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Credit Agreements Loans

Hogan Lovells

Italian MEF consults on the draft CCD2 Italian implementing decree

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The Italian Ministry of Economy and Finance (“MEF”) issued a public consultation on a draft legislative decree containing the Italian implementation of Directive (EU) 2023/2225 on credit agreements for consumers (“CCD2”) and...more

Cadwalader, Wickersham & Taft LLP

Quarter End Fireworks, June 2025 - Letter of Credit Refresher

Many subscription credit facilities will provide for the issuance of letters of credit in addition to the funding of loans. A letter of credit is an irrevocable undertaking for the payment of money issued by a bank at the...more

Goulston & Storrs PC

Rethinking Liability Management in Club Deals and Direct Lending: Lessons from the Fifth Circuit’s Serta Ruling and Beyond

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On December 31, 2024, the Fifth Circuit Court of Appeals (the “Court”) struck down the controversial 2020 “uptier transaction” executed by Serta Simmons Bedding (“Serta”). The Serta case and several other state court and...more

King & Spalding

“Revenge Tax”

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Withholding Tax Rules Under Current Law - Current US tax law provides for a 30% withholding tax on interest paid by a US borrower to foreign lenders. However, many foreign lenders are exempt from this tax, either under the...more

Proskauer Rose LLP

Private Credit Deep Dives – What to do following an Event of Default in a consensual setting (Europe)

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Over the past year, we have seen a significant increase in Events of Default (each, an “EoD”) arising from financial underperformance. This trend is largely driven by the high interest rate and inflationary environment, with...more

Mayer Brown

Participations in the Fund Finance Market

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EXECUTIVE SUMMARY - Participations are increasingly being utilized in the finance industry, serving as a mechanism for lenders to manage credit exposure, diversify loan portfolios, optimize capital utilization, and...more

Jones Day

Fifth Circuit Rules that Serta Simmons Uptier Violated Credit Agreement, Rejects Equitable Mootness as Bar to Review of Chapter 11...

Jones Day on

In In re Serta Simmons Bedding, LLC, 125 F.4th 555 (5th Cir. 2024), as amended, No. 23-20281 (5th Cir. Jan. 21, 2025), revised and superseded, No. 23-20181 (5th Cir. Feb. 14, 2025), reh'g denied, No. 23-20181 (5th Cir. Feb....more

Seward & Kissel LLP

Fifth Circuit Reverses Bankruptcy Court’s Ruling on Lenders’ Sacred Right of Pro Rata Repayment in Uptiering Transaction

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On December 31, 2024, the Fifth Circuit Court of Appeals overturned the Bankruptcy Court for the Southern District of Texas’ (the “Bankruptcy Court”) decision that the exchange by certain lenders of Serta Simmons Bedding, LLC...more

A&O Shearman

Two Appellate Courts Weigh “Uptier” Transactions Under New York Law

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On December 31, 2024, the United States Court of Appeals for the Fifth Circuit and the New York Appellate Division, First Department, both issued decisions evaluating the validity of so-called “uptier” transactions under New...more

Akin Gump Strauss Hauer & Feld LLP

Serta - Fifth Circuit Decision

On December 31, 2024, the U.S. Court of Appeals for the Fifth Circuit issued its long-awaited decision regarding the permissibility of the Serta Simmons Bedding (Serta) uptier liability management exercise (the 2020 Uptier)...more

Morrison & Foerster LLP

Latest Uptier Decisions in Serta and Mitel Remind Contract Language Matters

The caselaw on “uptiers” as liability management exercises (LMEs) grew by two opinions on the last day of 2024. In Serta, the Fifth Circuit reversed the bankruptcy court’s blessing of the pre-bankruptcy uptier and...more

Lowenstein Sandler LLP

Fifth Circuit Rejects Non-Pro Rata Uptier Transaction From Serta Simmons; Landmark Ruling May Have Chilling Effect on Similar...

On December 31, a unanimous three-judge panel of the U.S. Court of Appeals for the Fifth Circuit (the Court or the Fifth Circuit) held that the controversial $200 million Serta Simmons Bedding (SSB) uptier financing...more

Goulston & Storrs PC

Mitigate Risks of Lender Liability Claims When Reworking Troubled CRE Loans

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I recently had the opportunity to present during a Strafford CLE webinar on strategies for mitigating the risks of lender liability claims when reworking troubled commercial real estate loans. A central theme throughout the...more

Proskauer Rose LLP

Private Credit Explained: Plug The Gap - Minimizing Value Leakage -

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When negotiating credit agreements, lenders will focus on how to maximize the prospect of their loan being repaid in full at maturity...more

Cadwalader, Wickersham & Taft LLP

Subscription Agreements 101 – Back to Basics July 2024 - Subscription Agreements

We have said it before – the “credit cornerstone” of a subscription credit facility is the limited partnership agreement (the “LPA”) – it is the primary contract, together with any side letters, governing the relationship...more

UB Greensfelder LLP

Resolving Financial Covenant Defaults in Revolving Lines of Credit: Real-World Strategic Considerations for ABL Borrowers

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The scenario is common enough: following a slow quarter, a borrower misses a debt service coverage ratio (DSCR), fixed charge coverage ratio (FCCR), or other financial covenant test required under its revolving credit...more

Walkers

Transposition of Credit Servicers Directive in Ireland – Overview

Walkers on

On 29 December 2023, the Minister for Finance signed the European Union (Credit Servicers and Credit Purchasers) Regulations 2023 (the "Regulations") into law, thereby transposing the Directive on credit servicers and credit...more

Strafford

[Webinar] Erroneous Payment Provisions in Loan Agreements: Common Features; LSTA Form; Negotiation Tips - Fine Tuning Revlon...

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This CLE webinar will explore the evolution of erroneous payment provisions in credit agreements as a result of the infamous Revlon case. The panel will review provisions developed by market participants, including language...more

Cadwalader, Wickersham & Taft LLP

Controlling Cash March 2024 - Cash Control Event: Lender and Borrower Considerations

Our readers have been blessed with wonderful Fund Finance Friday articles dealing with the maintenance of collateral accounts in 'When Deposits Don’t Travel with Loans', control over collateral accounts in 'Control or Control...more

Akin Gump Strauss Hauer & Feld LLP

Trends in Special Situations & Private Credit 2024

With 2023 characterized by record inflation, constraints in the syndicated lending environment and rising interest rates, credit funds were able to step in to provide flexible, tailored and relationship-based financing to...more

Cadwalader, Wickersham & Taft LLP

Teaming Up for Term Loans February 2024 - Term Loan Market Update

About a year ago, we published “Term Loan Solutions in Fund Finance,” which ended up being a popular article on Fund Finance Friday. Since then we have seen lenders, sponsors, law firms and rating agencies become more...more

Mayer Brown

The Benefits of Term Debt Tranches in Fund Finance Products – and What to Consider When Utilizing Term Debt

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With new banking rules on the horizon for financial institutions, lenders are looking for new strategies to bolster lending capacity and accommodate debt issuances. One such option is term debt....more

Cadwalader, Wickersham & Taft LLP

Welcome to 2024: CWT’s European Fund Finance Market Insights - 2024 European Fund Finance Market Predictions

The year 2023 presented the fund finance industry with many challenges that it rose to face with an inventiveness and rigour that showed just how mature and multi-faceted the market has become. At Cadwalader in London we saw...more

Cadwalader, Wickersham & Taft LLP

Recallable Capital Ripples November 2023 - Total Recall

Recallable capital is a hot topic these days in both subscription financing and NAV financing transactions, both at industry events and in the press. There has been a good deal of attention to this concept in the NAV market...more

Cadwalader, Wickersham & Taft LLP

NAVigating November 2023 - NAV Financing: To Secure or Not To Secure, That Is the Question

As noted in Angie Batterson’s wonderful panel at our Finance Forum in Charlotte last month, the term NAV loan means different things to different people, and can encompass a diverse mix of structures and asset classes in the...more

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