Ranking agreements meaning

Re Argentex (Conway v Plass and others) [2025] EWHC 3125 (Ch), [2025] EWHC 3125 (Ch) What are the practical implications of this case? On the Expense Question, the decision offers clear direction on when administrators may create liabilities ranking as an expense of the administration while closing out a trading book. The court confirmed that simply taking no action does not generate an expense liability. As for close out, although it required Argentex to take an affirmative step under the contractual terms (an election to close out), that act did not give rise to an expense liability. Turning to the Termination Question, the judgment addresses a significant point of contractual interpretation in the context of foreign exchange contracts, namely the circumstances in which a provider of foreign exchange services may close out a position for ‘its own protection’—a phrase commonly found in such agreements. The Court concluded that, on the correct construction, the relevant contractual provision could not be relied on by Argentex to shield itself from...

In this issue: Competition and state aid Commercial Data protection and cybersecurity Financial services Energy Environment IP Life sciences Regulatory TMT International trade Daily and weekly news alerts New and updated content Trackers Competition and state aid Commission opens EU DMA specification proceedings for Google interoperability and data sharing obligations The European Commission has begun two specification procedures to clarify how Google meets its EU Digital Markets Act (DMA) duties, formalising its regulatory dialogue with Google while taking no stance on compliance. The first relates to Article 6(7), requiring free and effective interoperability for third-party developers with hardware and software features governed by the Android operating system. It concentrates on capabilities used by Google’s own artificial intelligence (AI) services, including Gemini, and aims to explain how third-party AI providers should secure equally effective access to promote fair competition and innovation. The second concerns Article 6(11), which obliges Google to...

This table provides a concise overview of typical negotiated outcomes across a range of intercreditor topics, flagging the principal areas where junior creditors’ rights converge or diverge depending on the junior debt instrument; is drawn from documentation in the upper mid‑market and large capitalisation segments of the European leveraged finance market; assumes a second lien facility is documented separately from the senior debt and votes as an independent creditor class. Intercreditor rights may differ because of (among other factors): transaction‑specific structural features; whether the debt is distributed in Europe or the US; documentary requirements of particular investors (especially where junior debt is pre‑placed); and whether a junior creditor has actively negotiated its rights, or they appear in an evergreen intercreditor agreed solely between the sponsor and senior creditors. For further detail on the topics covered in this table, see Practice Notes: Introductory guide to Intercreditor Agreements Intercreditor agreements—effective releases...

This Practice Note outlines the principal issues to take into account when altering an existing facility agreement. It covers: typical drivers and rationales for changing a facility agreement key considerations when amending a facility agreement in the context of a bilateral or syndicated transaction matters to address where guarantees or security are in place ways to document an amendment, including whether to use an amendment letter, an amendment agreement, or an amendment and restatement agreement usual conditions precedent to effectiveness points concerning fees, costs and expenses This Practice Note does not address one-off waivers and consents. For further information on waivers and consents, see Practice Note: Waivers and consents. For material on amending security documents, see Practice Note: Amending security documents. For general contract law guidance on varying a contract, see Practice Note: Contract variation. Common reasons for amending a facility agreement After execution of the facility agreement and once funding has taken place, the borrower’s situation...

This Practice Note sets out a comparison of the principal terms of the Loan Market Association (LMA) intercreditor agreement for leveraged acquisition finance transactions (senior/mezzanine) (the LMA Leveraged Intercreditor Agreement), the LMA intercreditor agreement for real estate finance transactions (senior/mezzanine) where the mezzanine debt is structurally subordinated (the LMA REF Intercreditor Agreement—Structural Subordination), and the LMA intercreditor agreement for real estate finance transactions (senior/mezzanine) where the mezzanine debt is not structurally subordinated but is instead contractually subordinated within the intercreditor agreement only (the LMA REF Intercreditor Agreement—Contractual Subordination only) (together, the Intercreditor Agreements). For further information on the principles of subordination and the main provisions commonly found in intercreditor agreements, see Practice Notes: Subordination and Intercreditor agreement—key provisions. The LMA leveraged and REF intercreditor agreements The LMA Leveraged Intercreditor Agreement The LMA Leveraged Intercreditor Agreement was the first of the LMA’s intercreditor forms to be issued and can be adapted for a variety of transaction types. Before the LMA REF Intercreditor Agreement was introduced, it was frequently...