News & Analysis as of

Credit Agreements

Court Of Chancery Interprets Credit Agreement And Declines To Consider Alleged Oral Modification

by Morris James LLP on

This decision interpreting a credit agreement’s terms is another reminder that an alleged oral modification to a written contract will not vary the contract’s terms when it has an integration clause and otherwise speaks to...more

Court permits strategic transfer of Center of Main Interests (COMI) in Chapter 15 Case

by Hogan Lovells on

The bankruptcy court in In re Ocean Rig UDW Inc., 17-10736 (Bankr. S.D.N.Y. Aug. 24, 2017) determined that a decision by an offshore drilling company from the Republic of the Marshall Islands (RMI) to shift its Center of...more

Global Private Equity Newsletter - Fall 2017 Edition: Recent Developments in Acquisition Finance

by Dechert LLP on

A delicate balance has evolved over time in leveraged acquisitions with respect to the nature of the contractual relationship between a target and its owners, on the one hand, and the debt financing sources of the buyer, on...more

Incremental Facility Prohibited Because Existing Term Loans Were Undercollateralized

In December 2016, Cumulus Media Holdings Incorporated (Cumulus) proposed an exchange of $610 million of its unsecured senior notes for $305 million of new first-lien debt under a fully drawn revolving credit facility and...more

Debt Dialogue: June 2017 - The Cumulus Media Ruling and the Material Adverse Event Default

In February 2017, Judge Katherine Polk Faila of the Southern District of New York issued a bench ruling in Cumulus Media Holdings Inc. v. JPMorgan Chase Bank, N.A. (S.D.N.Y. Feb. 24, 2017), in which she found that a proposed...more

European Court of Justice awards credit institutions home-field advantage

by DLA Piper on

There was some uncertainty as to what court is competent to hear disputes relating to credit agreements. On 15 June 2017 the European Court of Justice resolved this uncertainty by setting useful and practically applicable...more

Even In Nevada, “Get It Writing” May Not Be Far From The Mark

by Allen Matkins on

A recent ruling by U.S. District Court Magistrate George Foley, Jr. serves as a reminder the “get it in writing” tends to be good advice. The case involves a casino’s attempt to enforce a $3 million gaming debt incurred by...more

Southern District of New York holds that intercreditor agreement allows for payment of subordinated lender’s post-petition...

by King & Spalding on

On January 27, 2017, the United States District Court for the Southern District of New York ruled that the subordinated creditor was entitled to payment of post-petition interest prior to repayment of the senior lender’s...more

Amendments to the Namibian Credit Agreements Act

by Dentons on

Dentons would like to thank Nawala Kamati-Unger of Engling, Stritter & Partners for this month’s contribution to the Africa section of the Dentons South Africa Newsletter. In this article, Nawala provides an overview of...more

IRS Issues Final Debt-Equity Regulations

by Morrison & Foerster LLP on

On October 13th, the Internal Revenue Service (“IRS”) followed through on its promise to issue final regulations and temporary regulations under Section1 385 (the “Final Regulations” and “Temporary Regulations,” respectively)...more

A Closer Look at DOD’s New Guidance on the Military Lending Act Regulations

by Morrison & Foerster LLP on

On August 26, 2016, the Department of Defense (“DOD”) issued an interpretive rule (the “Interpretive Rule”) providing guidance on the DOD’s regulations implementing the Military Lending Act (“MLA”). That same day, we...more

Resolution of Intercreditor Dispute in Favor of ABL Lenders in the RadioShack Bankruptcy Case

by King & Spalding on

On May 11, 2016, the Delaware bankruptcy court issued an opinion in the RadioShack bankruptcy case addressing an intercreditor dispute between Salus Capital Partners, LLC, the “last out” lender in RadioShack’s prepetition...more

New European Legislation Creating Headaches (and Opportunities) for Borrowers

by Foley & Lardner LLP on

New legislation gives European regulators the power to write-down, change the terms of, cancel, and convert into equity the liabilities (including loan commitments) of troubled European lenders. New credit agreements...more

Delaware Superior Court Clarifies When The Duty Of Acting In Good Faith Applies To Enforcement Of A Guarantee

by Morris James LLP on

This is a novel decision because it deals with when a guarantor can defend against enforcement of his guarantee by claiming the company whose obligations he guaranteed was wrongly put out of business by the plaintiff who is...more

PF Newsletter: Article 55 of the BRRD

by Latham & Watkins LLP on

From 1 January 2016, all EEA incorporated banks and credit institutions are required to include a term in any non-EEA law governed contract under which they have liabilities, giving contractual recognition of the bail-in...more

How to Collect Money You are Owed

by Tucker Arensberg, P.C. on

It is no secret that cash flow is vital to any business, and the key to cash flow it to timely collect money that is owed to the business. Selling a product or providing a service is of no benefit to the business if it does...more

Termination Of Credit Agreements — Not Always Straightforward

by Allen & Overy LLP on

Whether a bank may validly terminate a credit agreement, even on the basis of a contractually agreed termination provision, is often not straightforward and depends on the type of borrower, the availability of alternative...more

Court Upholds Class Waiver Arbitration Clause, Finding An Unaware Party Can Still Manifest Assent To Be Bound

by Carlton Fields on

A federal court in Oregon granted a motion to compel arbitration based on a class waiver and arbitration provision in a credit agreement. The primary question of fact was whether the plaintiff had been read or had received...more

US Loan Market Adapts to European Bail-In Directive

by Latham & Watkins LLP on

LSTA publishes model provisions for use in US law-governed credit agreements to assist in adopting new EU bail-in rules. European Economic Area (EEA) financial institutions are now subject to a new set of regulatory...more

‘LightSquared’: Defining the Permissible Boundaries of Plan Injunctions

by Morrison & Foerster LLP on

On Oct. 7, 2015, the U.S. District Court for the Southern District of New York vacated a plan injunction that had been approved by the Bankruptcy Court in the Chapter 11 cases of LightSquared and certain of its affiliates...more

Restructuring eNewsletter - Global Insight Series: Separate and independent rights for lenders - Can lenders go at it alone?

by DLA Piper on

In the recent Hong Kong Court of First Instance case Charmway Hong Kong Investment v Fortunesea (Cayman) Ltd & Ors [2015] HKCU 171, the court considered whether an individual lender has the right under a syndicated credit...more

Federal Trade Commission Solicits Comments on Holder Rule

The Federal Trade Commission (FTC) just published a request for public comments on the economic impact of and continuing need for the Trade Regulation Rule Concerning Preservation of Consumers’ Claims and Defenses, commonly...more

Recent Credit Agreement Restricts Ability of CLOs to Pledge Loans and Ability of Lenders to Sell Participations on the LSTA Form

by Morrison & Foerster LLP on

A broadly-syndicated U.S.-law credit agreement which closed recently includes language limiting the ability of lenders to grant pledges or sell participation interests in their loans. The language appears to be intended to...more

Final Regulations Will Affect Default Risk for Borrowers with Pension Plans

The Pension Benefit Guaranty Corporation (the PBGC) has adopted final regulations relieving certain sponsors of defined benefit pension plans from the obligation to report certain events that signal an increase in the plan’s...more

Covenant-lite Terms Continue to Develop in Europe

by Latham & Watkins LLP on

As predicted a year ago, the adoption of US-style covenant-lite terms in European leveraged deals continues apace. This is hardly surprising given that the existence of ultra-low interest rates are sparking intense...more

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