Drafting for Corporate Finance is an essential primer and handbook for attorneys in their early years of corporate finance lawyering, as well as a useful refresher for experienced practitioners. Written by a noted corporate legal skills trainer, this invaluable, affordable tool offers the legal, financial, business, accounting, and drafting information that lawyers must understand for corporate finance documentation, especially debt documentation.
Covering all the components of effective contract drafting, Drafting for Corporate Finance gives attorneys a practical grasp of:
Basic structural issues, including the parties, instruments, markets, and terminology;
Conditions precedent, representations, warranties, defaults, and other provisions, and their interplay;
Full spectrum of subsidiaries, starting with wholly-owned vs. non-wholly owned;<;
Housekeeping, insurance, information, general business, and financial covenants;
Debt and negative pledges, including restrictions on sale-leasebacks, on debt, and on debt of subsidiaries;
Enforceability, security interest, true sale, and 10b-5 opinion;
Amendment, control, and refinancing provisions;
Risk-based review of contracts to eliminate compromising contract errors;
Also included is a "best practices" chapter featuring a technical drafting checklist, guidance on drafting disclosure of contract terms and on leveraging technology, and cautionary "lessons of Enron."
Table of Contents Includes:
Introduction
The Players
The Instruments
Accounting Matters
Bankruptcy- Rules of the Endgame
The Issuer, and the Obligation: Recourse, Ranking, Rights, and Remedies
Beyond the Issuer: Corporate Structure Issues
Commitments, Conditions, Pricing, and Risk; Liquidity Support and Credit Support; Credit Derivatives
A Deal in Time
Contract Structure and Key Elements
Housekeeping, Insurance, and Information Covenants
Debt and Liens (Negative Pledges)
General Business Covenants
Financial Covenants
Amendments, Waivers, and Control Provisions
Risk-Based Review; Transactions Analysis
Best Practices
Notes and Resources
Technical Drafting Checklist
Indicative Terms for Bank Debt and Public Debt, Investment Grade Versus Non-Investment Grade
Newco Goes to Wall Street- 8 1/2 Balance Sheets
Diary of a Liquidity Crisis: Enron's Last Days
*Important! Supplement Update Policy: Like most attorney-practitioner titles, this item may be supplemented from time to time with updates by the publisher in order to reflect any changes in the legal topic area covered. These updates are important in ensuring that your item always reflects the most up-to-date legal information. Your purchase price includes the cost of all previous updates and any updates that may be issued within 60 days of your purchase. After that period, subsequent supplements will be sent to you directly from the publisher for your review and purchase.
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