Dates                                                                                  
 
24 November 2008
13 March 2009
3 July 2009
30 October 2009
              
  
 Course Overview

Leveraged buyouts have become increasingly complex over the past few years. Syndicated loans have attracted a range of new investors, (e.g. CDOs and hedge funds) who have had a dramatic impact on debt financing structures and terms as more laminated financing structures have evolved.

Smaller, bilateral loans have also been affected as those lenders have been forced to offer sponsors junior debt, particularly mezzanine.

At the same time, the Loan Market Association has developed a library of standard documentation however, whilst widely used, the market has witnessed an increasing trend towards covenent-lite loans, particularly in the larger deals, as sponsors have taken advantage of strong investor demand to erode much of the traditional protection lenders enjoyed in the past.

This course provides participants with practical insight into the important commercial and technical issues which affect loan documents in leveraged buyouts.

 Course Content

Introduction
Review of LBO structure
The Parties and key agreements in the deal
Key loan documents (Commitment Letter, Mandate Letter, Interim
   Loan Agreements)
Role and influence of LMA documentation

Scope of the Loan
General structure and function of the Loan and Schedules
Borrowers, Obligors, Guarantors, Groups
Changes to the parties
Issues re Dormant and (non) Material subsidiaries

Key aspects of Utilization
Conditions of Utilisation and Conditions Precedent
Specific issues for Revolving Facilities
Interest and interest periods
Margin and margin ratchets

Repayment, prepayment & cancellation
Repayment generally and repayment styles
Voluntary prepayment or cancellation
Illegality & Repayment to a single lender
Mandatory repayments (cash sweeps)
Permitted payments (to Sponsor)

Representations and Covenants
Representations Covenants & undertakings generally
Information covenants
General Undertakings and negative pledges
Financial covenants – general approach
Typical financial covenants – use and applications
Current trends

Default and Events of Default
Typical events of default
Key issues re MAC clauses
Equity cures, Mulligans, yank the bank

Inter-creditor issues re mezzanine loans
Issues specific to mezzanine loans
The payment waterfall
Issues relating to warrants
The key issues relevant to mezzanine lenders (Standstills, Enforcement,
   Confidentiality, Protection vs the Sponsor

Note this course is based on terms in the LMA documents for Leveraged Loans