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- An entity that offers to acquire control of another company (target company) by paying cash, shares and/or debt instruments for the acquiree.[...]
- A corporate transaction in which one company (acquirer) obtains control (usually more than 50% of the voting rights) of another company (target compan[...]
- Any company that becomes a “Borrower” subsequent to the execution of the facility agreement.[...]
- An “Additional Borrower” or an “Additional Guarantor”.[...]
- The amount of credit extended to a borrower in a single drawing, the term generally being used in loan documentation to identify the different portion[...]
- A parent or a subsidiary of the parent, which are presented together as one entity in the consolidated financial statements of the parent company.[...]
- The bank or other financial institution that is responsible for administering a syndicate facility and acting as a conduit for all payments over the t[...]
- Variation of lead arranger
- The amount of a facility assigned to each participant lender upon the close of general syndication, marking the final step in syndication.[...]
- The date on which participant lenders are notified of allocations, in a manner determined by bookrunner(s), and the syndication closing timetable is c[...]
- The three senior secured term loans – “Facility A”, “Facility B” and “Facility C” – anticipated in LMA template leveraged agreements, [...]
- A change or revision, usually to the wording of a written document, where loan agreement call for either majority or unanimous lender consent.[...]
- A fee-based service provided by banks, including cash management, payment and collection services, risk-management services, foreign exchange and M&A [...]
- A separate facility in a structured financing that provides additional financing or hedging, including an overdraft facility, a guarantee, bonding, do[...]
- A lender or affiliate of the lender that makes an ancillary facility available to the borrower on a bilateral basis, out of the lender's revolving com[...]
- Abbreviation for Asia Pacific Loan Market Association
- An upfront fee paid by a borrower to lead arrangers for originating the financing, structuring the syndicate and distributing the financing facility, [...]
- 1. An underwriter of a finance transaction, acting alone or as co-underwriter. 2. A largely ceremonial title awarded to a syndicate's participant len[...]
- The group of commercial or investment banks that comes together in the primary syndication and commits to provide the funds required by the borrower.[...]
- A trade association active in the in the Asia Pacific region with the stated mission to increase liquidity, efficiency and transparency in the primary[...]
- Any right or physical object that provides an entity with probable future economic benefit (value) expressed in terms of money that has been obtained [...]
- The LMA term used for the assignment of rent where property is located in Scotland.[...]
- 1. [US] The transfer of the rights and obligations of the assignor/seller under a credit agreement, such that the assignee/buyer comes into privity of[...]
- The document used to assign and transfer an LMA facility.[...]
- LSTA documentation generally used for assignments, generally attached to each credit agreement.[...]
- LMA distressed documentation that involves an LMA Trade Confirmation, an Assignment Agreement and a Pricing Letter.[...]
- LSTA distressed documentation involves a Purchase and Sale Agreement (PSA), an Assignment and Acceptance Agreement (A&A) and a Purchase Price Letter.[...]
- The amount of financing (total commitment) that lenders are obligated to make available for borrower drawdown during the facility's availability perio[...]Back to Top ↑
- A credit facility to advance funds only when a borrower cannot obtain financing under short-term instruments, such as commercial paper.[...]
Either a depository financial institution, such as a commercial bank, savings and loan association or credit union, or nondepository financial institu[...]
Variation of information memorandum
1. The meeting held by lead arrangers with co-underwriters and commonly required for large financings where questions about the deal, tiers (tickets) [...]
The reference market rate (e.g., LIBOR or EURIBOR) used by lenders for calculating the interest cost they incur in obtaining funding in the required a[...]
A financial model used in acquisition and project finance, including the written business plan and cashflow projections, upon which the prospective le[...]
A financing arrangement by which the arranging bank agrees to use its “best efforts” or “commercially reasonable efforts” to market and place [...]
A bank bidding strategy without fear of losing, if a deal appears less favorable for the bank but it wants to protect its reputation with the client; [...]
An aggressive bank bidding strategy with the objective to win the lead mandate, if a deal appears potentially attractive.[...]
Referring to a transaction between only two parties.[...]
Credit or a term loan provided by a single lender to a borrower, as opposed to a multilateral facility, suitable for the funding requirements that can[...]
The process by which arrangers solicit subscriptions (tickets) and revise terms to ensure successful syndication.[...]
A syndicate lead arranger that manages the syndication process, determines the loan pricing, tiers and titles (brackets) offered, allocation to each l[...]
The issuing of invitations to prospective lenders, communicating information to the banks, informing the borrower and the management group of daily pr[...]
1. The party (individual or organization) that receives funds and bears the direct repayment obligation to repay those funds, as specified in a financ[...]
The borrower and any guarantor, as used in LSTA documentation.[...]
The percentage amount of credit that can be extended against eligible collateral, such that it does not exceed the discounted value that lenders can e[...]
The first available secondary market price after syndication closing and the deal is completed, reported in percentage points of par.[...]
1. Interim financing that covers a financing gap, commonly the period between the maturity of a loan and its replacement with other financing, typical[...]
Describing the syndicate when lenders are free to trade their loans in the secondary market without restriction, which occurs after the loan is closed[...]
The reduction of the whole or any part of a lender's commitment by the borrower, which applies first to the prepayment of drawn term loans.[...]
A special exception in loan agreements for disapplying a provision, it being used primarily to exclude specific subsidiaries from being captured by th[...]
The repayment of a maturing loan under a revolving credit facility with the proceeds of a rollover loan without the use of cash, which is usual for re[...]
Abbreviation for commercial due diligence
Typically 4-6 months from facility signing by the mandated arrangers, during which lead arrangers must provide certain funding to the borrower in orde[...]
The finance facility provision obliging lead arrangers to provide certain funding to the borrower in order to complete the cash element of an acquisit[...]
chargee
BE
Variation of secured party
The ... requiring the bidder for a target company in a UK public takeover to prove that it has “certain funds” available to complete the acquisiti[...]
A self-contained concept within a written contract that can be read and acted on its own, it possibly having a number of subclauses or referencing oth[...]
A provision found in the mandate letter or commitment letter in which the borrower undertakes that neither the borrower nor any borrower group company[...]
A market flex structured such that only specified changes are allowed, such as a margin flex or structure flex.[...]
When all the conditions precedent (CPs) to a finance agreement are satisfied by all obligors, as of when all lenders are obligated (committed) to make[...]
The defined in a loan agreement as the first date after the borrower satisfies the conditions precedent, which is the date of completion of an acquisi[...]
Compensation received by participant lenders in general syndication from underwriters and paid on final allocations for lender due diligence and credi[...]
A financing arrangement by which a group ("syndicate") of banks underwrites the full amount of a multilateral loan at the outset of the transaction wi[...]
co-agent
AE
Variation of co-lead arranger
A largely ceremonial title awarded to participant lenders for tickets in order of decreasing size usually during general syndication for relatively la[...]
A syndicate title for a co-underwriter during the sub-underwriting phase of primary syndication, in exchange for a corresponding portion of the underw[...]
A designation used for a participant lender as junior member in general syndication that takes the smallest ticket available.[...]
A lead arranger, joint lead arranger or sub-underwriter who together underwriter the total commitments in a loan syndication.[...]
The analysis of the ability of collateral to support a loan and the collateral proceeds to satisfy any remaining loan obligations.[...]
The value of the collateral underlying the loan relative to the size of the loan, including the ratio of senior secured loan to junior debt in the cap[...]
The cash arising from disposition of collateral and the rights and certain claims against the collateral, first against expenses resulting from the co[...]
A depository financial institution (banks) that accepts deposits of money from the public for the purpose of making business, personal and mortgage lo[...]
A detailed review of a target company's commercial status, focused on the market position of the company’s products and/or services.[...]
Any land or building used for commercial purposes, generally encompassing any real property other than a single-family residence or a residential lot,[...]
The financing of income-producing property that is to be built, to refinance and restructure existing real estate financing, or to acquire distressed [...]
The financing that a lender commits to make to a borrower, commonly in some form of confirmation (commitment letter or letter of intent), in which the[...]
The date set by bookrunners for commitments from lenders/investors, subject to legal documentation review, which must be evidenced in writing by eithe[...]
A per annum fee set as a spread over an interbank rate paid by borrowers to lenders on the undrawn (unused) portion of a credit facility on a pro rata[...]
A document in which a prospective lender commits to an arranger to provide a specified amount of a facility’s total commitment in the primary syndic[...]
The collective term for the commitment letter, fee letter and, if applicable, engagement letter, together with the related annexes, schedules and/or e[...]
In commitment letters, the period of time that lenders have committed to make loans available to the borrower.[...]
Security held for the benefit of all lenders, generally by a common security agent/trustee, with all secured creditors having equal claim on the same [...]
Any business entity, typically incorporated. 2. [LMA] (cap) The borrower in LMA investment grade facility documents. 3. [LMA] (cap) The subsidiary of [...]
A parent and its subsidiary companies, which are all the companies presented in the consolidated financial statements of a parent company.[...]
The completion of an acquisition in accordance with the acquisition agreement in LMA-style leveraged acquisition finance documentation.[...]
A type of deferred consideration to the vendor for the sale of the target company in a leveraged acquisition finance transaction the final amount of c[...]
Together, the confidentiality letter and the front running letter accepted by prospective lenders and investors in order to participate in the primary[...]
A document in which a prospective lender or investor undertakes to treat confidentially any information provided to the mandated lead arranger (MLA) b[...]
A person that enters into a contractual agreement.[...]
An arrangement where senior and junior loans are made to the same borrower (common debtor) but the senior creditor and junior creditor agree by contra[...]
The upfront fees paid to lead arrangers plus the interest margin paid on the loan.[...]
A promise in an agreement to do certain things or to refrain from doing other things.[...]
Financial metrics that measure a company’s ability to service its debt and used to assess default risk, such as (EBITDA to interest, EBITDA to debt [...]
A document prepared by counsel to the lenders that confirms delivery of specified legal documents in satisfaction of certain mechanical closing condit[...]
Abbreviation for credit rating agency
Abbreviation for credit rating agency
Abbreviation for commercial real estate
An agreement to make money available and an off-balance sheet item of the lender, it becoming a loan once drawn down.[...]
Any process used for assessing the credit quality of a counterparty (borrower, customer) through the analytical study of financial statements and othe[...]
The decision process that lenders undertake when evaluating a request for credit, it involving preliminary approval and the analysis of the credit’s[...]
The basic due diligence performed on a prospective or current borrower.[...]
The premium for a credit default swap in the form of periodic payments, usually quarterly, a protection buyer makes to a protection seller, expressed [...]
An analytical method that models the credit default process based on available information used to determine the probability of default on a credit ar[...]
An independent company that evaluates and quantifies the credit risk of banks, nonbank corporations and local and national entities as well as their p[...]
An independent company that evaluates and quantifies the credit risk of banks, nonbank corporations and local and national entities as well as their p[...]
The possibility (risk) of financial loss of a creditor (lender, lessor, supplier) arising from the failure of a debtor (borrower, lessee, customer) to[...]
The management of the overall credit risk of a financial institution consistent with its risk appetite, policies and business objectives, it covering [...]
Financial metrics, such as leverage ratio, interest coverage and collateral coverage.[...]
Abbreviation for credit risk management
- Where investor trading in the US loan market is usually conducted at the large underwriting banks.[...]
- The ranking of the payment priority of the debt, either through contractual subordination, where senior creditor and junior creditor agree by contract[...]
- A ratio of net operating income to annual debt service, which indicates how many times a firm is able to service its debt of earnings before interest [...]
- The actions permitted by a contract and applicable law that a party may take to protect and recover its property interests in the event of default of [...]
- The likelihood of a borrower’s being unable to pay interest or principal on time based on the issuer’s financial condition, industry segment and c[...]
- Deferred payment to a vendor for the sale of the target company in a leveraged acquisition finance transaction, including retention, completion accoun[...]
The arranging and distribution of a multilateral financing facility to more than one lender who commit to provide the financing directly to the borrow[...]
The identification of banks and investors to invite to sub-underwrite the financing in primary syndication and/or to lend to the borrower in general[...]
The process of passing finance down the corporate structure of a company group, commonly in acquisition finance from a sponsor to the parent company a[...]
An increase in an underwriting spread.[...]
A term loan with an extended availability period of two to three years and longer, during which it can be drawn down, generally for capital expenditur[...]
The borrower’s making use of a financing facility, it being an advance from the borrower’s perspective.[...]
Abbreviation for debt-service coverage ratio
A detailed assessment of a party's overall economic and financial position (e.g., creditworthiness, the risk involved in the transaction, and suitabil[...]
1. Any due diligence report. 2. A legal due diligence report prepared for and provided in an acquisition finance transaction.[...]
- Abbreviation for exposure at default
A type of deferred consideration to the vendor for the sale of the target company in a leveraged acquisition finance transaction making payment contin[...]
Abbreviation for environmental due diligence
Variation of closing date
Abbreviation for expected loss
A detailed review of the environmental conditions and health and safety issues of a target company or real estate for potential risk of environmental [...]
Intra-group funding in acquisition finance provided by the equity sponsor/investors to the parent company of the acquiring company evidenced by loan n[...]
The amount of a credit exposure that a creditor can expect to lose in the event of default on a credit exposure equal to the exposure less the value o[...]
The amount of financial risk that a creditor (bank, leasing company) is exposed to at the moment the debtor goes into default equal to the unamortized[...]