The Law of Corporate Finance: General Principles and EU Law: Volume III: Funding, Exit, Takeovers

92 4 Debt The consequences of the occurrence of an event of default are serious.^25 The oc- currence of an event of default give ...

4.2 Management of Risk: General Remarks 93 other appropriate cases test of “materiality” may be added.^27 (d) The firm should ge ...

94 4 Debt Some firms have been able to borrow money on easy terms that give little secu- rity to lenders (so-called covenant-lit ...

4.2 Management of Risk: General Remarks 95 funds left to repay the B notes after the repayment of the A notes). If the A notes h ...

96 4 Debt In the English case of Essar Steel Ltd v The Argo Fund Ltd,^43 expert evidence indicated that restrictions on transfer ...

4.2 Management of Risk: General Remarks 97 “cash” (England),^44 others would regard the market value of the debt as a consid- er ...

98 4 Debt proceedings, both procedural and substantive, on the persons and legal relations concerned (see also Volume II). In th ...

4.3 Particular Clauses in Loan Facility Agreements 99 Standardisation v discretion. Although each loan transaction has its uniqu ...

100 4 Debt Common headings therefore include: (1) Financial Obligations (a. The facility or the amount of loan; b. Currency prov ...

4.3 Particular Clauses in Loan Facility Agreements 101 funding indemnity; (d) commitment fee; expense reimbursement; (e) increas ...

102 4 Debt that the representations and warranties under an business acquisition agreement are incorrect).^63 Financial obligati ...

4.3 Particular Clauses in Loan Facility Agreements 103 narrow.^65 In minor transactions, the purpose clause may be wide: “The fa ...

104 4 Debt Alternatively, the borrower may have an obligation to draw down the loan amount under the terms of the loan agreement ...

4.3 Particular Clauses in Loan Facility Agreements 105 In a syndicated loan, the arranger of the loan is usually paid an arrange ...

106 4 Debt Fiduciary duties, duty of loyalty, duty of care. Generally, bondholders are not owed the same kinds of fiduciary dut ...

4.3 Particular Clauses in Loan Facility Agreements 107 From the borrower’s perspective, it is important to ensure that the borro ...

108 4 Debt event of a downturn in financial performance. Second, they help to determine the interest rate on the loans. Third, t ...

4.3 Particular Clauses in Loan Facility Agreements 109 should pay attention to what will happen to the security in the event of ...

110 4 Debt agreement becomes entitled to protect or enforce its rights against that borrower. In drafting this clause, the parti ...

4.4 Prospectus 111 (such as within 30 days after the lender’s written notice to the borrower), the lender will have a right to d ...