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Asset-Based Lending: Navigating Borrowing Base, Article 9 Collateral Issues, Key Provisions

Recording of a 90-minute premium CLE video webinar with Q&A

This program is included with the Strafford CLE Pass. Click for more information.
This program is included with the Strafford All-Access Pass. Click for more information.

Conducted on Wednesday, November 29, 2023

Recorded event now available

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This CLE course will discuss asset-based lending (ABL) transactions, including issues associated with the borrowing base, obtaining and perfecting a security interest in the assets under the UCC, and essential terms in the ABL documentation. The speakers will discuss ABL facilities for restructurings, special situations, debtor-in-possession facilities, and exit facilities. The speakers will also discuss the impact of the current state of financial markets on ABL deals.


In asset-based financing transactions, the lender lends up to a percentage of the value of the borrower's assets--the borrowing base. Assets used in ABL financing typically include accounts receivables, inventory, and equipment. The speakers will also focus on unique issues with cash in the borrowing base and whether lenders are including intellectual property in the borrowing base.

ABL lending frequently involves extensions of credit to borrowers representing a higher degree of credit risk than other types of commercial lending. As a result, ABL loans include features such as cash management and a perfected security interest in all collateral is typically required.

Listen as our authoritative panel of finance attorneys discusses structuring and documenting asset-based financing transactions, including those with senior and junior lenders. The panel will review critical issues associated with different assets in the borrowing base, obtaining and perfecting a security interest in the assets, and essential terms in ABL loan documentation.



  1. Types of ABL facilities
  2. Borrowing base
    1. Accounts receivables
    2. Inventory
    3. Equipment
    4. Cash
  3. Obtaining and perfecting a security interest in assets under UCC Article 9
  4. Loan documentation
    1. Reserves and dilution
    2. Reporting
    3. Conditions precedent to drawing on the revolver
    4. Cash management
    5. Financial covenants in ABL deals
    6. Split collateral intercreditor agreements
  5. The impact of the current financial market on borrowing base deals


The panel will review these and other relevant issues:

  • Critical issues with different assets in the borrowing base
  • Obtaining and perfecting a security interest in the assets under UCC Article 9
  • Cash management provisions and deposit account control agreement in ABL loan documentation
  • Split collateral intercreditor agreements


Bell, Katherine
Katherine E. Bell

Partner, Corporate Department
Paul Hastings

Ms. Bell's practice focuses on commercial and corporate finance transactions. She regularly represents...  |  Read More

Hopkins, Stacy
Stacy Hopkins

Of Counsel
Paul Hastings

Ms. Hopkins’ practice focuses on commercial finance and creditors’ rights. She advises clients on...  |  Read More

Kirsch, Jesse
Jesse T. Kirsch

Paul Hastings

As a member of the Financing and Restructuring Group, Mr. Kirsch’s practice focuses on the representation of...  |  Read More

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