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Access all documents on Intercreditor agreement (Banking & Finance)

Intercreditor agreement (Banking & Finance) meaning

What does Intercreditor agreement (Banking & Finance) mean?
In practice, an intercreditor agreement is the contract between two or more creditor groups to a common borrower that sets the ranking of their debts and security, allocates enforcement control, and governs how recoveries are shared. It is not defined by legislation; rather, it is a market term grounded in contract, often following Loan Market Association (LMA) style precedents and informed by case law on subordination and security trusts. Key features typically include: ranking of senior, second‑lien, mezzanine and junior debt (including hedging and ancillary liabilities); payment blockage and turnover; enforcement standstill and control; proceeds waterfall; release mechanics on enforcement or restructuring; voting and amendment thresholds; purchase options; and security agency/trust arrangements with pari passu sharing. Common in syndicated and leveraged finance, unitranche structures (often via an agreement among lenders), and bank–bond deals, as well as in refinancings and restructurings. Usage is broadly consistent across England & Wales, Scotland, Northern Ireland and Ireland, but terms reflect local security and insolvency law: e.g. floating charges and security agents in E&W and NI; trusts and distinct security forms (standard security, assignation, pledge) in Scotland; and Irish Companies Act 2014 and examinership considerations affecting enforcement, priorities and standstills.
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View the related Practice Notes about Intercreditor agreement (Banking & Finance)

PRACTICE NOTES
Scotland: Cross‑Border Banking and Finance—Loan Market, Security, Perfection, Enforcement and Intercreditor Priorities, including Moveable Transactions (Scotland) Act 2023 Reforms

Loan market and developments Overview Broadly, Scotland’s loan market mirrors that of England. Financial services regulation operates on a UK‑wide basis; a substantial body of legislation governing companies and other corporate vehicles (including corporate insolvency) likewise applies across the UK; and all Scottish clearing banks conduct business in every UK jurisdiction, as do their counterparts across the UK. In practical terms, this means English law governed loan documents typically require minimal amendment for UK cross‑border lending transactions. There are, however, some differences in terminology and certain statutory variations that must be allowed for; beyond those matters, an English law loan document and a Scots law loan document are closely aligned. It is commonplace, for example, for English law loan agreements to be deployed in Scottish lending transactions. The principal divergences between the jurisdictions arise in relation to property law and to the law concerning rights in security, where Scots law and English law are notably distinct. Lending Is it necessary to secure any consents or licences to...

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PRACTICE NOTES
Hong Kong lending, security, guarantees and enforcement: market developments, licensing, perfection priorities, insolvency and intercreditor issues, and recognition of English law documents and judgments

Loan market and developments As the financial centre of the Asia Pacific region and a key channel for Chinese offshore borrowing, Hong Kong stands among the biggest and most active syndicated loan hubs in Asia Pacific (excluding Japan), often contributing more than 20% of the region’s total syndicated volumes. A sustained spell of low interest rates and plentiful liquidity across Hong Kong’s banking system has kept funding widely accessible to borrowers. Bloomberg indicates that, in the sustainability-linked loan arena, Hong Kong led the Asia Pacific region (excluding Japan), delivering a record 31.4% share of overall issuance. This strong demand has also boosted HKD-denominated activity, making HKD the second most utilised currency in the sustainability-linked loan market for H1 2024... Please provide a brief overview of forthcoming changes to the law or other matters that may affect the loan markets or the responses to the questions

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View the related Precedents about Intercreditor agreement (Banking & Finance)

PRECEDENTS
Precedent: bank account charge over blocked accounts (chargor-specific monies) for syndicated facilities (England and Wales)

This Deed is made on [ insert day and month ] 20[ insert year ] Parties [ Insert name of Chargor ], being a company incorporated in England and Wales, with registered number [ insert company number ], and whose registered office is at [ insert address ] (the “ Chargor ”); and 1 [ Insert name of Security Agent ], acting as security agent and trustee for the Finance Parties pursuant to the terms and conditions set out in the [ Facilities Agreement OR Intercreditor Agreement OR Security Trust Deed ] (the “ Security Agent ”). Recitals: (A) The Finance Parties have consented to provide loan facilities subject to the terms and conditions set out in the Facilities Agreement (as defined below). (B) As a condition precedent to the loan facilities becoming available, the Chargor must execute this Deed for the purpose of granting security in favour of the Security Agent in relation to the Secured Obligations (as defined below)...

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PRECEDENTS
Precedent deed: security assignment of insurance policies and proceeds to a security agent under a syndicated facilities agreement, with notice/acknowledgement and deed of accession (England and Wales)

This Deed is entered into on [ insert day and month ] 20[ insert year ], as of that date Parties [ insert name of Assignor ], a company incorporated in England and Wales with company number [ insert company number ], whose registered office is at [ insert address ] (the Assignor); and [ insert name of Security Agent ], acting as security agent and trustee for the Finance Parties pursuant to the terms and conditions contained in the [ [ Facilities Agreement ] OR [ Intercreditor Agreement ] OR [ Security Trust Deed ] ] (the Security Agent). Recitals: (A) The Finance Parties have consented to provide the loan facilities, subject to the terms and conditions set out in the Facilities Agreement (as defined below). (B) A condition precedent to the availability of the loan facilities is that the Assignor enters into this Deed to provide security in favour of the Security Agent in respect of...

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PRECEDENTS
Precedent deed of assignment of contractual rights by way of security (syndicated facilities; assignor-specific monies), with notice and accession schedules – England and Wales

This Deed is entered into on [ insert day and month ] 20 [ insert year ] Parties [ insert name of Assignor ], a company incorporated in England and Wales with registered number [ insert company number ], whose registered office is at [ insert address ] (the Assignor); and [ insert name of SECURITY AGENT ], acting as security agent and trustee for the Finance Parties pursuant to the terms and conditions set out in the [ [ Facilities Agreement ] OR [ Intercreditor Agreement ] OR [ Security Trust Deed ] ] (the Security Agent). Recitals: (A) The Finance Parties have agreed to provide the loan facilities subject to the terms and conditions contained in the Facilities Agreement (as defined below). (B) As a condition precedent to the availability of those facilities, the Assignor must enter into this Deed to grant security in favour of the Security Agent in respect of the Secured Obligations (as...

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