Abigail Simon

The rise of anti-cooperation provisions in US credit documents

This article considers the emergence of “anti-cooperation” provisions in US credit documents. Anti-cooperation language is broader than an express ban on cooperation agreements and includes voting and concentration caps, disqualified counsel provisions and other tools designed to shape who may organise, advise and vote in anticipation of a liability management exercise. The market response has been mixed. Most formulations have met strong resistance in the broadly syndicated loan market, but narrower or more bespoke versions have begun to clear in edge cases. The result is a new documentation battleground centred on process control rather than only transaction mechanics.