Day 1
Overview of market definitions, statistics and transaction timetable
· Definition and characteristics of a syndicated leveraged loan
· Common structures, uses and key defining terminology
· Transaction timetable
Overview of documentation
· Loan Market Association (LMA) and others (e.g. LSTA)
· Investment grade and leveraged primary documentation
· The documentation cycle
Mandate and term sheet
· This session will examine the mandate letters and term sheets with discussion on key clauses highlighting the commercial significance for borrowers and lenders
o Types of facilities common to leveraged loans
o Mandate letters
o Confidentiality and NFR letter
o Term sheet
Case study: Mandate for HiLevPac
Practicalities
· Role of agent
· Role of MLA / arranger
· Role of and rights of participating banks
· Building a business as a participant bank
Case study: Assessment of the merits of an invitation to participate
Distressed Debt and the Syndicated Pricing a leveraged loan
· Sources of information
· Trade-offs between price, maturity and credit structure
· Assessing market appetite
· Underwriting and distribution strategies
· Sub-underwriting
· Syndication
· Club
· Secondary
Syndicating and closing a leveraged loan
· Investor materials - PIM, due diligence reports, bank meeting
· Data room
· Timetable
· Private vs. public
· Allocation
· Free to trade
Case study: HiLevPac at the close
Day 2
Distressed debt in leverage land
· Problems and the solutions
Overview and historical perspective on distressed debt and restructurings
· History and development of the market
· Major market players and their roles
Debt structures
· Leveraged vs. non-leveraged structures
· Long term vs. short term solutions - haircut or sticking plaster?
· Cram downs
· Due diligence
· Multiple jurisdictions
What causes default? The key problems
· Over-reliance
· Borrowing short
· Over-leverage
· Volatility and Black Swans
· Complacency
Case study: HiLevPac in distress
Overview of the agent and the London approach
· Role of the agent bank
· The London Approach in action
· The Asian variation
· INSOL principles
· Development
Standstill arrangements key principles and
Structures
· Requirements for successful appointments
· The role and duties of the steering and coordinating committee
· Appointment letters
· The practicalities
Case study: FECSA
Recent defaults and restructurings - the 2009/10 experience
· Background
· Early warning signs
· Legal position
· Creditor dynamics
· The restructuring process
Workshop: Delegates will work in small groups analysing recent restructurings
Day 3
Exit routes from distressed debt - restructuring or secondary trading?
The importance of valuation and the Independent Business Review / accountants report
· Content of the Independent Business Review
· Going concern or liquidation?
· Techniques
· How to find the level of sustainable debt
Restructuring solutions for distressed leveraged loans
· Write-offs
· New money
· Disposals
· Corporate restructurings and turn-arounds
· Risk / reward
Case study: HiLevPac in the secondary market
Secondary loan trading of distressed debt
· Development of the market
· Key drivers
· Main players
· Settlement
· Market practice
LMA Par and distressed documents
· Latest documents
· Key changes
· Legal issues
Which route to take to exit: restructuring or secondary sale?
Workshop: Trade confirmation
Course summary and close