Finance Transactions: Structuring Legal Opinions for Amendments, Joinders, New Collateral, and Extensions
A live 90-minute premium CLE video webinar with interactive Q&A
This CLE course will discuss the issues finance counsel should consider when rendering or reviewing opinions in connection with various types of loan modifications. The discussion will include amendments that add collateral or guarantors, add tranches of debt, or modify borrower ownership structure or loan terms.
- How opinions at modification differ from opinions at origination
- What form should the opinion take: new, restatement, update?
- Opinion concerns with different types of modifications
- Loan terms, change in the loan amount
- New borrowers or guarantors (or release of borrowers for guarantors)
- New collateral: real or personal property and perfection
- A new tranche of debt
- Assumptions and remedies
The panel will review these and other important issues:
- When should lender's counsel require an opinion on both the applicable amendments and the underlying loan documents?
- What UCC perfection issues need to be covered in the opinion when there is new collateral? New debt? A new borrower?
- What assumptions and qualifications should be permitted to be included in the modification opinion?
- When should reaffirmations be sought from existing guarantors as a condition to providing the opinion?
R. Marshall Grodner
Mr. Grodner's practice focuses primarily on commercial transactions, secured transactions, commercial finance,... | Read More
Mr. Grodner's practice focuses primarily on commercial transactions, secured transactions, commercial finance, opinion letters, commercial real estate and gaming law. He has an extensive practice representing lenders in large commercial transactions, locally, regionally and nationally. He authored or co-authored articles dealing with secured transactions, commercial real estate and other business law issues, and also presented on issues concerning loan documentation, secured transactions, ethics and professionalism in the transactional context and real estate law.Close
Sandra M. Rocks
Cleary Gottlieb Steen & Hamilton
Ms. Rocks' practice focuses on commercial financing, including secured transaction and bankruptcy law. She is... | Read More
Ms. Rocks' practice focuses on commercial financing, including secured transaction and bankruptcy law. She is Co-Chair of the Investment Securities Sub-Committee of the ABA Business Law Section UCC Committee. She also serves on the TriBar Committee on Legal Opinions and participated in TriBar's preparation of its original and updated reports on security interest opinions under Article 9 of the UCC.Close
Steven O. Weise
Mr. Weise practices in all areas of commercial law and has extensive experience in financing, especially in those... | Read More
Mr. Weise practices in all areas of commercial law and has extensive experience in financing, especially in those secured by personal property, including structured financing. He is regarded as one of the foremost authorities on Article 9 of the UCC. He is a member of the Permanent Editorial Board for the UCC and a member of the American Law Institute’s UCC Article 9 Drafting Committee. Mr. Weise is also the past chair of the American Bar Association’s Business Law Section Legal Opinions Committee.Close