Syndicated Lending Practice And Documentation Pdf

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Syndicated Lending: Practice & Documentation Mark Campbell

By Mark Campbell and Christoph Weaver. Annex 2. It is a great pleasure to be asked to write the foreword to the sixth edition of the Euromoney guide to Syndicated Lending. Nearly thirty years ago, my first job in the Bank of England involved the analysis of syndicated lending in the Euromarkets and the implications of these developments for shaping the original Basel capital agreement as part of work done by the Bank for International Settlements.

Around fifteen years ago, I assisted Eddie George to write the foreword to the second edition, and it is very pleasing to see the guide is going strong. The fact that the guide has reached its sixth edition is a testament to the durability and adaptability of the syndicated loan as an instrument.

It is a, possibly the, workhorse instrument of corporate financing. The ebbs and flows of its popularity are to do with the passing attractions of alternatives rather than any fundamental weakness in what is at heart a very simple instrument.

Moreover, in banking simplicity is a strong virtue; indeed, it is a great pity that it took a crisis of such severity to provide a reminder of this principle. There is quite naturally a great deal of focus on structural reform of the banking system.

The crisis has sadly delivered strong lessons on both the prudential and conduct of business weaknesses of institutional structures and behaviour which were little questioned in the pre-crisis years.

Exuberance resulting from the appearance of good times contributed to a lack of questioning of the soundness of structures and practices. The traditional plain vanilla syndicated loan market went through one of these periods when to many it looked like the outdated model. Today, we place far more emphasis on ensuring that banks can fulfil their role of providing critical financial services to support economic activity, and do so on a continuous and uninterrupted basis.

One of those critical services is financing companies around the world that wish to expand and develop either internally or by acquisition. The future of the banking system depends on being able to meet these basic and reasonable needs of society. The demand for such financing is truly global and requires large scale to support major companies.

The syndicated loan is still with us, sitting at the heart of corporate financing. Moreover, as the guide once again explains, by their very nature syndicated loans need to be capable of distribution and selling as a means to achieve sensible risk diversification. Likewise, loans must be capable of sensible restructuring in the event of borrowers experiencing difficulties. The Bank of England has a long history of involvement in this area through the London Approach where it can use its powers of persuasion if those are called for and suitable in the particular context.

I was responsible for the London Approach during the most stressful period of the financial crisis, and I learned a great deal from the experienced bankers who handle such restructurings, not least the timeless message that the success of the syndicated loan market depends on the clarity and precision of the terms and documentation of loans. It is right that the guide pays due attention to these important features. I can highly commend the sixth edition of the guide as an important contribution to maintaining the success of the syndicated loan.

Although the cyclical nature of the syndicated credit market is well known to practitioners, few people in , when the first edition was being written, would have expected that there would be a cyclical requirement for new editions of this book.

The frequency turned out to be four years each time coinciding with the Olympic Games, but the excitement of the Olympics being held in London in resulted in the 6th edition being delayed until the following year and now we seem to have settled on a six year cycle. Each new edition, of which this is no exception, has required significant revision in order to bring it up-to-date. This is surely the best prima facie evidence that the syndicated credit market remains healthy, dynamic and creative.

So what is this instrument about which so much can be written? In its simplest form a syndicated loan can be presented schematically as shown in exhibit A. The relationships shown diagrammatically are just the start of the story and, as all practitioners know, each transaction contains its own unique features usually built around variations on the themes set out in this book. Over the last 25 years, the syndicated loan market as a whole has transitioned from being regarded as the poor relation of the debt capital markets to being in the forefront of the consciousness of many borrowers, banks and other financial institutions and investors.

Indeed, in many cases, having the balance sheet committed to a borrower can be a prerequisite for winning mandates in other fields such as bond issues, corporate advisory work, foreign exchange or payments and cash management. The technical aspects of syndication and documentation described in this book have been developed, tested and refined in the international marketplace.

The widespread adoption of these practices for both primary market and secondary market activity has helped to establish trans-national codes of practice acceptable to and understood by all participants borrowers, banks and other institutional investors in the market. The more regulated and traditional domestic markets that, for many years, did not lend themselves to the same degree of innovation and creativity have now followed the precedents set by the international practitioners.

Over the last few years, there has been increasing regulation applied to the loan market and this has had a significant impact on the day-to-day activity for the banks involved in arranging transactions as well as for banks acting as agent throughout the life of the facilities. Just one example is the importance now attached to the various aspects of customer knowledge of all the parties to a transaction both during the primary and secondary market phases.

The reader is then taken through the history and structure of the market before embarking on the various stages of syndicated lending from the opening phase of seeking a mandate and negotiating a term sheet to syndicating, documenting, closing and trading a transaction. As not all transactions terminate in the way originally envisaged, the last chapter summarises the options when restructuring is required. Chapter 1 provides a short history of the market commencing with its creation in the s and highlights key changes in the marketplace since then.

As this edition is being compiled the market is facing up to what is, perhaps, the most significant single development in that history — the likely transition away from IBOR-based pricing. Since it is currently not clear how the market will handle this and, indeed, it is not absolutely certain that the transition will take place the book continues to describe the market as it currently is with pricing in the major currencies being based on IBOR-based benchmarks plus margin.

However, Chapter 1 concludes with a section outlining the importance of IBOR benchmarks to the market; describing the issues with such benchmarks highlighted by the scandals surrounding LIBOR and other benchmarks; dealing with the various regulatory responses to those issues; and, finally, looking at the likely transition away from IBOR benchmarks in favour of interest rate benchmarks tied to so-called risk-free rates RFRs.

Chapter 2 provides an overview of the syndicated credit market as it is today. It encompasses statistics on the size of the market, details of where the activity is taking place and in which currencies, and sets out some of the key players based on league table analysis. It comments on the impact of regulations including the various Basel Accords on capital adequacy and on the geographic location of the centres of syndication expertise.

It concludes with a summary of the way in which banks organise their syndications teams and the technology and information sources they use in order to run this business. This is followed by a number of annexes in which some of the technology providers give their views on how their products can assist market participants. The annexes conclude with a list of relevant information sources.

Chapter 2 also embodies eight supplements written by leading market practitioners covering areas of specific interest as follows:. This Annex was prepared for the purposes of the Sixth Edition and has been only editorially updated for this edition.

This also looks briefly at some of the possible effects of Brexit on the loan markets. The Dealogic league tables and other charts used in Chapter 2 and Supplement 2 were kindly provided by Nisha Bharadwa of Dealogic. The transactions envisaged are two of the common types found in the syndicated credit market, the first being a revolving credit facility, the second being a multi-tranche multi-currency facility incorporating term and revolving facilities. These term sheets have been designed to explore, in a practical way, many features which are likely to be encountered in these types of transactions, whilst at the same time keeping them as realistic as possible.

The term sheets themselves have been annotated to emphasise and highlight the key commercial points being made in each paragraph. Chapter 4 covers the syndication process and all the steps involved.

It starts with an assessment of the factors to be considered when deciding to bid alone or in a group. It covers alternative syndication strategies and discusses the activities involved in executing each step in the syndication process.

The chapter closes with a worked example of a syndication strategy for each of the transactions featuring in Chapter 3. Chapter 5 is based on the offer to arrange the hypothetical commercial paper back-up line for DutchCo described in Chapter 3 and provides a draft facility agreement based on the sample term sheet.

The agreement has been constructed in a conventional way and takes the reader through the document by providing pertinent commentary. The agreement, a US dollar denominated standby revolving credit and swingline facility agreement is annotated on a clause-by-clause basis. It uses the standard form developed under the auspices of the LMA. Chapter 6 gives the reader a concise explanation of the alternative methods for the effective transfer of assets from one institution to another.

Chapter 7 is a summary of the steps to be taken when restructuring transactions involving syndicates, draws attention to some of the frequently found pitfalls and offers ideas as to how to avoid them. A Glossary of Terms is to be found at the end of this book where technical terms and market jargon are explained.

It is assumed that the reader is familiar with the concept of discounted cash flow. The calculations in the worked examples have, when necessary, been made using Excel spreadsheets and, therefore, minor differences in the results might be found if other calculators are used.

Various levels of pricing and interest rates have been used for the examples in this edition but the authors are not suggesting that these rates are the appropriate ones for any particular transaction either at the time this edition is published or at any other time and the absolute levels of pricing and interest rates chosen are not in themselves important. It is essential for a practitioner to use the prevailing rates when working in any real life situation.

The methodology does not change, merely the answers. Square brackets [ ] are used throughout this book to indicate that an insertion is required depending on the circumstances. It is hoped that the type of insertion required in each case is clear from the context and that the reader will realise that, once the insertion has been made, the square brackets drop away.

He joined Clifford Chance in and has specialised in international and domestic banking and financial work. He has acted for a wide variety of arrangers of syndicated financing transactions of all types and has advised the Loan Market Association on its standard documentation since its inception. In recent years much of his work has centred around the acquisition finance, leveraged buy-out and restructuring markets.

He has contributed to periodicals on financial law and is a regular speaker at conferences on syndicated lending and secondary market issues. He joined RBS in , before which he worked for HVB now Unicredit to establish and spear-head their Corporate Syndications Team with additional responsibilities for the financial institutions team and a major focus on European Borrowers. In , Christoph moved to the Debt finance Division of Bankgesellschaft Berlin where he became Head of Syndications, leading a cross border team with a particular focus on borrowers in Eastern Europe, the Nordics and the Near Middle East.

Christoph was born in Germany, grew up in Scotland and was educated in both Germany and the UK where he received a Dipl. Tony Rhodes is now retired from the finance industry. Tony started his career in the project finance unit of Shell International Petroleum Company, being based first in London, then in Paris. He was a regular speaker at seminars and workshops on syndicated lending and was the course director and lecturer on the Euromoney training seminar entitled Syndicated Loans for Practitioners for 20 years from its inception in In addition to being the general editor and author of the first five editions of this book, he was general editor of the book entitled Encyclopedia of Debt Instruments , first published by Euromoney Books in , then revised and published as a second edition in Prior to his current role, Mr.

Before joining Bloomberg in October , Mr. Betteridge spent eight years with Fortis — most recently as Director of Secondary Loans — where he managed the team responsible for all secondary loan activity and investor relationships in Europe, Middle East and Asia. Nisha studied Economics at the University of Manchester. He has closed various transactions in the transport and energy sector across Europe, Asia and the United States. He leads a team of industry specialist relationship managers within the NatWest Syndicated Loans Agency market-leading provider of independent, professional agency bank services.

In addition, Ms. Coffey heads up a team of analysts that are responsible for analysing current and anticipated market developments, helping the LSTA build strategy and improve market efficiency, and providing commentary through weekly newsletters, periodic conferences and webcasts. Coffey and the analyst team also engage market participants, press and regulators on issues and developments in the global loan market.

Additionally, Ms. Coffey is a frequent speaker at industry events and has authored chapters in several books about the syndicated loan market. She has a B. Simon Crown is a partner in the regulatory practice at Clifford Chance, which he joined in

Syndicated Lending: Practice and Documentation

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Whilst the documents are drafted for investment grade corporates, in practice they are used for a variety of borrowers across the credit spectrum with appropriate.


Syndicated Lending - Ebook

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The success of the syndicated loans market over the past 15 years has been unmitigated due largely to its flexibility in raising large amounts of credit at very short notice for a wide range of borrowers. This flexibility is based on close personal contacts between major participating banks, and clear guidelines within international banks regarding acceptable minimum spreads and exposure to major borrowers. Syndicated lending has enabled banks to satisfy unprecedented levels of credit demand while managing a diversified loan portfolio. However, there is a risk of potential loss to banks through lending to borrowers with whom they have no direct contact. Howcroft, B.

By Mark Campbell and Christoph Weaver. Annex 2. It is a great pleasure to be asked to write the foreword to the sixth edition of the Euromoney guide to Syndicated Lending. Nearly thirty years ago, my first job in the Bank of England involved the analysis of syndicated lending in the Euromarkets and the implications of these developments for shaping the original Basel capital agreement as part of work done by the Bank for International Settlements.

Marketing a Eurocurrency Syndicated Loan

Syndicated Lending 6th ed has been substantially revised to take account of market developments since with a number of new supplements. It covers all aspects of the syndicated loan market including the history of the market, landmarkMoreSyndicated Lending 6th ed has been substantially revised to take account of market developments since with a number of new supplements.

Syndicated Lending: Practice and Documentation

ISBN s : - Authors: Mark Campbell , Christoph Weaver. He joined Clifford Chance in and has specialised in international and domestic banking and financial work. He has acted for a wide variety of arrangers of syndicated financing transactions of all types and has advised the Loan Market Association on its standard documentation since its inception. In recent years much

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    It covers all aspects of the syndicated loan market including the history of the market, landmark transactions and its future.