Supporting a loan portfolio acquisition
Reviewing and supporting the transfer of over 200 complex financing transactions, as part of a portfolio sale.
The challenge
Against a tight deadline, we were asked to support the review of over 200 asset back financing transactions across numerous jurisdictions for a major US Investment Bank.
In addition to legal advice on structuring and negotiating the transaction, we were required to manage large amounts of data, filter documentation, due diligence thousands of contracts and produce (by document automation) hundreds of notices and ancillary agreements to support execution.
The solution
We built a bespoke solution for the client, supported by technology. Resource Managers oversaw the assembly and management of a team of 45 designated asset finance and other banking lawyers from 7 offices and across 12 different teams, to confirm that the project was suitably and efficiently resourced at the right levels.
We used paralegals in our Newcastle Hub to filter the documents and subsequently run the due diligence exercise, using an online questionnaire to record basic provisions and points of interest for each loan agreement in a structured format.
This included analysis on matters of confidentiality, transferability and security.
We then used the structured data that we had pulled from the documents in the due diligence exercise to populate the various novation agreements, notices and other documentation required to transfer each loan.
Input from legal experts and process designers at the front end meant that the questionnaire reduced uncertainty around provisions and prevented delays caused by the need for clarification. The Legal Project Management Office designed a comprehensive process playbook, with defined guidance and escalation mechanics where differing levels of experience were required.
The overall process allowed us to use standardised data to produce targeted reports and answer specific question sets for the client.
Results and benefits
- Completion of a significant project within a challenging deadline, to the required cost and quality standards.
- Clear reporting throughout, enabling better internal project management for the client and accountability to senior stakeholders.
- A highly efficient transaction closing process.
- Handover of a well-structured and organised contract set, with associated data, to support the client’s ongoing management of the portfolio.
