Evaluating Key Intercreditor Arrangements: First Lien/Second Lien, Split Collateral, Senior/Mezzanine, Unitranche
Comparing and Contrasting Intercreditor Structures, Choosing the Arrangement Best Suited for the Deal
Recording of a 90-minute premium CLE video webinar with Q&A
This CLE course will provide counsel with context for negotiating intercreditor arrangements by comparing critical aspects of the most common arrangements--first lien/second lien, split collateral, senior/mezzanine, and unitranche structures. The panel will also discuss significant recent trends in intercreditor arrangements and salient problems.
Outline
- Overview and comparison of the four most prevalent intercreditor arrangements
- First lien/second lien
- Split collateral
- Senior/mezzanine
- Unitranche
- Prevalence of the different intercreditor arrangements
- Factors driving the choice of intercreditor arrangement
- Risks involved in the intercreditor arrangements, including the pros and cons of the different intercreditor arrangements
- Recent trends in intercreditor arrangements
Benefits
The panel will review these and other noteworthy issues:
- What are the key differences in structure and terms among the various types of intercreditor arrangements?
- What are the most significant risks associated with the different intercreditor arrangements?
- What factors are primary determinants of the type of intercreditor arrangements best suited for a particular transaction?
- What are the trends in different intercreditor arrangements?
Faculty
Yair Y. Galil
Of Counsel
Gibson, Dunn & Crutcher
Mr. Galil is a member of the Firm's Global Finance Practice Group. He represents a variety of clients,... | Read More
Mr. Galil is a member of the Firm's Global Finance Practice Group. He represents a variety of clients, including sponsors, issuers, financial institutions and investment funds, in complex financing transactions. The business contexts for these transactions have ranged from ordinary-course credit increases and refinancings to pivotal credit such as acquisition financings and debtor-in-possession and bankruptcy exit financings, as well as special-circumstances transactions such as debt buybacks and covenant relief amendments.
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Jonathan H. Homer
Of Counsel
Gibson Dunn & Crutcher
Mr. Homer is an experienced Of Counsel with a demonstrated history of representing both privately held and publicly... | Read More
Mr. Homer is an experienced Of Counsel with a demonstrated history of representing both privately held and publicly traded companies as borrowers in various debt transactions, including unsecured transactions and complex secured transactions of all types. Primarily advise private equity firms during the leveraged buyout phase and continue to advise them and their portfolio companies regarding compliance with debt covenants, refinancing and repricing transactions, and corporate restructurings, including internal restructurings, asset dispositions, and public equity offerings. Proven record of successfully managing and directing multiple cross-border transactions of all sizes requiring coordination with parties in various US and international jurisdictions and a working understanding of collateral rules in various jurisdictions. Able to quickly understand the commercial goals of a transaction and ensure those goals are reflected in the legal documentation and execution of the transaction. Skilled at drafting and negotiating all documents pertaining to debt financing and managing a team towards completing a successful execution of a transaction. Team player with a knack for recruiting, supervising, and mentoring other attorneys and invested in ensuring that work culture ensures that all employees may best utilize their skills and abilities for the good of the enterprise. Admitted to practice law under the New York State bar.
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J. Eric Wise
Partner
Gibson Dunn & Crutcher
Mr. Wise is a member of the Firm's Global Finance and Business Restructuring and Reorganization Practice Groups. He... | Read More
Mr. Wise is a member of the Firm's Global Finance and Business Restructuring and Reorganization Practice Groups. He is an expert in intercreditor relationships and complex debt structuring issues, and is frequently asked to advise in financial transactions involving complex intercreditor and debt structuring issues. He advises agent banks in complex leveraged financings. He has extensive experience in complex special situations transactions, involving financial institutions, debtors and corporate issuers in second lien and subordinated financings, mezzanine structures, debtor-in-possession financings, Chapter 11 exit financings, rights offerings, recapitalizations, restructurings, work-outs, Chapter 11 cases, pre-packaged Chapter 11 cases and distressed debt purchases and sales.
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