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Potential Pitfalls in Borrowing Base Transactions

In many transactions, the borrowing base assets raise issues that are unique to the particular industry of the borrower.

When negotiating a credit agreement, several factors, including the borrower's risk profile and credit ratings, impact the breadth of the affirmative, negative and financial covenants imposed on the borrower. But some of the most burdensome credit agreements are asset based-lending (ABL) credit agreements. The heart and soul of ABL lending is the collateral, and thus, ABL credit agreements often provide for intense lender monitoring and supervision because the borrowing base is tied to 'eligible' assets. Under such a strict regime and without good advice from counsel, it is not uncommon for borrowers to trip an unintended default. This topic will highlight the basics of ABL credit agreements, including common provisions and pitfalls, and provide lawyers and treasury professionals management with specific areas on which to focus their review during negotiations. This information will also help ensure that the persons responsible for administering ABL credit facilities understand best practices for compliance with their complex provisions.

Runtime: 90 minutes
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Over 32 years and 1.4 million customers worth of experience providing continuing education. Our passion is providing you world-class training to help you succeed in business and as a professional.

Agenda

Discuss Typical Asset-Based Lending (ABL) Credit Agreement Provisions and Term Sheet Considerations

  • Where to Focus Review of Term Sheets and Credit Agreements
  • Typical Definitions, Representations, Covenants and Events of Default
  • Other Negotiating Points

Formulate Best Practices Pre- and Post-Closing to Avoid Defaults

  • Credit Agreement Negotiation
  • Credit Agreement Administration

Defaults

  • Avoiding Defaults
  • Approach If Default Occurs or Is Forecasted
  • A Word on "Technical" Defaults

Frequent Compliance Inquiries

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Why Lorman?

Over 32 years and 1.4 million customers worth of experience providing continuing education. Our passion is providing you world-class training to help you succeed in business and as a professional.

Credits

OnDemand Webinar

This course was last revised on January 9, 2018.

Call 1-866-352-9540 for further credit information.

This program does NOT qualify, nor meet the National Standard for NASBA accreditation.

Audio & Reference Manual

  • AK CLE 1.5
     
  • Arizona CLE 1.5
     
  • CA MCLE 1.5
     
  • CT CLE 1.5
     
  • GA CLE 1.5
     
  • HI CLE 1.5
     
  • IL CLE 1.5
     
  • ME CLE 1.5
     
  • MO CLE 1.8
     
  • MT CLE 1.5
     
  • NJ CLE 1.8
     
  • NM CLE 1.5
     
  • NV CLE 1.5
     
  • NY CLE 1.5 including Areas of Professional Practice 1.5
     
  • UT CLE 1.5
     
  • VT CLE 1.5
     
  • WA CLE 1.5
     
  • WV MCLE 1.8
     
The CLE Code is ONLY a requirement when applying for CLE Credit in California (for participatory credit), Kansas, New Jersey or New York. Other states do not need to supply the CLE Code to apply for CLE credit.

This program does NOT qualify, nor meet the National Standard for NASBA accreditation.

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Why Lorman?

Over 32 years and 1.4 million customers worth of experience providing continuing education. Our passion is providing you world-class training to help you succeed in business and as a professional.

Faculty

Kimberly MacLeod

Kimberly MacLeod

Hunton & Williams LLP

  • Partner with Hunton & Williams LLP
  • Areas of Practice include banking and finance, lending services, capital markets and securities, finance and restructuring, servicing rights financing and securitization, energy finance and securitization
  • Practice focuses on the representation of corporate borrowers in both cash-flow and asset-based financings
  • Significant experience with negotiating and documenting on behalf of borrower and lender clients revolving, bridge and term loan facilities, including acquisition financings, recapitalizations and “going private” transactions
  • Also represents residential mortgage servicers and lenders in financing servicing advance receivables and servicing rights; additionally, she advises borrowers and lenders in debtor-in-possession financings, troubled loans, workouts and restructurings
  • Frequently speaks and writes on topics related to her practice
  • Leaders in the Law, Virginia Lawyers Weekly, Class of 2017; selected among Virginia Lawyers Weekly’s 2010 “Influential Women of Virginia”; named among Virginia Business’ 2010 Legal Elite (Business Law); selected in “Rising Stars” (Banking), Virginia Super Lawyers 2007 and 2008
  • Member, Virginia Bar Association and Richmond Bar Association; Leadership Metro Richmond, Class of 2013; president, Board of Directors, YWCA Richmond, 2016-2018; member of the Board of Directors of Boaz & Ruth; member of the Mid-Atlantic Innocence Project Screening Committee; member of the Advisory Board of the Children’s Home Society of Virginia; Firm Hiring Partner, Hunton & Williams LLP; Chair, Hunton & Williams Pro Bono Committee
  • J.D. degree, cum laude, University of Richmond School of Law; B.A. degree in political science, University of North Carolina
  • Can be contacted at 804-788-8529 or [email protected]
Hillary Patterson

Hillary Patterson

Hunton & Williams LLP

  • Counsel with Hunton & Williams LLP
  • Areas of Practice include banking and finance, lending services, capital markets and securities, finance and restructuring, energy finance and securitization
  • Practice focuses on commercial lending, loan workouts and restructurings and business law
  • Represents borrowers and lenders in connection with revolving, bridge and term loan facilities, with an emphasis on the representation of public and portfolio company borrowers in both cash-flow and asset-based financings
  • Represents borrowers and lenders in connection with revolving, bridge and term loan facilities, with an emphasis on the representation of public and portfolio company borrowers in both cash-flow and asset-based financings
  • Has spoken and written on topics of relevance to her practice
  • Member of the Virginia State Bar, Virginia Bar Association and the Richmond Bar Association; Leadership Metro Richmond, Class of 2018; member, Screening Committee, Mid-Atlantic Innocence Project; member, Finance Committee, Shalom Farms
  • J.D. degree, magna cum laude, University of Richmond School of Law; Executive Board member, Moot Court Board; McNeill Law Society; B.A. degree in Economics, cum laude, Wake Forest University
  • Can be contacted at 804-787-8133 or [email protected]
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Product ID: 399422
Published 2018
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