COURSE OVERVIEW
This brand new two day course will provide an in depth understanding of the legal and structural issues in the European High Yield market.
The sessions will focus on the major areas of high yield documentation that structurers, issuers and investors need to understand in assessing the opportunities presented by the current high yield market.
The course will involve both a detailed review of European High Yield documentation, and offer market insights drawn from the extensive experience and understanding of recent and current market activity, on the part of the trainer, Claire Pointing, and leading industry expert Stephen Mostyn-Williams.
This is a must-attend event that will ensure you are completely comfortable when involved in structures and issues relating to complex high-yield bond documentation from both a drafting and an investment perspective.
By attending this practical two day training course, you will:
- Understand the role of high yield in the capital structure and acquisition finance
- Comprehend both traditional and “Senior Secured” pari passu structures
- Grasp the European regulatory issues: listing, denomination, content
- Explore the covenant package, including different drafting approaches by sector
- Consider how inter-creditor arrangements work
WHO SHOULD ATTEND
- Lawyers in financial institutions
- Bankers concerned with international bond and debt offerings and particularly with documentation issues
- Lawyers working for issuers of international bond and debt, including corporations, governments and supra-national agencies
- Lawyers in private practice with clients involved in international offerings
- Regulatory affairs and compliance officers
INSTRUCTOR TESTIMONIAL
“A knowledgable and very pleasant trainer. Highly recommended”
- European Central Bank, Bond & Debt, September 2010
DAY 1
What is High Yield
Development of the European High Yield Market
History of investor side: the influence of US structures and Rule 144A
Role in the capital structure and acquisition finance
Key terms and concepts
Incurrence vs maintenance
Baskets
Carve outs
Financial ratios
Restricted and unrestricted subsidiaries
Sponsors and management
Subordination vs pari passu.
The relevance of the capital structure
Key structures
The traditional European High Yield structure
Emergence and development of the Senior Secured pari passu structure:
- Senior Loan and High Yield structure
- Hybrid structure
- Senior Reveling Credit Facility structure
Navigating the Offering Memorandum
The basic structure
What to expect
Where to find the key terms
European regulatory issues: listing, denomination, content
DAY 2
Exploring the covenant package
General introduction
The standard covenant package
Other covenants
Detailed review of each standard covenant including typical ratio tests, baskets, carve outs and points to be aware of
Highlight different drafting approaches by sector (eg telecoms/media vs manufacturing)
Outline strengths and weaknesses
Detailed review of example covenants in the standard covenant package
Guarantees and security
Relationship to structure
Who grants them?
What are they worth?
Inter creditor and enforcement issues
How do inter-creditor arrangements work
Control and thresholds
Waterfall and recovery
Redemption
Early
Optional
Mandatory ( change of control/ipo)
Tax
Other
Current trends
Structural developments
Key market issues and concerns
Review example transactions
Example transactions for each key type of:
- Structure
- Sector
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Claire Pointing
Claire Pointing
Claire is a solicitor with over 15 years experience in structured finance and capital markets in London and Paris.
Claire has worked at Norton Rose, Cadwalder and Gide Loyrette Nouel, and has advised on numerous European bond, MTN and commercial paper offerings. She is currently a senior member of the debtXplained team which provides market focused reviews and information on high yield transactions, led by Stephen Mostyn-Williams.
In addition to legal practice Claire has worked in strategy consulting with LEK Consulting LLP and has carried out research at Oxford University and New York University School of Law. Claire has also completed the corporate finance programme at London Business School.
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.
This course has now expired please email us to find out when the course will next be running.