Structuring Agreements Among Lenders in Unitranche Facilities: LSTA Form
Tranching, Payment Waterfalls, Interest and Fees, Voting, Buyouts, Standstill Provisions, Enforcement in Bankruptcy
Recording of a 90-minute premium CLE video webinar with Q&A
This CLE course will discuss structuring and negotiating key terms of the agreement among lenders (AAL) in a unitranche facility, focusing on tranching, payment waterfalls, interest and fees skims, voting, buyouts, remedies, standstill provisions, and assignments. The program will also discuss the enforceability of AALs in bankruptcy and the AAL form published by the Loan Syndications and Trading Association (LSTA).
Outline
- Structuring key provisions of AALs
- Tranching
- Payment waterfalls
- Interest and fee skims
- Voting
- Buyouts
- Remedial standstill
- Assignments
- Enforceability of AALs in bankruptcy and bankruptcy-related risks
- Recent case law developments
- Subordination
- Post-petition interest
- Credit bid provisions
- Plan classification
- The LSTA form of AAL
Benefits
The panel will review these and other key issues:
- What are the essential terms to address between lenders in an AAL?
- In what respects does the new LSTA form AAL reflect the "market," and how does it deviate?
- What are the latest case law developments on the enforceability of AALs in bankruptcy?
- What are the critical considerations in negotiating "split lien" AALs?
Faculty
Todd M. Goren
Partner
Willkie Farr & Gallagher
Mr. Goren has experience in all facets of complex chapter 11 reorganizations. He has represented official committees,... | Read More
Mr. Goren has experience in all facets of complex chapter 11 reorganizations. He has represented official committees, debtor-in-possession lenders, and debtors in a number of prominent insolvency matters. Mr. Goren has represented parties in restructurings in industries such as real estate, mortgage lending, transportation, technology, telecommunications, retail, and energy.
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Brent R. McIlwain
Partner
Holland & Knight
Mr. Mcllwain practices in the area of corporate finance and litigation, with a particular emphasis on bankruptcy and... | Read More
Mr. Mcllwain practices in the area of corporate finance and litigation, with a particular emphasis on bankruptcy and restructuring matters. He represents both debtors and creditors in Chapter 11 proceedings across the country, as well as in numerous out-of-court restructurings. Mr. McIlwain routinely advises finance clients on front-end deal structuring and intercreditor issues. Mr. McIlwain also represents clients in business litigation matters, both in state and federal court. His industry experience includes oil and gas, healthcare, manufacturing, food and agriculture, retail and financial services.
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Weston T. Eguchi
Partner
Willkie Farr & Gallagher
Mr. Eguchi is a partner in the Corporate & Financial Services Department and a member of the Finance Department. He... | Read More
Mr. Eguchi is a partner in the Corporate & Financial Services Department and a member of the Finance Department. He has represented hedge funds, banks, financial institutions and other parties in connection with chapter 11 and 15 commercial bankruptcy cases, out-of-court workouts, distressed asset sales and financing transactions. Mr. Eguchi regularly advises buy and sell-side firms on investments in distressed and stressed credits. He also has substantial experience related to cross-border insolvencies, derivatives and other “safe harbor” financial contracts, structured finance transactions and pensions-related issues.
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Eric W. Kimball
Partner
Holland & Knight
Mr. Kimball represents financial institutions, agent banks and other institutional investors in connection with... | Read More
Mr. Kimball represents financial institutions, agent banks and other institutional investors in connection with corporate and commercial financial transactions. He regularly counsels clients on matters involving senior and subordinated debt financings, acquisition financings, asset-based and working capital financings, structured financings and other forms of debt financing.
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