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Learn about the fees generally incurred in connection with a loan financing. This practice note provides practice tips on formulating the fee letter that documents these and related provisions, including market flex, securities demand, and alternative...

A “waterfall” provision in an intercreditor agreement refers to the order of application of funds or proceeds and is a repayment mechanism by which funds from a loan are paid out in an enforcement scenario. Review this practice note to understand...

Get the guidance, templates, and clauses you need for closing the deal. This resource kit provides an overview of the closing and post-closing process, addressing the individual documents and deliverables due at closing, payoff and funding mechanics,...

Agents play a critical role in a syndicated credit facility. This practice note discusses the two main types of agents, the administrative agent and the collateral agent, and the roles they play in a lending transaction. READ NOW » Related Content...

Early on in a loan transaction, the parties should discuss and agree on the expected content of the schedules to the credit agreement. Review this practice note describing how to prepare, review, and update the schedules that are appended to a credit...

Make sure you are up to date on the latest trends in increased costs and yield protection provisions in credit agreements. This practice note discusses current market trends in publicly filed credit agreements from the last quarter of 2021 and the beginning...

If so, then review this practice note providing an overview of demand guarantees. It includes a discussion of direct guarantees in common domestic transactions and indirect guarantees and counter-guarantees in typical international trade situations. ...

Check out our Finance Fundamentals Resource Kit today! This resource kit provides an overview of a financing transaction from the negotiation of commitment papers to the documentation of the loan documents to closing and post-closing mechanics. READ...

HHS AGENCY PROPOSES RULE TO STABILIZE INSURANCE MARKETPLACE THE CENTERS FOR MEDICARE & MEDICAID SERVICES (CMS) issued a proposed rule aimed at stabilizing individual and small group health insurance markets in anticipation of Congress’ possible...

FEDERAL COURT FAST TRACKS REVIEW OF RULING BLOCKING IMPLEMENTATION OF OVERTIME REGULATIONS THE FIFTH CIRCUIT COURT OF APPEALS ISSUED A BRIEF order December 8 granting expedited review of a November 22 ruling by a federal judge in the Eastern District...

Explore our Alternative Reference Rate Loans Tracker that identifies new publicly-filed loans with interest rates based on reference rates other than SOFR or LIBOR. This new tracker is based on publicly-filed credit agreements available on Market Standards...

ENERGY DEPARTMENT UNVEILS ROADMAP SEEKING TO DOUBLE U.S. ENERGY PRODUCTIVITY BY 2030 THE U.S. DEPARTMENT OF ENERGY HAS UNVEILED A strategic plan laying out a path businesses, state and local governments, consumers, and other stakeholders can use to...

Q&A with David W. Morse , Banking & Finance Chair at Otterbourg P.C. What led you to choose commercial finance and institutional lending as your area of practice? Serendipity is the word that comes to mind. While I knew that I preferred to...

By: Robert N. Rapp , Calfee Halter & Griswold LLP LEXIS PRACTICE ADVISOR RESEARCH PATH: Securities & Capital Markets > State Securities Regulations – Blue Sky Laws> Blue Sky Laws > Practice Notes > “Regulation A-Plus”...

By: John Chrisman, David Richardson and Alan Lee Corporate Deparment, Hong Kong Office of Dorsey & Whitney* SINCE ADOPTING THE OPEN DOOR POLICY SOME 35 YEARS ago, 1 Mainland China 2 has largely completed the transition from a centrally planned economy...

STUDY ON INJECTION WELL INDUCED EARTHQUAKES THE U.S. GEOLOGICAL SURVEY (USGS) RECENTLY released its short-term forecast for seismic activity. For the first time, it includes a discussion of “Induced Earthquakes.” The study, which comes after...

By: Stephen Gillespie and Amy Kennedy , Gibson, Dunn & Crutcher. 1. What are the typical debt components of acquisition financing in the United Kingdom? Acquisitions in the United Kingdom are typically financed either by way of leveraged loan...

By: Juan M. Arciniegas and Daniel O’Rourke , Vedder Price. Recently, there has been a movement by larger community banks and their regional counterparts (Interested Banks) to engage in derivatives markets. Historically, this is banking space almost...

By: Dwight Smith , Nelson Mullins Riley & Scarborough LLP. THE DODD-FRANK WALL STREET REFORM AND CONSUMER Protection Act (Dodd-Frank), 111 P.L. 203 , addresses commercial lending in two of its titles. First, and most prominently, Title I of the...

By: Moises Gali-Velazquez. Medical marijuana is legal in 23 states and the District of Columbia. 1 Moreover, four states have legalized marijuana’s recreational use and at least 18 more states are, or have been, considering legalization of medical...

By: Steven I. Glober , Gibson, Dunn & Cruther LLP. The purchase price provisions are among the most critical terms of a merger agreement. The value of the consideration to be paid by the acquirer to the target’s stockholders will be affected...

By: Linda Curtis and Andrew Cheng , Gibson, Dunn & Crutcher LLP. IN RECENT YEARS, THE NEGOTIATION OF AN ACQUISITION agreement and related acquisition financing commitment has become increasingly complicated, involving multiple parties. The buyer...

By: Linda Curtis and Andrew Cheng , Gibson, Dunn & Crutcher LLP. Closing on Terms of the Purchase Agreement (Amendments) Because the buyer typically chooses specific lenders with the understanding that their commitment letter will be subject to...

By: Linda Curtis and Andrew Cheng , Gibson, Dunn & Crutcher LLP. Acquisition Financing: Buyer and Seller General Perspectives It is understandable that before lenders will agree to lend millions, and sometimes billions, of dollars to fund an acquisition...

By: Linda Curtis and Andrew Cheng , Gibson, Dunn & Crutcher LLP. TAX CONSIDERATIONS—FEDERAL, STATE, LOCAL, AND foreign income taxes, as well as other types of taxes such as transfer and property taxes—are a major consideration when determining...