work.
Kate leads fintech and financial services fundraising. The work covers everything from first institutional rounds for newly authorised firms through to growth equity and pre-IPO rounds for established platforms. The judgement that matters at this end of the market is regulatory and strategic, not only legal: how an FCA permission moves with a deal, what diligence a sophisticated investor will run on a regulated business, how to structure a round when the company is still in authorisation, when the SMCR landscape changes the negotiating position, and how to keep the regulatory perimeter clean across subsequent rounds. Kate brings the founder seat, the GC seat and the corporate seat to the deal, which is rarely true of a corporate-only practitioner.
Dan leads media and media-tech investment work. The sector has its own grammar: rights structures, content economics, talent and IP arrangements, distribution and platform agreements, the line between a media business and a media-technology business when the two are increasingly the same thing. Twenty-five years across legal, technology and media means Dan brings the sector’s actual operating logic to the deal rather than having to be taught it, and acts for founders, management teams, strategic acquirers and investors across the lifecycle from seed through to trade exit. The combination of corporate and sector judgement is what gets the deal landed on terms that survive the next round.
Our fundraising and investment services across the full company lifecycle
SEIS and EIS-compliant structuring, ASA and SAFE-equivalent instruments, advanced subscription, convertible loan notes, simple equity rounds, founder agreements, vesting and the option pool. The work pattern at this stage is fast and pragmatic.
Lead-investor-led equity rounds, BVCA-style documents, investor consent matrices, anti-dilution mechanics, drag and tag rights, founder and management protections, and the governance changes that arrive with the first or second institutional round. Investors look carefully at governance readiness when deciding whether to proceed and on what terms: clean decision-making, resolved founder alignment and tidy cap table mechanics all affect both price and pace, and we advise on getting the governance into the right shape before the term sheet lands as well as on the founder protections worth holding the line on once it does.
Larger primary and secondary rounds, dual-track preparation, multiple-class structures, tender offers, founder secondaries inside a primary, and the documents that scale with international and crossover investors.
Venture debt facilities, warrants, convertible notes and structured instruments that sit alongside or in advance of equity rounds, including the inter-creditor work that matters when more than one funder is on the cap table.
Liquidity rounds for founders and key managers, tender offers, structured exits and the tax and incentive points that need to be planned alongside them.
Minority strategic investments, commercial JVs that look like investments, corporate venture rounds, and the IP and commercial-rights questions that sit alongside the equity terms when the investor is also a customer or a partner.
Cap-table cleanup, articles and governance rework, pre-IPO restructuring, board and committee composition, prospectus support alongside chosen ECM counsel, and the decision-making that runs in parallel between a sale and an IPO process.
Trade sales, founder exits, earn-out structures, management roll-overs and the regulatory and sector-specific work that arrives on top of the headline transaction.
For the ongoing corporate work that surrounds a fundraise, see Corporate Advisory and Transactions.
For governance matters that arise out of or feed into a round, see Corporate Governance.
The sooner the right lawyer sees the round, the better the terms tend to be. Send us a short note about what you are working on and one of us – Kate for fintech and financial services rounds, Dan for media and media-tech rounds – will come back to you personally to talk it through. The first conversation is on us, and if we are not the right firm for the round we will tell you and, where we can, point you to someone who is.