While the role of the agent as an intermediary between borrower and lenders is common to both the English and United States syndicated loan markets, the two systems diverge in ways that are highly consequential in practice....more
Efficiency, flexibility and speed are core features of subscription credit facilities. Because subscription credit facilities operate on a fast‑paced timeline, notice periods are intentionally short and precise. This...more
This Legal Update explores the considerations that a warehouse lender should bear in mind when deciding whether to provide borrowing base credit for participation interests and defining eligible participation interests....more
Competition among direct lenders continues to compress pricing across private credit markets, including in the lower middle market. At the same time, certain sponsor-driven features that were once more typical of larger...more
A recent decision from the U.S. District Court for the Southern District of New York (SDNY) should prompt immediate attention from borrowers, lenders, administrative agents and collateral agents with existing credit...more
Subscription credit facilities have long been a staple of traditional private equity fund finance, but their application to business development companies (“BDCs”) and interval funds deserves fresh attention, particularly...more
EXECUTIVE SUMMARY: A common hurdle in Net Asset Value (NAV) credit facilities is the presence of transfer restrictions on equity interests. In this Legal Update, we explain how these transfer restrictions operate in NAV...more
The EU Authority for Anti-Money Laundering and Countering the Financing of Terrorism (AMLA) has launched a data collection and testing exercise aimed at testing and calibrating its risk assessment models for credit and...more
An inability to satisfy ratio or incurrence-based tests in leveraged finance loan agreements can lead to a borrower group being unable to draw debt it has paid for, or complete transactions it has legally committed to....more
The Small Business Administration (“SBA”) recently approved its first loan under its new Manufacturers’ Access to Revolving Credit (“MARC”) loan program. The initiative establishes a new type of credit for certain...more
In Pack Private Capital, LLC v. Associated Bank, N.A., 155 F.4th 981 (8th Cir. 2025), the U.S. Court of Appeals for the Eighth Circuit held that an oral modification of a subordination agreement was barred by the statute of...more
The Wall Street Journal recently reported on a major private‑credit loss involving a highly sophisticated financial institution that was allegedly defrauded through fake invoices and falsified communications....more
The maritime finance industry saw significant change in 2025, including the shipping sector becoming a key target of sanctions policymakers, evolving regulatory action and lending trends, and the increased role of private...more
The Ropes & Gray fund finance team recently attended this year’s Fund Finance Association’s Global Symposium, where industry leaders convened to discuss the latest developments in fund finance....more
In net asset value (“NAV”) financings, a payment direction letter (“PDL”) is a useful tool that may be entered into in order to control the flow of cash from the underlying portfolio investments directly to a lender...more
The ship finance industry continues to evolve in a manner previewed in years past by regulatory action and evolving lender profiles. This Holland & Knight article explores recent trends in traditional bank lending and the...more
Tactics used in liability management type transactions (LMTs) have made their way to bankruptcy cases, including non pro rata debtor-in-possession (DIP) rollups, leading to objections from non-participating lenders. Most...more
Even as the scope of fund finance products has expanded over recent years, one key consideration that arises in nearly all transactions is the taking and perfecting of legally enforceable security over the bank accounts...more
As the fund finance industry continues to grow in numbers, it may seem challenging initially for banks and financial institutions outside of this space to jump in with confidence as new lenders. Joining an existing fund...more
Based in New York, Mike has over 13 years of banking experience, and a degree in finance and mathematics from the University of Notre Dame. With PNC since 2014, Matt is based in Philadelphia and has a degree in economics and...more
Welcome back to Distressed Debt Legal Insights, Ropes & Gray’s new source of timely insights for professionals navigating the complex world of liability management. In this edition, we’re looking at how Anthology resolved an...more
In the context of NAV facilities, one item that we often see heavily negotiated is the lender’s right to challenge the borrower’s valuations of its investment portfolio. In this article, we will explore a few key aspects of...more
Due diligence is a key aspect of the legal structuring and execution of fund finance facilities. In the subscription line market, there are generally well established conventions for performing due diligence on, in...more
When Gatsby stands at the edge of his lawn, gazing across the bay at the green light on Daisy Buchanan's dock, that lamp promises his imagination that time itself might be reversed. History will relent and desire bend the...more
A liability management exercise ("LME") is, at its core, any transaction a company undertakes to manage its debt other than actually servicing it in the ordinary course of business. While these historically ranged from...more