Welcome to the second edition of Loan Notes, our bulletin containing news and guidance on legal and documentary issues in the EMEA loan markets.

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In the news

• UK's signature of the 2019 Hague Convention – a return to asymmetric jurisdiction clauses in English law finance documents?
  Will we soon see finance parties once more using asymmetric jurisdiction clauses in English law facilities with EU obligors?

Product spotlight

• Accordions in syndicated facilities – 10 key commercial terms
  This note distinguishes between accordions and incremental facilities, and looks at common terms in facility agreements for the former – including on the size and use of the accordion, first refusal rights, plus fees and costs.

• European public-to-private financings – understanding the jurisdictional variables
  This note compares key requirements for public-to-private financings in the UK, Italy, the Netherland and France – including rules on "squeeze-out" of minority shareholdings, certain funds and financial assistance.

Jurisdiction spotlight

• Dealing with defaulted lending transactions involving German real estate
  This note provides a detailed and comprehensive analysis of the options, best case outcomes and risks for lenders in distressed German real estate financings.

• Taking security in the Netherlands – six key points for lenders
  Among other issues, this note briefly examines Dutch law mortgages and pledges, what obligations such security may cover (including the use of parallel debt), security over future debts, when notarisation is required, and the ranking and enforcement of Dutch security.

• Objective, subjective and policy-based sanctions clauses in LC confirmations – Singapore and English law perspectives
  The Singapore Court of Appeal made some very interesting observations about the enforceability of wide and narrow, objective and subjective sanctions clauses in letters of credit in the Kuvera case. This article discusses those observations from Singaporean and English law perspectives.