Note Purchase Agreements and Private Placement Debt: Key Terms and Structuring Issues
A live 90-minute premium CLE video webinar with interactive Q&A
This CLE webinar will provide finance counsel with the tools to structure private placement debt. The panel will discuss the drafting and negotiation of the note purchase agreement and the role of the agent, issuer, and investors in the private placement transaction.
Outline
- Overview of the private placement debt market
- Private placement process
- Role of placement agent
- Presentation to potential investors
- Note purchase agreement
- Key terms: tailoring covenants to fit the transaction
- Recommended industry forms: American College of Investment Counsel
- Other documentation
Benefits
The panel will review these and other vital issues:
- What kinds of companies are appropriate borrowers in the private placement market?
- How can covenants in the note purchase agreement affect the marketability of the deal?
- Why might the note purchase agreement be especially difficult to amend after closing, and how does that inform the initial preparation?
Faculty
Clint Culpepper
Partner, Co-Head of Private Credit
Baker Botts
Mr. Culpepper is the firmwide Co-Head of Private Credit and Chair of the Corporate Department in Austin. His practice... | Read More
Mr. Culpepper is the firmwide Co-Head of Private Credit and Chair of the Corporate Department in Austin. His practice focuses on all types of debt transactions, where he represents borrowers, issuers, agents, lenders and investors. Mr. Culpepper’s practice particularly focuses on representing private equity firms, private credit, direct lenders and companies in transactions in the technology and energy spaces. He guest lectures at Michigan State University College of Law and is a frequent presenter on debt-related legal topics.
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Julia J. Singh
Shareholder
Greenberg Traurig
Ms. Singh focuses her practice on corporate finance transactions, with an emphasis on domestic and cross-border private... | Read More
Ms. Singh focuses her practice on corporate finance transactions, with an emphasis on domestic and cross-border private placements of debt securities, both secured and unsecured. Her clients include insurance companies, pension funds, and other institutional investors. Ms. Singh also has wide-ranging experience serving as bond counsel for several housing finance agencies in connection with single family and multi-family housing bond financings, underwriter’s counsel to a number of investment banking firms in connection with the offering and sale of municipal securities, and as counsel to banks providing credit enhancement or liquidity support for various financings.
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