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SECOND LIEN LENDING UPDATE--
Dynamic Changes in the Second Lien Market--
What You Need To Know To Get The Best Deal
& To Bulletproof The Terms You Negotiate

Featuring 18 Expert Speakers

Full Day MasterClass--
Wednesday, October 19, 2005
8 am - 5 pm
Yale Club
New York City

Pre-Conference Intercreditor Issues Workshop (optional)--
Tuesday, October 18
2 pm - 5 pm
Cornell Club
New York City

Earn CLE Credits

Designed to Meet the Needs of Private Equity Investors, Lenders,

Investment Bankers, & the Lawyers & Other Professionals Who Advise Them

Faculty | Schedule | Registration | Location | Sponsorship | Audio Packages | CLE Credit

Everyone knows how over the past couple of years, second lien loans have exploded into the private equity world, muscling into the once-boring mezzanine layer of the capital structure.

Much less well-known, however, is that the second lien market has continued to undergo dynamic change and development.

So a year or two ago, all you needed to know was “Second Lien 101,” plus some of the legal wrinkles in intercreditor agreements.  Now you need to keep up with the changing landscape of second lien loans, and how those changes can impact your work or the work of your clients.

For this special full-day MasterClass, Adam Blumenthal, a founder of  mezzanine giant American Capital Strategies and a noted pioneer in second lien structures, as well as most recently first deputy comptroller of the City of New York, has recruited a team of 17 speakers representing all aspects of the current second lien universe. 

“In this MasterClass we’ll still cover the basics of second lien lending,” says Blumenthal, “but also we’ll build your understanding about what’s new, what’s changed, and what directions the pros expect the field is going to grow in.”

For example, you will learn how second lien products are becoming more and more differentiated.  On one hand, some are becoming like small-scale high-yield paper -- inexpensive but with very few rights.  On the other hand, some are being highly customized, with more rights and restrictions, sometimes even with warrants.  Lenders are becoming more specialized and well-defined, while borrowers are splitting between the two approaches.  The concern for lenders is whether their terms are giving them enough protection (some people are saying that default statistics are beginning to nudge up!)  The concern for borrowers is simpler – how to find where the prices are attractive enough.

By attending this special MasterClass, you will learn exactly what the different types of second lien loans are all about, why the varieties are increasingly popular, what the new intercreditor issues are, why some less experienced fund managers may be getting in over their heads, and what predictions experts are making about where this market is going.

Most of all, you'll get a sense of how your colleagues are negotiating and structuring their deals, and how they've wrestled with problems you may be about to face.

When You Leave This MasterClass, You'll Know:

• Who the most important new players are, and how you can benefit and protect yourself by knowing the subtle but important differences between key players
  
  
• What market structures are emerging
  
  
• How have second lien lenders handled distress or bankruptcy?  Have intercreditor agreements held up as expected?
  
  
• How to manage complex negotiations between companies, senior lenders, and equity sponsors over second lien debt.
  
  
• General perspective on the second lien marketplace, its evolution, and supply and demand factors influencing the recent surge in volume.
  
  
• Why hedge funds, CDOs, and BDCs are involved … the impact they are having on the marketplace.
  
  
• What are typical structures and terms?  How do you negotiate the best terms for your particular situation?
  
  
• What are the differences between mezzanine and second lien debt, and how are mezzanine funds coping with the squeeze?
  
  
• What types of companies can most benefit from second-lien loans?
  
  
• The second-lien market was, in part, a function of a prolonged downturn and lack of available credit.  What would happen to existing second-lien lenders in a downturn?  What would they do with their portfolios?  What would they do with regard to additional credit availability?

Optional Intercreditor Issues Workshop:

Dealmakers say that legal intercreditor issues are the most challenging aspect of successfully consummating a financing that includes second lien debt. In this three-hour session, a team of legal experts will enumerate the various traps and pitfalls inherent in negotiating intercreditor issues, and give you the tools for avoiding them.

• what are the various forms of documentation, and how do you choose which one to use?
  
  

• what exactly are the differences between the rights of senior lenders and junior lenders?
  
  

• under what circumstances can junior secured lenders ask for prepayments of their debt in advance of all repayment of the senior secured debt?
  
  

• how best do you negotiate payment of deal expenses?
  
  

• when should you plan to use "waterfall" provisions?
  
  

• how can you help satisfy the needs of two second lien lenders, e.g., if one is a cashflow lender and the other takes an assset-based approach?
  
  

• and much much more

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Faculty

Chaired By

• Adam M. Blumenthal, Managing Partner, Partnership Equity

Hosted By

• Burt Alimansky, Managing Director, Alimansky Capital Group Inc. and Chairman, The Capital Roundtable

Speakers

• Christopher K. Aidun, Partner, Weil Gotshal & Manges LLP
• Peter E. Bennett, Managing Dir., Goldsmith Agio Helms & Lynner LLC
• Mary Beth Burnett, Managing Director, GE Commercial Finance
• Mark J. Doran, General Partner, Freeman Spogli & Co.
• Timothy J. Fazio, Managing Partner, Atlas Holdings LLC
• Timothy D. Fording, Vice President, Cerberus Capital Management LP
• Joel A. Holsinger, Managing Director, Navigant Capital Advisors LLC
• Barry A. Kastner, Managing Dir., Wachovia Securities/Wachovia Capital Finance
• Robert D. Long, Managing Director, Allied Capital Corp.
• Paul "Chip" Meyer, Director, Harris Williams & Co. Restructuring Group
• Michael G. Psaros, Managing Principal, KPS Special Situation Funds LP
• Keith R. Read, Managing Director, CIBC World Markets Corp.
• Jeffrey Schumacher, Senior Vice President, American Capital Strategies Ltd.
• Andrew J. Torgove, Managing Director, Stairway Capital Advisors LLC
• Brandon C. White, Vice President, Charlesbank Capital Partners LLC
• Alexander B. Wright, Vice President, GSC Partners Inc.
• additional speakers to be announced

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Schedule

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Registration

• The registration fee is $1195 for the MasterClass and $495 for the Workshop -- or $1595 for both.
  
  
• At the door, if space is available, the fee is $1295 for the MasterClass and $495 for the Workshop -- or $1695 for both.
  

  Purchase Audio Packages >>

You can pay by credit card (using the links above) or by bank check: Mail your check and business card to: New York Business Roundtable Inc. 12 East 44 Street, Penthouse, New York, NY 10017.

If the program is oversubscribed, we will notify you immediately and not charge your credit card. (If you need to cancel, please do so by Oct. 12, at 5:00 pm, and we will credit you for a future meeting.)

From time to time, for reasons beyond the Capital Roundtable's control, program schedules and speakers become subject to change. We make every effort to announce substantive changes by email to registrants at least 48 hours in advance.

Have a special question? Please contact Katie Safrey at 212/832-7333 ext. 103 or by email to: ksafrey@capitalroundtable.com.

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Location

MasterClass:
The Yale Club
50 Vanderbilt Avenue
New York City
212/716-2100

Workshop:

The Cornell Club
6 East 44th Street
New York City
212/986-0300

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Audio Packages

Can't attend but want to hear the program? You can buy the complete audio package along with the handouts. Purchase the audio package online now.

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CLE Credits

New York State credits are 7.0 credit hours professional practice for the MasterClass and 3.5 for the pre-conference workshop; for the 60 minute/credit states (ex. CA, PA, TX etc.) 6.0 hours for the MasterClass and 3.0 for the workshop.

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Sponsorship

The Capital Roundtable offers excellent sponsorship opportunities to reach the middle-market M&A community. For more details, visit our Sponsorship Page.

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