A creditor group with a cooperation agreement and a majority of the notes could not stop a transaction that primed them. Not because they moved slowly, but because nothing was put to a vote.

This course works through the offering memorandum for Aston Martin’s 2029 senior secured notes and shows how new secured debt was raised inside the existing documentation, using capacity the noteholders had already agreed to at issuance. You read the clauses yourself, in verbatim extracts, and work the mechanics.

By the end you will be able to:

• Distinguish an Unrestricted Subsidiary from a non-Guarantor Restricted Subsidiary, and explain why a J.Crew blocker that applies to one has nothing to say about the other

• Distinguish a Permitted Lien from a Permitted Collateral Lien, and find the test applicable to each

• State what a borrower is required to report on a transaction of this kind, and what it can decline to disclose

• Read the amendment thresholds and see why releasing the liens on all or substantially all of the Collateral takes 66 2/3% while changing a coupon takes 90% of affected holders

For credit professionals: analysts, portfolio managers, lawyers and originators. Assumes working familiarity with high yield documentation.

Three modules, four clause labs and a scored assessment. Every provision quoted is taken verbatim from the offering memorandum dated March 13th, 2024, cited by page. We also indicate where something has not been disclosed by the company.