What does this mean....will LWIN survive? Lucy definitely been shaken & baken lately?
SI: StockTalk: Communications : Leap Wireless International (LWIN)
To:Rono who wrote (2360)
From: A.L. Reagan Friday, Jul 5, 2002 6:11 PM
View Replies (1) | Respond to of 2380
I agree with you Rono, and disagree with Ralph. The key language is: "Lenders" means the Persons listed on Schedule 2.01 and any other Person that shall have become a party hereto pursuant to an Assignment and Acceptance"
LU certainly could sell, i.e. assign, its interest in the VF facility to a different party who would then become the Lender, and call the shots. The acceptance relates to the new Lender accepting the duties and responsibilities of administering the loan.
In this loan agreement, LU wanted the right to syndicate out parts of the loan to third parties - but if you have syndication you need one entity to be the manager of the loan in terms of enforcing covenants, etc. So you have language limiting the rights of the sub-lenders to run around enforcing loan covenants.
So, without any doubt, at day one of the VF agreement, LU can sell its entire interest in the loan to a new party who would become the new Lender.
The more interesting question is whether or not LU has in fact syndicated out parts of the loan. In that event, LU has the sub-lenders to answer to, who presumably (unless they were nuts) have a provision that LU in its capacity as the loan manager will not amend any condition or covenant of the VF facility without the consent of such sub-lender(s). Thus, if the VF facility has been syndicated out to say high yield debt investors, they would have some vote, and perhaps even veto power, over any relaxation of terms and conditions between LU and LWIN. But if the loan has been partially syndicated, and if LU wanted to sell its remaining interest in both the note as well as right to be the Lender, I bet that there is some provision that the new Lender has to be satisfactory to the sub-lender(s).
I also agree that it is probably impossible to ferret out all of this info - other than it would be useful to know if LU has in fact syndicated any of the loan. |
