Structuring Agreements Among Lenders in Unitranche Facilities: LSTA Form
Tranching, Payment Waterfalls, Interest and Fees, Voting, Buyouts, Standstill Provisions, Enforcement in Bankruptcy
About the Course
Introduction
This CLE course will discuss structuring and negotiating key terms of the agreement among lenders (AAL) in a unitranche facility, focusing on tranching, payment waterfalls, interest and fees skims, voting, buyouts, remedies, standstill provisions, and assignments. The program will also discuss the enforceability of AALs in bankruptcy and the AAL form published by the Loan Syndications and Trading Association (LSTA).
Description
Unitranche financing combines aspects of a traditional first-lien/second-lien structure into a single credit facility with one set of loan documents, one shared lien, shared (or "blended") interest payments, and one covenant package. The unitranche structure allows lenders to tailor their intercreditor rights depending on the size of their respective first-out and last-out facilities and other deal-specific factors in an AAL.
Structuring facilities and drafting agreements must be done with care to avoid traps, conflicting terms, and agreement gaps. Key deal points include tranching, payment waterfalls, interest and fee skims, voting, buyouts, remedies, and standstill and assignment provisions. Our faculty will explain these core deal components, highlighting important provision considerations. The panel will also discuss the LSTA's published AAL form and its use as a good starting point for negotiating and drafting an AAL.
In many respects, the LSTA's AAL form reflects the "market," but there are areas of deviation. Our faculty will outline those instances for attendees. Open questions regarding enforcement of AALs in bankruptcy also remain. These areas of uncertainty—including plan classification and voting; adequate protection; and the lender's entitlement to post-petition interest—will be analyzed by our esteemed panel. After attending, lender's counsel will walk away with a better understanding of AAL enforcement complications and mitigation strategies.
Listen as our authoritative panel of finance counsel guides you through the current market terms of the AAL and the use of the LSTA form. The panel will also look at the latest developments in the enforceability of AALs in bankruptcy and other bankruptcy-related risks.
Presented By
Ms. Bell focuses her practice on commercial and corporate finance transactions. She regularly represents banks, investment banks, finance companies, private debt lenders, other lenders, and borrowers in working capital facilities (cash flow and asset-based), acquisition financings, structured financings, and restructurings and recapitalizations—both cross-border and U.S. focused. Ms. Bell has industry experience in a variety of business sectors including technology and software, healthcare, transportation and logistics, energy, retail, food and beverage, and manufacturing and industrials. She has significant experience negotiating intercreditor relationships, including 1st lien/2nd lien transactions, split collateral arrangements, and unitranche transactions. Ms. Bell represents clients in all parts of the capital structure—senior, junior, first lien, second lien, first out, last out, super-senior, and preferred equity. She is the co-author of Asset-Based Lending: A Practical Guide to Secured Financing (Practising Law Institute, 8th ed. 2015), which is generally considered to be the definitive treatise on asset-based lending.
Ms. Hildebrandt is a partner in the Global Finance group of Paul Hastings. She represents banks and other lenders in commercial finance matters (including asset-based loans and cash flow loans), restructurings, workouts and special situation lending. Ms. Hildebrandt has extensive experience in multi-tranche and multi-lien transactions. In particular, she has extensive experience representing lenders in two lien deals, split collateral deals and first-out / last-out unitranche transactions. Ms. Hildebrandt has experience in various business sectors including healthcare, software, retail, insurance, media, franchise, restaurants, casinos, manufacturing, and vehicle and airline transportation, and in cross-border transactions. Prior to joining Paul Hastings, she practiced in bankruptcy courts in the Central District of California.
-
This 90-minute webinar is eligible in most states for 1.5 CLE credits.
-
Date + Time
- event
Wednesday, July 8, 2026
- schedule
1:00 PM ET/10:00 AM PT
I. Structuring key provisions of AALs
A. Tranching
B. Payment waterfalls
C. Interest and fee skims
D. Voting
E. Buyouts
F. Remedial standstill
G. Assignments
II. Enforceability of AALs in bankruptcy and bankruptcy-related risks
A. Recent case law developments
B. Jurisdictional considerations and tranche treatment
C. Subordination
D. Valuation and post-petition interest
E. Credit bid provisions
F. Plan classification
III. The LSTA form of AAL
The panel will review these and other key issues:
- What are the essential terms to address between lenders in an AAL?
- In what respects does the new LSTA form AAL reflect the "market," and how does it deviate?
- What are the latest case law developments on the enforceability of AALs in bankruptcy?
- What are the critical considerations in negotiating "split lien" AALs?
Related Courses
Let's Talk About "About"– How Small Words Cause Big Problems in U.S. Patent Claims
Tuesday, June 23, 2026
1:00 PM ET/10:00 AM PT
Patent Year in Review: Key Decisions, Trends, and Strategies
Available On-Demand
Patent Claim and Specification Drafting and Prosecution
Available On-Demand
