Course dates
This three-day intensive course will cover all aspects of a loan transaction, concentrating particularly on the agreement itself and on the legal implications of a properly drafted and incorrectly drafted document.
You will be taken step-by-step through the process of documenting a loan, from the early stages of pre-contractual issues, letters of commitment and written offers, through to administrative provisions, representations, covenants, defaults, transfer provisions, guarantees and the eventuality of insolvency.
How this course will help you
You will:
-
Be guided through the essential elements of various loan transactions
-
Learn how to negotiate representations, covenants and events of default from both a lender's and borrower's perspective
-
Gain a thorough understanding of the real value of security
-
Recognise pre-contractual issues and the legal nature of a letter of commitment
-
Improve your knowledge of interbank markets and basic administrative provisions
-
Become familiar with the standard 'boilerplate' provisions
-
Understand the concept of due diligence
-
Be able to deal with the transfer of loan obligations
- Master common banking expressions
Who should attend
-
In-house lawyers in financial institutions
-
Bankers concerned with the negotiation of loans
-
Bank executives involved in the documentation of loans
-
Lawyers in private practice who advise clients on loan agreements
- Corporate counsel
Day 1
Introduction
- The most common structures of loan transactions
-
Single banks and syndicated loans
-
Term loans and revolving credit facilities
-
Single currency and multi-currency facilities
-
Loan and guarantee facilities
-
Secured and unsecured facilities
Pre-Contractual Issues
-
What issues should it address?
-
How much detail should it contain?
-
Is it intended to create a binding legal commitment?
Workshop: Libor Funding and Broken Funding Costs
This session will involve consideration of how the Eurocurrency interbank markets work and the consequences in the documentation in terms of:
Withholding Tax
Here we will look at withholding tax, double taxation treaties, and the consequences for the loan documentation.
Overview and Administrative Provisions
This session will involve an overview of the loan agreement and how it is structured to protect the lender, and an examination of the "mechanical" provisions of a typical loan agreement, such as the payments clause and the procedures to be followed on drawdown.
-
Drawdown procedures
-
Repayment and prepayment
Representations
- Delegates will consider the purpose of the representations. Typical representations will be considered, including common comments from either side.
Homework Exercise
As homework, participants will consider whether certain activities are prohibited by the loan documentation; and if so; which provisions are relevant.
Day 2
Repeated Representations
We will review the homework, the impact of repeating representations, and the interrelations between different parts of the document, both in a term loan and in a revolving credit.
Covenants and Events of Default
Typical covenants and events of default will be discussed, including:
-
Purpose
-
Financial covenants
-
Cross default
-
Material adverse change
-
“Default”
Glossary of Terms
'Boilerplate' Provisions and Loan Transfers
-
Set-off clause
-
Indemnities
-
Agency clause
-
Pro-rata sharing clause
-
Loan transfers
-
Novations
-
Assignments
-
Sub participations
-
Derivatives
Homework Exercise
- Calculate the likely recoveries of different classes of creditors in a winding up.
Day 3
Review of Homework Exercise
Security and Quasi Security
Different types of security will be considered, including:
We will also consider the different insolvency regimes in the UK and the circumstances in which security may be set aside (or enforcement restricted) under English law.
Guarantees
Due Diligence
-
The Course Director is an English solicitor with over 20 years experience in international banking transactions, including syndicated loans, subordinated debt, structured finance and tax driven transactions.
She was a partner in the banking department at Norton Rose for 8 years and was responsible for training for 2 years. She was head of professional development at Herbert Smith. She has been highly recommended as one of the leading experts in her field by Legal 500 and by Chambers. She is the author of “International Loan Documentation” and is a highly sought after trainer.
Courses run by this instructor
Hotel in Central London, London, United Kingdom
Venue and Accommodation Information
All Euromoney Legal Training events are held at four or five star venues in Central London, Zone 1. We strive to provide you with a training environment of the highest quality, to ensure that the whole learning experience exceeds you expectations.
We have selected several venues across Central London, that we are confident meet our strict criteria for quality, service and professionalism. Each venue also offers accommodation for Euromoney Delegates at discounted professional rates.
Your training venue will be confirmed by one of our course administrators approximately 3-4 weeks before the course start date. Euromoney Legal Training can however recommend the following venues:
The Rembrandt, Knightsbridge
The Rembrandt is a spectacular hotel with the timeless ornate architecture and traditional qualities of an Edwardian building. Located in the exclusive area of Knightsbridge, the hotel was originally built as apartments for Harrods, as such all rooms have an individual shape, giving them each their own special feel. Each of the training rooms have natural daylight and a private lobby area.
For more information visit http://www.sarova.com/rembrandt or call +44 (0)20 7589 8100
Millennium Knightsbridge
The four-star deluxe Millennium Hotel London Knightsbridge is situated in the heart of one of the best shopping areas of London. Of all the hotels in Knightsbridge, this Millennium Hotel is amongst one of the most contemporary and stylish Knightsbridge hotels in the area. This Knightsbridge hotel has excellent transport links - only a short walk from Knightsbridge underground station on the Piccadilly line and just 40 minutes from London Heathrow Airport via the underground.
For more information visit www.millenniumhotels.co.uk/millenniumknightsbridge or call +44 (0)20 7235 4377
Crowne Plaza, Kensington
The stylish Crowne Plaza London-Kensington hotel is a short walk from Victorian shopping, royal parks and London's epic museums. All the training rooms are fed with natural daylight with lunch or coffee breaks taking place on their attractive garden terrace.
For more information visit http://www.ichotelsgroup.com/crowneplaza/hotels/us/en/london/lonke/hoteldetail or call +44 (0)20 7373 2222
London Marriott Hotel, Kensington
Located close to Central London in the heart of Kensington, the London Marriott Kensington is perfectly situated for the best shopping and tourist attractions.
For more information visit http://www.marriott.co.uk/hotels/travel/lonlm-london-marriott-hotel-kensington
The Regency Hotel, Kensington
The hotel is conveniently located for all major transport links, such as London’s Heathrow, Gatwick and Stanstead airports, all major London train stations, and is a short walk from the nearest tube station (South Kensington, Piccadilly Line).
For more information visit www.londonregency.com or call +44 (0) 207 373 7878
Radisson Edwardian, Central London
The Radisson Edwardian offers a wide range of venues and accommodation across Central London, including such famous London areas as Covent Garden, Leicester Square and Mayfair. Each location offers 4-star accommodation and training facilities.
For more information visit www.radissonedwardian.com or call +44 (0)800 37 44 11
Euromoney Legal Training has also appointed approved and independent booking agencies to help you find the best location for you to stay during your time in London:
Venue Search UK
All the delegates have to do is telephone +44 (0)20 8541 5656 or email beds@venuesearch.co.uk and say that they are a Euromoney delegate!
Zibrant
Zibrant offer a huge range of hotels across London and can find you accommodation as close to your training venue as possible. They will ensure that you receive preferential rates as a Euromoney delegate. Go to www.zibrant.co.uk/euromoney for more details. Alternatively you can email your enquiry to euromoney@zibrant.co.uk or call +44 (0) 1332 285 521.
Euromoney Legal Training strongly recommends that you do not book your accommodation until you have received full course confirmation.
If you require any further information, please contact us:
Euromoney Legal Training
Nestor House
Playhouse Yard
London
EC4V 5EX
United Kingdom
Tel: +44 (0) 207 779 8601
Fax: +44 (0) 207 779 8599
legaltraining@euromoneytraining.com
Interested in holding this course in-house? Please fill out your details and a member of our team will be in touch with more information.
Comments
Course dates