Payment Subordination in Intercreditor Agreements

Payment Subordination in Intercreditor Agreements: A Comprehensive Guide

When it comes to financing a business or a project, it`s common to have multiple creditors. These creditors may have different levels of priority when it comes to repaying debts. This is where intercreditor agreements come into play. These agreements help define the order in which creditors are repaid and how much they are entitled to. One of the key provisions in these agreements is payment subordination. In this article, we`ll discuss what payment subordination is and why it`s important for lenders and borrowers to understand.

What is Payment Subordination?

Payment subordination is a clause in an intercreditor agreement that outlines the order in which different classes of creditors are repaid. This clause states that senior creditors have priority over junior creditors when it comes to receiving payments. In other words, senior creditors are paid first before junior creditors receive any payments. This is important because it helps reduce the risk for senior creditors, who are typically the ones that have provided larger amounts of financing.

Why is Payment Subordination Important?

Payment subordination is important for several reasons. Firstly, it helps to protect senior creditors by ensuring that they are paid first. This reduces the risk of default and helps to ensure that they receive their investment back in a timely manner. Secondly, payment subordination can help to reduce the cost of financing for borrowers. By having senior creditors in place, junior creditors may be willing to provide financing at a lower cost because they know that their investment is less risky.

What are the Different Classes of Creditors?

There are typically two classes of creditors: senior and junior. Senior creditors are those that have the highest priority in repayment. These creditors are usually banks or other financial institutions that have provided significant amounts of financing. Junior creditors are those that have lower priority in repayment. These creditors may include mezzanine lenders, subordinated lenders, or equity investors.

What are the Types of Payment Subordination?

There are two types of payment subordination: contractual and structural. Contractual subordination is when the junior creditor agrees to subordinate their claims to the senior creditor. This is usually done through an intercreditor agreement. Structural subordination is when the junior creditor is structurally subordinated to the senior creditor. This occurs when the junior creditor`s claim is subordinated to the senior creditor`s claim by the structure of the financing. This can occur in situations such as mezzanine financing, where the junior creditor`s claim is structurally subordinated to the senior creditor`s claim.

Conclusion

In conclusion, payment subordination is a crucial provision in intercreditor agreements. This clause defines the order in which creditors are repaid and helps to protect senior creditors from default. By understanding payment subordination, lenders and borrowers can develop financing structures that are mutually beneficial. It`s important for all parties involved to have a clear understanding of payment subordination and how it affects their investment. Working with experienced legal and financial advisors can help ensure that intercreditor agreements are properly structured and that all parties are protected.