Course overview
The Loan Documentation part of the 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.
The Advanced Loan Documentation section builds on the first, focusing on the more structural and commercial side of the loan agreement and will give delegates more opportunities to practice making and responding to comments on the documents. The course is highly interactive covering a substantial range of topics including structural issues, contractual support arrangements, key clauses in the loan agreement, the loan agreement in different commercial contexts and legal issues that arise in financing.
How this course will help you
You will:
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Be guided through the essential elements of various loan transactions
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Learn how to negotiate representations, covenanand events of default from both a lender's and a borrower's perspective
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Gain a thorough understanding of the real value of security
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Recognise pre-contractual issues and the legal
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nature of a letter of commitment
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Improve your knowledge of interbank markets and basic administrative provisions
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Become familiar with the standard 'boilerplate' provisions
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Be able to deal with the transfer of loan obligations
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The loan agreement in different commercial contexts
Who should attend
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In-house lawyers in financial institutions
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Bankers concerned with the negotiation of loans
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Bank executives involved in the documentation of loans
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Lawyers in private practice who advise clients on loan agreements
- Corporate counsel
Day 1
Introduction: the most ommon structures of loan ransactions
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Single banks and syndicated loan
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Term loans and revolving credit acilities
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Single currency and multi-currency facilities
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Loan and guarantee facilities
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Secured and unsecured facilities
Workshop 1: Common expressions used in international banking
Term sheet
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What issues should it address
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How much detail should it contain
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Is it intended to create a legally binding commitment
Interbank markets
Loan agreement overview
Workshop 2: Common terms of the loan agreement – administrative provisions
Workshop 3: Common terms of the loan agreement continued
Day 2
Loan transfers
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Novations
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Assignments
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Guarantees
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Underwriting
Syndicated loans
Due diligence
Guarantees
Guarantees
Workshop 4: Common expressions used in international banking continued
Other security
Day 3
Review of key loan agreement issues
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“Relevant companies”
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Conflict between representations, conditions precedent, undertakings and events of default
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The pari passu clause
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The negative pledge
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The cross default clause
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The material adverse change clause
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Linking the loan to the borrower’s rating
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“Material”, “reasonable” worth the debate?
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Grace periods
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Prepayment events
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Subjectivity and control in the context of events of default
Workshop 5: Repeated representations
Key loan agreement issues
Day 4
The loan agreement in different commercial contexts
Comparison of provisions appropriate to a corporate risk, project risk and/or an asset risk.
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Drawdown
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Financial ratios
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Undertakings
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Defaults
Workshop 6: Review comments from a borrower on a loan agreement and consider the bank’s response
Review workshop
Key legal issues
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Basic points
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Types of claim and remedies
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Governing law and jurisdiction
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What courts have jurisdiction to deal with disputes in an international context? What law will they apply?
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Bank/agent liabilities
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Misrepresentation
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Agents and trustees
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Fiduciary duties
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Conflicts of interest
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Clawback/unenforceability
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In what circumstances might obligations be avoided or become unenforceable?
Day 5
Workshop 7: Participants will be given a scenario and asked to spot the legal issues
Structural issues
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Damages and debt – what are the differences?
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Strructural subordination
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Substitutes for guarantees
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Commitments to inject capital
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Comfort letters
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Put options, leases, offtake agreements and other contractual support
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Contract assignments
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Security on bank accounts
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Security, title financing and recharacterisation
Workshop 8: Participants will review key terms of a contract which a bank is proposing to take as security and identify issues which need to be resolved
Structural
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Sue Wright
Sue is a solicitor with over 20 years' experience in international banking transactions, including syndicated loans, subordinated debt, structured finance and tax driven transactions. Sue was a partner in the banking department at Norton Rose for 8 years and was responsible for training banking assistants in Norton Rose for 2 years. Sue has been highly recommended as one of the leading experts in her field by Legal 500 and by Chambers. Sue was head of Professional Development at Herbert Smith and is now running an independent training consultancy specialising in training in international banking transactions and structured finance.
Courses run by this instructor
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.
25-27 Sep 2012 (Dubai, United Arab Emirates)
This Euromoney Legal Training course is the follow on to our ever popular Loan Documentation training programme. The course will deal with the more structural and commercial side of the loan agreement and will give delegates more opportunities to practice making and responding to comments on the documents.
13-15 Jun 2012 (London, United Kingdom)
13-14 Jun 2012 (London, United Kingdom)
The Essential Guide to Secured Lending Transactions
10-12 Jun 2012 (Dubai, United Arab Emirates)
This three-day intensive course will cover all aspects of security documentation focusing on the anatomy of the security document itself and the legal ramifications of an incorrectly drafted document.
30 May 2012 - 1 Jun 2012 (London, United Kingdom)
12-14 Sep 2012 (London, United Kingdom)
This three-day intensive Euromoney Legal Training 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.
6-8 Jun 2012 (Zurich, Switzerland)
This three-day intensive Euromoney Legal Training 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.
24-26 Sep 2012 (Paris, France)
This Euromoney Legal Training course is the follow on to our ever popular loan documentation training programme that has run for more than ten years. The course will deal with the more structural and commercial side of the loan agreement and will give delegates more opportunities to practice making and responding to comments on the documents.
30 May 2012 - 1 Jun 2012 (London, United Kingdom)
Essential Documentation and Procedural Issues
26-28 Nov 2012 (Paris, France)
This three-day intensive Euromoney Legal Training 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.
21-23 May 2012 (London, United Kingdom)
An advanced legal guide to taking & enforcing security in the domestic & crossborder transactions
30 May 2012 - 1 Jun 2012 (Paris, France)
** NEW DATES - 30th May to 1st June 2012 **
Many international commercial agreements are subject to English law and often non-UK lawyers are faced with unfamiliar legal concepts and requirements. To overcome these hurdles and to help lawyers become truly international, Euromoney
Legal Training has created this practical and interactive training course.
26 Aug 2012 - 7 Sep 2012 (Oxford, United Kingdom)
**Early Bird Offer Extended - Book before May 28th to save 10% - More than £700**
Euromoney’s Summer School has developed an enviable reputation as the premier international financial law event on the training calendar.
This residential school offers an unequalled opportunity for lawyers from around the world to learn the principles and practice of international financial law from expert practitioners.
Over two weeks, the Summer School will cover a substantial range of topics, including international borrowing and lending, capital markets, new financial instruments and techniques, trade and project related financing, and securitisation.
Moreover, the Summer School has a strong practical orientation; it provides guidance and advice on how to identify, approach and solve the legal problems posed by international financial transactions.
Case studies and workshops provide opportunities for participants to study actual transactions and become involved in documentation and negotiation exercises.
9-12 Jul 2012 (London, United Kingdom)
Many international commercial agreements are subject to English law. Often non-UK lawyers are faced with unfamiliar legal concepts and requirements. To overcome these hurdles and help lawyers become truly international, Euromoney Legal Training has created this practical and interactive training course.
9-13 Jul 2012 (London, United Kingdom)
Swaps and other OTC derivatives have grown both in volume and in complexity over the years. They provide flexible, effective and valuable tools for risk management and investment. On the other hand, they were blamed by some for the recent financial crisis largely due to their role in structured financings. Swaps are legally complex, a fact that frequently leads to litigation. To protect all parties involved, transactions must be properly documented
9-13 Jul 2012 (London, United Kingdom)
This five-day Euromoney Legal school will be invaluable in increasing your knowledge and understanding of the key legal and contractual issues in international project finance and improve your ability to solve practical problems.
2-5 Jul 2012 (Dublin, Ireland)
2-4 Jul 2012 (Dublin, Ireland)
This Euromoney Legal Training course, organised in association with course director Kenneth Gray, aims to provide an understanding of the key issues involved in aviation finance in order to identify and minimise the inherent risks and liabilities. The course utilises a variety of lectures and workshops to analyse the key legal, regulatory and documentary
issues involved in aviation finance.
9-13 Jul 2012 (London, United Kingdom)
At this school Dr Ken Mildwaters, an acknowledged international expert with a wealth of experience in helping clients to formulate successful and effective business partnerships, will discuss with participants why parties come together in a cooperative endeavour to undertake a phase of a project, the legal forms they might use in so doing, the relationships created by the forms and the principle legal and commercial issues that affect those relationships.
9-11 Jul 2012 (Johannesburg, South Africa)
This three-day intensive Euromoney Legal Training course will cover all aspects of security documentation focusing on the anatomy of the security document itself and the legal ramifications of an incorrectly drafted document.
19-21 Jun 2012 (London, United Kingdom)
19-22 Jun 2012 (London, United Kingdom)
The Euromoney Legal Training course will consist of a series of lectures and workshops that will provide you with a practical insight into dealing with the documentation of loans. By the end of the course you will be thoroughly familiar with the most important aspects of loan documentation.
This course has now expired please email us to find out when the course will next be running.