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Recent Developments With Loan Syndications

Make sure you are appropriately drafting for interlender issues in the syndicated loan transaction.

Legal counsel representing both borrowers and lenders are frequently asked to draft, for review, the central credit document for the syndicated loan transaction. While there are valuable precedents available, and a significant move toward standardized documentation, the preparation or review of these credit agreements is fraught with issues and risks that need to be understood, tailored to the transaction, and appropriately drafted for. This topic will equip the lawyer acting in this capacity to properly identify the risks specific to the transaction, make informed and reasonable suggestions for change to the structure of the loan transaction, composition and rights of the lending group, and appropriate protections for the borrower when dealing with the syndicated.

Runtime: 96 minutes
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Agenda

Key Syndication Terms, Documents and Issues

Role of the Agent(s)

  • One Agent or Multiple Agents for Different Roles?
  • Funding Mechanics
  • Will There Be a Note?
  • Multiple Tranches and Who Takes Part in Each?
  • Required Lender Concepts and Issues
  • Swingline Facilities
  • Flex, Equity Cure, and Other Negotiated Items
  • Defaulting Lender Provisions
  • Exercise of Remedies Upon Default
  • LSTA Model Credit Documents

How to Identify and Consider Inter-Lender Issues in the Syndicated Loan

  • Recognizing Issues in the Appointment of Lenders, the Syndicate, Including Filling Roles and Functions
  • How to Give Appropriate Rights to the Borrower and Each of the Lenders in the Lending Syndicate Including Priorities, Preferences and Participation
  • Recognizing the Issues for a Syndicate When Lenders Also Provide Other Products and Have Other Relationships
  • Recognizing and Documenting for Lender Requirements Including Defaulting Borrower, Defaulting Lender, Assignment and Participation

Balancing Syndicate Participant's Rights

  • How to Identify the Best Practices in Setting the Priority of Entitlement to Payments, Including Fees, Costs and Expenses
  • Negotiating Releases and Indemnities for Agents in Their Roles Within the Syndicate, Knowing Market Standards and Pitfalls
  • Understanding How to Integrate Appropriate Mechanics for the Advance Process Between the Borrower and the Agent, and the Agent and the Lenders
  • Recognizing and Incorporating Suitable Tools to Provide a Smooth Advance and Repayment Arrangement Including the Use of Swing Line, Letter of Credit, and Insurance Facilities
  • Recognizing and Drafting for Inequities That Can Arise From the Holding of Operating Accounts of the Borrower
  • Understanding the Standard Format Documentation
  • How to Recognize and Select Clauses From the Loan Syndication and Trading Association or the Loan Marketing Association (UK) Standard Format Clauses
  • Understanding Issues Which Can Arise From the Use of Standard Format Documentation and Developing a Panel of Workable Changes to Suggest
  • How to Structure the Guarantee and Security Panels When Using the Standard Format Documentation
  • Understanding How to Integrate Cross Border and International Provisions With the Standard Format Documentation
  • Knowing the Additional Clauses Which Should Be Considered to Deal With Gaps in the Model Credit Agreement Terms

Understanding the Issues That Require Consideration in the Drafting of the Inter-Lender Arrangements and Syndicated Loan Transaction

  • Understanding the Reason Why Syndicates Are Formed and the Issues to Be Identified as a Result
  • Learning How to Ensure That Regulatory Requirements Are Suitably Met by the Duties and Responsibilities of the Agent
  • Understanding How to Balance Risk Among the Syndicate Participants
  • Understanding the Need for Due Diligence as to the Agent, Co-Lenders, and the Borrower in the Syndicated Structure
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Over 33 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 Course

This course was last revised on April 30, 2018.

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

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

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Why Lorman?

Over 33 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

Alison R. Manzer

Alison R. Manzer

Cassels Brock & Blackwell LLP

  • Partner in the Financial Services Group with Cassels Brock & Blackwell LLP
  • Practice encompasses a broad range of commercial practice in the financial services sector, including financial institution regulation, corporate and commercial lending, asset-based financing, securitization and structured finance, private equity, project finance, asset finance and leasing, business reorganization, syndicated lending and related areas
  • Practice involves multijurisdiction transactions where she has expertise in the structuring requirements of financing, investment and securitization transactions to solve taxation, conflicts of laws, document structure, currency and rate issues, among others
  • Elected as a Fellow of the American Bar Foundation
  • Active with the American Bar Association (Chair - Project Finance and Development; Programs), Immediate past president Association of Commerical Finance Attorneys
  • Lectured and written extensively on legal matters, particularly dealing with financial institution issues
  • Wrote Canada/U.S. Commercial Law Guide; A Guide to Canadian Money Laundering Legislation; The Bank Act Annotated; A Practical Guide to Canadian Partnership Law; the banking chapters of the CCH Canadian Commercial Law Guide; a book on banking and credit relationships, several chapters for Falconbridge on mortgages; Asset Based Lending in Canada; Law International Finance and Halsbury's Laws of Canada; Banking and Finance and Practice Advisor (banking and lending), Project Finance Canada, all published by national legal text publishers
  • Recognized in the Canadian Legal Lexpert Directory each year starting with its first publication in areas including structured finance, asset/equipment finance and leasing and banking and financial institutions; recognized as a leading lawyer by Chambers Global for banking and finance, The Best Lawyers in America for equipment finance law, the Guide to the World's Leading Banking Lawyers, and the Guide to the World's Leading Women in Business Law (banking and finance); in addition, pre-eminently rated from Martindale-Hubbell Law Directory
  • Completed the Canadian Securities Course and the advanced securities programs, Canadian Investment Finance I and II with the Canadian Securities Institute
  • Adjunct Professor - Osgoode Hall Law School (International Finance)
  • LL.B. law degree; M.B.A., LL.M. (banking and financial services); B.Sc. Hon. (biochemistry); MSc. (Bus Res)
James C. Schulwolf

James C. Schulwolf

Shipman & Goodwin LLP

  • Partner at Shipman & Goodwin LLP
  • Represents senior and mezzanine lenders, institutional investors, venture capital investors (including SBICs), private equity funds, hedge funds, emerging growth companies and private companies in financing, investment, leasing, acquisition, corporate, licensing and restructuring transactions
  • Regularly advises these clients with respect to structuring, negotiating, and closing complex transactions, also regularly advises clients with respect to distressed investments and the restructuring of existing investments and loans
  • Experience includes the representation of senior lenders in complex commercial, asset-based, and acquisition financings; mezzanine lenders and hedge funds; SBIC’s and venture capital funds; emerging growth companies; hedge fund, buyers, sellers and sponsors; and institutional investors in direct investments, fund of funds investments, and investments in private equity funds
  • Recognized authority on drafting and negotiating intercreditor and subordination agreements on behalf of senior and subordinate lenders and wrote “Controlling Your Destiny-Key Issues in Subordination and Intercreditor Agreements”, The Secured Lender (1995); he also deals extensively with family-owned businesses and also wrote "Financing the Family-Owned Business," The Secured Lender (2002)
  • Lectures frequently on issues relating to commercial and real estate lending, intercreditor issues, venture finance, and venture capital investment
  • Achieved the highest rating in the Martindale-Hubbell Law Directory; listed as a Connecticut Super Lawyer®: Business/Corporate (2006 to 2015); Banking, Mergers & Acquisitions (2006 to 2009); listed in The Best Lawyers in America®: Banking and Finance Law, Equipment Finance Law (2005 to 2016); named "Lawyer of the Year": Best Lawyers' 2014 Hartford Region Banking and Finance Law; Chair (2010 to 2013), Commercial Finance Committee, American Bar Association, Section of Business Law; Fellow (1998 to present) and member of the Board of Regents (2005 to 2009), American College of Commercial Finance Lawyers; Connecticut Bar Foundation James W. Cooper Fellow
  • J.D. degree, New York University School of Law; B.A. degree, cum laude, Amherst College
Jeffrey A. Wurst, Esq.

Jeffrey A. Wurst, Esq.

Ruskin Moscou Faltischek PC

  • Senior partner at Ruskin Moscou Faltischek PC, where he is the chair of the firm’s Financial Services, Banking, & Bankruptcy Department
  • Fellow of the American College of Commercial Finance Lawyers, is AV rated and listed amongst Super Lawyers
  • Highly regarded for his knowledge and experience in commercial finance matters including: syndications, C&I, asset-based lending, leasing and factoring transactions, as well as, bankruptcy matters, workouts and turnaround situations that may result from such transactions
  • Actively involved in litigations that arise out of or in connection with such matters
  • Has been recognized for his critical thinking and leadership in the growing area of FinTech and commercial marketplace lending
  • Regularly called upon by secured lenders to represent them when their commercial borrowers seek protection under Chapter 11 of the Bankruptcy Code
  • Has long been recognized both for his skill in obtaining orders favorable to lenders authorizing debtors-in-possession to borrow money on a secured basis, and his tenacity in achieving favorable results for lenders in situations where there is a contested claim for use of cash collateral
  • Well-versed in the representation of clients who are acquiring the assets or the stock of companies in bankruptcy and is often called upon to represent the interests of commercial landlords in bankruptcy matters
  • Admitted to practice in the courts for the State of New York as well as the federal district courts for the Southern, Eastern, Western and Northern Districts of New York; also admitted in the Northern District of Texas, Northern District of Illinois, the Eastern District of Michigan and is admitted to practice before the Second, Third and Fourth Circuit courts of appeal
  • Can be contacted at www.WurstCaseScenario.com - the Commercial Finance Newsletter - is followed by thousands readers
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Product ID: 402995
Published 2018
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