BarbriSFCourseDetails
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Course Details

Course Information
  • smart_display Format

    Live Online with Live Q&A

  • signal_cellular_alt Difficulty Level

    Intermediate

  • work Practice Area

    Banking and Finance

Date & Time
  • event Date

    Tuesday, October 7, 2025

  • schedule Time

    1:00 p.m. ET./10:00 a.m. PT

  • timer Program Length

    90 minutes

Credit Information

  • This 90-minute webinar is eligible in most states for 1.5 CLE credits.

$347.00

This course is $0 with these passes:

CLE
ALL

This CLE webinar will discuss various aspects of due diligence that should be conducted in fund finance transactions, including subscription credit facilities (SCF) and net asset value (NAV) credit facilities. The panel will describe some of the current diligence practices typically involved in each type of credit facility and discuss trends in and potential changes to due diligence in these fund financing transactions.

Faculty

J. Eric Holland
Counsel
Dechert LLP

Mr. Holland is counsel in Dechert’s private credit group. He represents lenders and borrowers in secured and unsecured credit facilities and other financial transactions. These include senior and subordinated debt financings, fund finance (including subscription facilities, NAV facilities and hybrid facilities), acquisition financings, asset-based and reserve-based loans.

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Thomas R. Howland
Partner
Simpson Thacher & Bartlett LLP

Mr. Howland is a Partner in the Firm’s Fund Finance Practice and a member of the Banking and Credit Practice. His practice is focused on advising asset managers and their sponsored funds and portfolio companies across asset classes in bank financings such as NAV, hybrid and subscription facilities, firm or management company facilities, holdco loans, mezzanine loans, margin loans and other forms of backleverage. Mr. Howland also advises them in raising capital from insurance companies, debt funds and other non-bank sources through alternative structures, including private placements, securitizations, asset-backed notes and rated feeders, as well as on the financing aspects of asset management M&A. He has recently represented clients including BGO, Blackstone, Centerbridge, KKR, Macquarie, Northwood, Platinum Equity, Stonepeak and TCV. Mr. Howland was recognized as a 2024 “Rising Star” by the Fund Finance Association.

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Description

Fund financing transactions have traditionally been viewed as low risk, but recent incidents involving alleged fraud and the increased uses of new product types have caused concern for lenders industrywide and heightened the focus on due diligence in fund financing transactions. Lenders and their counsel must have a thorough due diligence process to follow for each type of transaction.

Due diligence reviews for SCFs are typically focused on four types of documents—subscription agreements, limited partnership agreements, side letters, and offering documents—with a focus on the enforceability of the documents and the security interest in the underlying collateral. Lender's counsel must determine the nature or identity of the investors, the number of investors, and the substance, length, and complexity of any side letters.

Due diligence remains important in NAV credit facility transactions as well and should include a review of: (1) the documents relating to the fund's underlying investments (e.g., a mortgage for a real estate fund), (2) the organizational documents for the borrower and any related parties (e.g., any fund guarantor), and (3) depending on the nature of the fund's investments, the collateral package and the sponsor, a collateral audit, on-site inspections, or appraisals.

Listen as our authoritative panel discusses due diligence of SCFs and NAV credit facilities.

Outline

I. Due diligence in the current fund finance environment

II. Due diligence for subscription credit facilities

A. Subscription agreements

B. Limited partnership agreement

C. Side letters

D. Private placement memoranda

III. Due diligence for NAV credit facilities

A. Documentation relating to underlying investments

B. Organizational documents of borrower and guarantor

C. Underwriting the collateral and facility

Benefits

The panel will review these and other important issues:

  • Why has due diligence become particularly important in the current fund finance environment?
  • What are the key provisions in a limited partnership agreement that could affect the ability of a fund to enter into an SCF?
  • What are some red flags that lenders should be aware of in conducting due diligence on a NAV or SCF deal?