Legal and financial engineering deployed for complex debt transactions
A successful financing arrangement is not merely defined by its headline interest rate, but by the structural precision of its legal framework: collateral seniority, intercreditor agreements, repayment waterfalls, and conditions precedent.
Contractual Engineering · Liability Structuring · Paris
The true resilience of a debt structure is tested during periods of market stress. Rigorous structural engineering anticipates gridlocks and guarantees group survival.
Institutional Credit Memorandum Authoring
Preparing exhaustive 40 to 60-page credit memoranda detailing the investment thesis, sector dynamics, repayment projections, and collateral coverage.
Intercreditor Agreement Negotiation (ICA)
Defining balanced voting thresholds, standstill remedy windows, and enforcement trigger mechanisms across multi-layered credit classes.
Closing orchestration and multi-tiered financing architecture
Orchestrating multi-stakeholder execution through to closing
Managing a multi-creditor financing round (senior banking syndicates, private debt funds, mezzanine lenders) requires seamless coordination between legal counsel, statutory auditors, and financial advisers.
Hipparchus acts as an independent financial arranger, aligning shareholder interests and lender requirements to establish a durable, balanced agreement.
« In multi-tranche debt structuring, enterprise longevity is determined within the clauses of the intercreditor agreement. »
Four pillars of secure transaction structuring
We cover every technical, financial, and contractual workstream leading up to transaction signing.
Institutional Credit Memo
Comprehensive 40 to 60-page investment file satisfying the rigorous appraisal standards of premier institutional credit committees.
Dynamic Financial Model
Forward-looking cash flow waterfall modeling, liquidity drawdown schedules, and quarterly covenant compliance projections.
Term Sheet Critical Review
Detailed negotiations over key covenants: normalized EBITDA definitions, share transferability, change of control clauses, and make-whole penalties.
Closing Coordination & Collateral
Rigorous monitoring of Conditions Precedent satisfaction and timely perfection of security registration filings.
Four-phase transaction execution roadmap
Une exécution rythmée par des critères stricts de qualification et de structuration financière.
Preliminary Scoping & Sizing
Defining target debt envelopes, identifying optimal tranche combinations, and setting the transaction execution timetable.
Deliverables & Dataroom Setup
Authoring the formal credit memorandum and populating the secure virtual dataroom accessible under strict bilateral NDAs.
Competitive Tender & Term Sheets
Granular comparative evaluation of submitted lender term sheets and structured negotiation of terms and covenant spreads.
Closing & Capital Disbursement
Assisting alongside legal counsel through final loan documentation signing, conditions precedent clearance, and funding drawdown.
Complementary expertise
Corporate Private Credit
Structuring unitranche and mezzanine debt facilities with institutional credit managers.
Senior Bank Credit
Optimizing syndicated commercial bank lines and negotiating club deals.
Capital Structure & Leverage
Optimizing debt-equity balance to minimize weighted average cost of capital (WACC).