Available for on-site presentation only at this time.
Commercial lending requires careful loan documentation. This course provides practical guidance regarding the various stages of the loan process and focuses on important provisions within the loan documents.
- The importance of sound deal structure
- The anatomy of a well-drafted credit agreement
- Avoiding security interest perfection pitfalls
- Critical issues in real estate collateral documentation
- Understanding syndicated loan and participation risks
8:30 a.m. - 8:35 a.m.
I. Program Overview
8:35 a.m. - 9:45 a.m.
II. Initiating The Deal
A. Structure Of The Deal
B. Commitment Letters, Term Sheets, Other Preliminary Agreements
C. Due Diligence Items
1. Corporate Organization Documents
2. Insurance Issues
9:45 a.m. - 9:55 a.m.
9:55 a.m. - 10:55 a.m.
III. The Loan Agreement
A. The Credit Facility
1. Borrowing/Repayment Procedures
2. General Loan Provisions
4. The Promissory Note
B. Conditions To Closing
C. Representations And Warranties
2. Financial Ratios
3. Affirmative Covenants
4. Negative Covenants
E. Default And Remedies
10:55 a.m. - 12:00 p.m.
IV. Security And Credit Support Documents
A. Security Agreement
1. Granting Language
2. Collateral Types And Description
3. Conditions Precedent
4. Representations And Warranties
5. Affirmative And Negative Covenants 6. Authorization To File Financing Statement Or Security Agreement
B. Control Agreement
1. Granting Language
2. Collateral Description
3. Broker Waivers
1. Payment vs. Collection
2. Absolute And Conditional
a. Conditional As To Amount
b. Conditional As To Collateral
3. Defenses To Enforcement
4. Waivers Of Defenses
12:00 p.m. - 1:00 p.m.
Lunch (On Your Own)
1:00 p.m. - 1:45 p.m.
V. Security And Ancillary Documents
A. Subordination Agreements
1. Degrees Of Subordination
4. Bankruptcy Issues
B. Intercreditor Agreements
1. Legal Opinion Accord
1:45 p.m. - 3:00 p.m.
VI. Real Estate Collateral Documents
A. Mortgages And Deeds Of Trusts
4. Amendments And Priorities
B. Additional Real Estate Collateral Documents
1. Assignment Of Leases And Rents
2. Subordination, Non-Disturbance And Attornment Agreements
3. Environmental Indemnity Agreements
C. Title Insurance: The Commitment And Policy
1. Schedule A – Identifying Information
2. Schedule B – Requirements And Exceptions
3. Searches And Other Due Diligence
4. Common Endorsements
5. Mark-Up And Bring Down (Role Of The Title Officer)
6. Review Of The Final Policy
3:00 p.m. - 3:10 p.m.
3:10 p.m. - 4:10 p.m.
VII. Syndicated Loans
A. Syndication Procedure
B. Hidden Issues From Syndicate Member's Perspective
C. Interplay With Swaps
D. Trading On The Secondary Market
E. Agent's Responsibilities And Disclaimers
4:10 p.m. - 4:20 p.m.
VIII. Post Closing Issues
A. What Should Be Done To Tie The Whole Deal Up
B. Electronic Issues
4:20 p.m. - 4:30 p.m.
IX. Question And Answer Session