We provide lender-ready capital raise packaging and debt or equity placement support for business owners and buyers looking to secure serious term sheets and close funding on a defined timeline.
For business owners and acquirers pursuing private debt or equity, submit your deal for review. We revert within one working day with next steps and either a quote for our services.
For pre-submission discussions, we offer paid consultations. To initiate underwriting and lender outreach, submit the deal.
AI Lender Match helps business owners, investors, and sponsors identify lenders that fit their deal profile without wasting weeks on cold outreach. Get a smarter starting point for acquisitions, commercial real estate, trade finance, and structured debt transactions.
An unincorporated joint venture, or UJV, is a contractual arrangement between two or more parties that choose not to create a separate company for the project. The parties work together under a joint venture agreement while keeping assets, liabilities, and tax positions on their own balance sheets. In mining, energy, transport, and other capital-heavy sectors, that can offer speed and flexibility. It also creates lender questions around cash flow control, security, liability, and enforcement.
A UJV can be commercially useful when sponsors want to keep licenses, reserves, or tax attributes in place without transferring everything into a separate SPV. It can also be harder to finance if the documents are weak, the voting mechanics are vague, or the lender has no clear path to security and cure rights. The structure is workable. The paperwork has to be tight.
| Issue | Unincorporated Joint Venture | Incorporated Joint Venture |
|---|---|---|
| Legal Personality | No separate legal entity. The contract governs rights and obligations. | A company, LLP, or other vehicle has its own legal status. |
| Ownership of Assets | Assets are usually held directly by the participants, often as tenants in common or through an operator structure. | Assets are typically owned by the SPV. |
| Tax Position | Profits and losses generally flow directly to the participants. | The entity is taxed first, then value is distributed. |
| Liability | Liability follows the contract and applicable law. It may be several or, in some cases, joint and several. | Liability is usually limited to the ownership interest in the vehicle, subject to guarantees and other support. |
No new company needs to be formed just to start the relationship. That can reduce setup work and shorten the early phase of the transaction.
Sponsors can often keep direct exposure to reserves, production, licenses, and concessions rather than pushing everything into a separate vehicle.
Participants may preserve existing tax attributes and book their share of economics directly, depending on the jurisdiction and accounting treatment.
A participant may transfer an undivided interest in the project rather than selling equity in a company, subject to consent rules and lender conditions.
Main point: a UJV is not a shortcut around lender discipline. It simply changes where the rights sit and how the financing package has to be built.
One participant, often the operator or strongest sponsor, raises debt and may on-lend or carry the others. Lenders look to that borrower’s balance sheet and its UJV interest.
Each participant funds its own share. This avoids some cross-party credit risk but can complicate project execution if one sponsor falls behind.
A bank group extends parallel facilities to the sponsors under a common framework. Covenants and security principles can be aligned while drawdowns remain separate.
Some projects mix sponsor funding, shareholder support, and external debt. The more layers you add, the more important the intercreditor and control mechanics become.
| Risk Area | Typical UJV Position |
|---|---|
| Cost Overruns | Usually shared in line with participation interests. A defaulting party may face dilution, suspension, or buy-out consequences. |
| Operator Performance | The operator may owe indemnities for negligence or breach, but lenders usually want cure rights before removal. |
| Withdrawal Or Default | An exiting or defaulting party may lose future economics while still carrying liability for previously approved budgets or obligations. |
| Force Majeure | Relief is usually tied to the work program and contract wording. Insurance proceeds are often shared pro rata unless the documents say otherwise. |
Common mistake: sponsors often assume a good commercial relationship is enough. It is not. If the voting rules, default remedies, and transfer clauses are loose, the lender will pick that apart fast.
If your project involves multiple sponsors, split ownership, or a UJV structure that needs to be packaged for lenders, Financely can help shape the financing case and prepare it for market.
Not automatically. It can be quicker to set up, but lenders often need more work on security, governance, amendment controls, and participant-level cash flow analysis.
Often yes, but the answer depends on the governing law, the asset type, the licensing regime, and the joint venture documents. This needs to be checked early.
Because they may want direct ownership of reserves, licenses, production shares, or tax attributes without transferring everything into a separate company.
Poor drafting. Weak voting rules, bad default remedies, and unclear transfer rights can make a financeable project hard to close.
Submit your deal using our secure intake form, and receive a quote within 1-3 business days. Existing clients can connect with their relationship manager through our secure web portal.
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Thank you for considering working with us. A nominal fee of US$500 is required upon completion of each form. This fee covers the time and effort we invest in reviewing your submission and crafting a thorough proposal. We receive numerous inquiries and prioritize those that carry this fee, ensuring serious applicants receive prompt attention.
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Disclaimer: Financely provides financing based on due diligence and feasibility. Approval is not guaranteed, and past performance does not predict future outcomes. All terms are subject to review. Financely primarily assists with structuring and distribution. Qualified parties carry out the project if the client approves the proposal.
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All mandates start with an RFQ. We review submissions, issue a brief Go/No-Go memo, and where bankable, release a Term Sheet that leads to funding. We arrange capital across Senior Secured, Unitranche, Second Lien/Mezzanine, Preferred Equity, and Gap Solutions. We do not process deals by email or chat.
Letters of Credit, Standby LCs, Confirmations, Receivables Finance, and Inventory Lines with control.
Funding arranged for trade flows with instruments sized to your cycle and aligned to delivery and settlement.
Move forward to secure working capital and keep goods moving. Submit the RFQ to start underwriting for funding.
Limited or non-recourse structures for energy and infrastructure with lender-ready materials.
Funding solutions aligned to project cash flows with credible covenants and conditions to reach notice to proceed.
Advance the file to termable status. Submit the RFQ so we can underwrite and secure funding.
Debt and Preferred solutions anchored on cash flow, Quality of Earnings, and clear closing mechanics.
Funding across senior, unitranche, and preferred to match stable cash flows and acquisition timelines.
Get financed on workable terms for closing. Submit the RFQ to start underwriting.
Acquisition, development, bridge, and refinance with lender-ready packs and third-party reports managed.
Funding calibrated to DSCR, leverage, and tenancy with terms designed to close.
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Financely Inc. (“Financely”) provides corporate-finance advice and is wholly owned by Aurora Bay Trust, a trust formed under Bahamian law, together with its authorized affiliates. Depending on deal structure, jurisdiction, and local rules, engagements may be carried out through Financely Group LLC, a non-deposit-taking, non-banking financial company; Ashford Capital Advisory LLC; or another related entity.
Financely and its affiliates are not registered as securities broker-dealers and do not execute securities transactions or hold client funds or securities. When a mandate involves the purchase or sale of securities and a registered intermediary is required, any orders are introduced to and executed by one or more independent U.S. broker-dealers registered with the SEC and FINRA. Those broker-dealers are solely responsible for trade execution, custody, and related regulatory obligations. Nothing in this material constitutes an offer, solicitation, or recommendation to buy or sell any security or to engage in any specific transaction. Before engaging Financely Group LLC, Ashford Capital Advisory LLC, or any affiliate, you are responsible for confirming that such engagement complies with your own legal, regulatory, tax, and other requirements. In the United States, certain advisory activities may be conducted in reliance on exemptions available under the Investment Advisers Act of 1940, including the “foreign private adviser” exemption where applicable. Our services and regulatory status may vary by jurisdiction and by transaction type.
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