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Accordion meaning

What does Accordion mean?
In loan practice, an accordion (also called an incremental facility or incremental debt feature) is a pre-agreed mechanism in a syndicated facilities agreement allowing the borrower to increase commitments under the existing loan without a full amendment or full syndicate consent. It is a contractual, market term (not defined in legislation or case law) and commonly appears in LMA-based facilities agreements across England & Wales, Scotland, Northern Ireland and Ireland, with broadly consistent usage. Key features typically include: (i) conditions precedent such as pro forma compliance with financial covenants (often a leverage or net leverage test) and no default; (ii) a cap on the increase (fixed amount and/or a ratio-based “grower”/“free-and-clear” basket); (iii) parameters on pricing and tenor (including any most-favoured-nation protection); and (iv) permitted purposes. Only lenders electing to participate need consent; non-participating lenders are not compelled, and new lenders may accede. The incremental debt is usually documented by an increase notice or an incremental facility amendment/joinder. By contrast, structural adjustments outside the agreed accordion parameters (for example, changing covenants, security, guarantors or the cap) will typically require majority lender consent. Practically, an accordion provides speed and cost efficiency to fund acquisitions, capex or refinancings within the existing debt stack.
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View the related Practice Notes about Accordion

PRACTICE NOTES
Commercial real estate finance: flexible senior (accordion/hunting), stretched senior, mezzanine and preferred equity structures, with intercreditor dynamics and lender controls

Flexible loan structures In the wake of the financial crisis, mainstream bank lending pulled back, creating space for non-bank lenders (NBLs) such as insurers and real estate debt funds. Through 2012 and 2013, this gap allowed NBLs to consolidate their position and become established market participants. With confidence returning to the real estate investment market and banks re-entering from 2014, some NBLs, especially real estate debt funds, shifted up the risk spectrum away from the senior debt arena. This has produced a competitive environment for real estate debt across the capital stack. Banks, insurers and debt funds adopt different approaches, each targeting an optimum deal size, asset class and loan purpose. Four often-used flexible loan structures are: flexible senior loans stretched senior loans mezzanine loans preferred equity loans Flexible senior loans Banks are particularly active in this space alongside some insurers, although senior facilities have typically been provided at conservative loan-to-value, loan-to-gross development value and loan-to-cost ratios. Real estate...

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PRACTICE NOTES
Leveraged Finance Incremental (‘Accordion’) Facilities and Incremental Equivalent Debt: Market Usage, LMA Mechanics, Yield Caps, Security and Drafting Issues

What are incremental facilities? An incremental facility is a provision in a credit agreement that, once certain pre-agreed conditions are met, gives a borrower the latitude to take on further, or enlarged, debt commitments. Those additional commitments will usually and ordinarily enjoy guarantees and security on the same footing as the existing facilities. Such arrangements are commonly nicknamed “accordion” facilities because the overall commitments under the credit agreement expand when incremental debt is raised. Typical deal structure—where/when are they used Flexibility for incremental debt is a familiar element of sponsor-backed transactions in both the large-cap and mid-cap space. The Loan Market Association’s leveraged finance form of loan agreement (the LMA Credit Document) now provides optional drafting to include this feature within the form. In mid-cap deals, the expectation is generally confined to pari passu ranking senior term incremental facilities, which also sit alongside the incumbent senior term lines. An exception is seen in certain unitranche super-senior mid-cap structures, which also permit additional super-senior term debt. In large-cap...

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PRACTICE NOTES
Acquisition and Leveraged Finance: Practitioner’s A–Z of Terms, Covenants, Structures and Jargon

This glossary sets out many of the expressions commonly used in the leveraged finance market. Words appearing in the definitions in bold are defined elsewhere in this glossary. For further banking terminology, please refer to the main Banking & Finance Glossary... Acquisition finance glossary—A Acceleration Acceleration is the formal action taken by the agent, on the instructions of the majority lenders, following an event of default, such as making a demand for early repayment of the loan. See Practice Note: Accelerating a loan for more information... Accordion feature/accordion facility An accordion, also called an incremental debt feature, is a mechanism in the facilities agreement that, provided specified conditions are satisfied (for example, pro forma compliance with a leverage test), permits those lenders under the facilities agreement who wish to do so to advance additional debt. The terms for that extra debt are typically captured in an increase notice. This accordion or incremental debt flexibility is different from structural adjustment, which usually requires the majority consent...

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