Loan Transaction Structuring Masterclass Training Course

Duration 5 days 10 modules · 33 contact hours
Level Advanced Certificate on completion
Who attends Senior Relationship Managers, Credit Officers and Underwriters and others
Fee from USD 1,100 KSh 95,000 for Kenyan organisations
Where 52 cities + online See dates by city
Next start 16 Nov 2026 Course code SD-BI-183

Before you join: Participants should have several years of experience in corporate lending, credit analysis, loan syndications, treasury, structured finance, private credit or banking law.

Dates & prices

Two start dates a month in every city, and live online on weekdays or weekends. Fees are per participant; classroom fees include tuition, materials, lunch and refreshments, and the certificate.

Suggest a date or city

Showing the next six months. Later dates, other cities and private deliveries for your team are available on request.

Course overview

Senior lenders, arrangers and corporate finance teams must turn an uncertain credit proposition into a transaction that can obtain approval, withstand diligence, attract lenders and be administered after closing. A weak structure may appear as unsupported debt capacity, vague covenant definitions, incomplete security, mispriced risk or voting provisions that fail under stress. These faults delay closing, create avoidable amendments and weaken recovery options. The practical task is to reconcile borrower objectives with credit policy, capital consumption, legal enforceability and lender economics without obscuring risk in the credit paper.

This masterclass examines the decisions that determine whether a loan transaction is bankable. Participants assess debt capacity from cash flow, construct sources-and-uses and liquidity models, allocate structural risk, design security and guarantee packages, calibrate financial covenants, and price facilities using risk-adjusted return measures. The course also addresses LMA-style documentation, conditions precedent, syndicated underwriting, agency arrangements, acquisition finance, project finance, real-estate lending, refinancing and distressed amendments. Attention is given to the points where commercial terms, credit approval and legal drafting must align.

Teaching combines focused technical briefings with lender and borrower cases, term-sheet analysis, credit-paper reviews, negotiation simulations and structured peer challenge. Participants work through transaction decisions from mandate to post-closing monitoring, using realistic assumptions on cash flow, collateral, lender appetite and documentation constraints. They leave with a reusable loan structuring pack containing models, checklists, a term-sheet framework and an approval-paper structure that can be adapted to live mandates.

The course is designed for experienced banking, treasury, credit, corporate finance and legal professionals who already understand lending fundamentals and need stronger judgement on complex or material transactions.

What you will be able to do

  • Structure loan transactions around cash flow, security, covenant and lender-return requirements
  • Build debt capacity and liquidity models using downside-case operating assumptions
  • Allocate transaction risks through guarantees, collateral, reserves and payment waterfalls
  • Calibrate financial covenants, baskets, cures and default triggers against forecast headroom
  • Price facilities using all-in yield, RAROC, capital usage and expected-loss inputs
  • Draft and review term-sheet provisions using LMA-style facility agreement concepts
  • Lead syndication and approval processes through clear credit rationale and allocation plans
  • Diagnose restructuring options using recovery analysis, intercreditor rights and new-money priorities

Benefits of attending

For you

  • Produce defensible loan structures for credit committees and lender groups
  • Challenge unsupported debt-sizing assumptions before term sheets are issued
  • Negotiate covenant and security terms with clearer commercial rationale
  • Identify documentation provisions that can weaken lender protections
  • Contribute credibly to refinancing, amendment and restructuring discussions

For your organisation

  • Improve consistency between credit approval conditions and executed loan documents
  • Reduce amendment risk through stronger covenant, reporting and default design
  • Protect lender economics through disciplined pricing, fee and capital analysis
  • Strengthen syndication readiness with clearer underwriting and flex strategies
  • Improve stressed-debt outcomes through earlier warning indicators and recovery planning

Course modules

10 modules over 5 days

Participants can convert a lending mandate into a controlled structuring process with clear decision rights.

  • Transaction mandate translated into borrower objectives, lender constraints and decision rights
  • Term-sheet architecture separating commercial points, legal terms and open issues
  • Stakeholder map covering sponsor, borrower, lenders, advisers and security agents
  • Structuring timetable aligned with credit approval, diligence and documentation gates
  • Information memorandum requirements and data-room controls for lender reliance
  • Conflicts protocols for arranging, underwriting, agency and ancillary business

Participants can size debt and design repayment profiles using cash flow, liquidity and downside analysis.

  • Normalized EBITDA bridge separating recurring earnings, adjustments and sponsor add-backs
  • 13-week liquidity forecast linking operating cash flow, debt service and headroom
  • Debt sizing through DSCR, LLCR, net debt EBITDA and cash sweep
  • Base, downside and severe-case assumptions tied to identifiable risk drivers
  • Sources-and-uses model reconciling purchase price, fees, refinancing and minimum cash
  • Repayment profiles tested against seasonality, working capital and refinancing risk

Participants can allocate structural risk through enforceable security, guarantees and payment controls.

  • Risk register connecting business risks to contractual protections and monitoring triggers
  • Structural subordination assessed across holding companies, operating entities and guarantors
  • Security package design using share pledges, asset charges and account control
  • Guarantee coverage tested against corporate benefit, limitations and enforceability
  • Waterfall mechanics allocating collections among working capital, debt service and reserves
  • Jurisdictional counsel instructions focused on perfection, priority and insolvency risks

Participants can calibrate covenants and default protections to preserve practical lender control.

  • Covenant headroom model with forecast ratios, definitions and cure assumptions
  • Maintenance covenants calibrated using debt-to-EBITDA, interest cover and liquidity tests
  • Incurrence baskets drafted for permitted debt, liens, acquisitions and distributions
  • Equity cure provisions tested for timing, amount and ratio treatment
  • Information undertakings specifying reporting frequency, certificates and budget variance explanations
  • Events of default linked to materiality thresholds, grace periods and remedies

Participants can set facility pricing that reflects credit risk, capital use and transaction economics.

  • All-in yield built from margin, reference rate, fees and amortisation
  • Risk-adjusted return assessed through RAROC, capital usage and expected loss
  • Basel III capital effects considered for guarantees, collateral and tenor
  • Interest-rate risk allocated through fixed-rate options, caps, swaps and break costs
  • Commitment, utilisation and prepayment fees aligned with lender economics
  • Margin ratchets connected to credit metrics, reporting and amendment mechanics

Participants can review facility documentation for alignment with the approved transaction structure.

  • LMA facility agreement anatomy: definitions, representations, undertakings and boilerplate
  • Conditions precedent checklist covering constitutional documents, approvals and legal opinions
  • Representation scope tested against diligence findings, knowledge qualifiers and repetition dates
  • Undertaking drafting distinguishes affirmative, negative and financial covenant obligations
  • Material adverse change clauses calibrated for purpose, threshold and consequences
  • Amendment, waiver and voting provisions mapped to lender consent thresholds

Participants can prepare an underwriting and syndication plan that supports orderly execution and administration.

  • Underwriting strategy distinguishes best-efforts, committed underwriting and club execution
  • Bank meeting materials articulate credit thesis, structure and allocation rationale
  • Syndication timetable coordinates launch, lender questions, allocations and closing
  • Flex provisions allocate pricing, tenor and covenant adjustment authority
  • Primary allocations balanced against relationship priorities, hold levels and concentration limits
  • Agency operating model defines notices, calculations, payments and lender communications

Participants can adapt core structuring principles to acquisition, project, real-estate and asset-based facilities.

  • Acquisition financing combines purchase agreement risks, debt sizing and certainty requirements
  • Project finance debt sculpting matches contracted cash flows and reserve accounts
  • Real-estate facilities test loan-to-value, debt yield and valuation mechanics
  • Asset-based lending borrows against eligible receivables, inventory and borrowing-base availability
  • Trade and commodity structures address title, controls, transit and counterparty exposure
  • Refinancing structures manage maturity walls, takeout risk and consent requirements

Participants can assess amendment and restructuring options before value deterioration accelerates.

  • Early-warning indicators drawn from covenant forecasts, liquidity trends and payment behaviour
  • Standstill arrangements establish information rights, lender coordination and reservation clauses
  • Amend-and-extend proposals compare maturity relief, pricing and additional security
  • Restructuring term sheets allocate new money, priorities, releases and milestones
  • Intercreditor enforcement provisions govern acceleration, voting, turnover and standstill periods
  • Recovery analysis models enterprise value, security realisations and distribution waterfalls

Participants can document a structured credit rationale and establish post-closing monitoring actions.

  • Credit paper presents risk rationale, mitigants, exceptions and approval requests
  • Approval conditions converted into closing deliverables, covenant terms and monitoring actions
  • Portfolio monitoring plan sets reporting cadence, trigger thresholds and escalation routes
  • IFRS 9 staging implications considered when structure changes credit risk
  • Post-closing review records deviations, lessons and documentation improvement actions
  • Personal application plan prioritises one live transaction and stakeholder commitments

Exercises and examples are adapted to each cohort's sectors and roles.

What you take back to work

  1. Loan transaction structuring checklist
  2. Debt capacity and liquidity model
  3. Covenant headroom calculation template
  4. Security and guarantee design matrix
  5. LMA-style term-sheet framework
  6. Credit approval paper template

Who should attend

  • Senior Relationship Managers — structure material borrower facilities that meet credit and commercial requirements
  • Credit Officers and Underwriters — assess transaction risk, mitigants and approval conditions with greater precision
  • Loan Syndications Professionals — prepare bankable underwriting, flex and allocation strategies
  • Corporate Treasurers — negotiate financing terms, covenant packages and refinancing plans from an informed position
  • Banking and Finance Lawyers — connect documentation choices with commercial risk allocation and credit intent
  • Private Credit Investment Professionals — assess return, downside protection and intercreditor priorities

Skills and tools covered

Debt capacity modellingCovenant designSecurity structuringLoan pricingSyndicated lendingRestructuring analysis

Tools and standards

Loan Market Association (LMA) documentation, Basel III, IFRS 9, RAROC

How the course runs

Training methodology

The course uses short technical briefings followed by structured analysis of lending cases drawn from corporate, acquisition, project, real-estate and stressed-finance situations. Participants review cash-flow assumptions, term sheets, covenant calculations, security packages and approval papers in small groups. Negotiation simulations examine competing borrower, arranger and lender positions. Facilitated debriefs connect commercial choices to credit, documentation and capital implications. The final sessions use application planning to translate the methods into participants' current transaction portfolios.

Requirements and prerequisites

Participants should have several years of experience in corporate lending, credit analysis, loan syndications, treasury, structured finance, private credit or banking law. They should already be comfortable reading financial statements, discussing EBITDA and cash flow, and interpreting standard facility terms such as margin, amortisation, security and covenants. Prior exposure to credit papers or loan documentation is useful. The course does not require advanced spreadsheet programming, legal drafting qualifications, project-finance modelling expertise or prior knowledge of every LMA document.

A typical training day

08:30 – 10:30First session
10:30 – 10:45Refreshment break
10:45 – 12:30Second session
12:30 – 13:30Lunch and networking
13:30 – 15:00Third session
15:00 – 15:15Refreshment break
15:15 – 16:30Workshop and daily review

Live online deliveries follow the same structure in East Africa Time, with shorter screen blocks and longer breaks.

What the fee includes

  • Instruction by a practitioner facilitator
  • Full course workbook and materials
  • Exercise files, templates and case studies
  • Refreshments and lunch on classroom deliveries
  • Certificate of completion
  • Post-course application plan

Frequently asked questions

This is an advanced course for practitioners with established exposure to lending, credit, treasury, private credit or finance law. Participants should be able to read financial statements and understand standard loan concepts before attending.

Bring a laptop for reviewing models and transaction materials. Participants may also bring a redacted term sheet, credit paper or live structuring question, subject to their employer's confidentiality rules.

It is best suited to senior relationship managers, credit officers, syndications staff, corporate treasurers, private credit professionals and banking lawyers. It is not designed as an introduction to commercial lending.

Credit analysis courses concentrate on borrower assessment, while documentation courses concentrate on legal provisions. This course connects cash flow, pricing, covenants, security, documentation, syndication and restructuring decisions into one transaction structure.

Participants can use the models and checklists when reviewing mandates, preparing credit papers, negotiating term sheets or planning refinancings. The course materials are designed for adaptation to live transactions and internal approval processes.

Each training day runs from 08:30 to 16:30 and provides about 6.5 contact hours. The five days progress from mandate, debt capacity and risk allocation through documentation, syndication, specialised structures, restructuring and monitoring.

Questions about this course?

Ask about dates, fees, group bookings or running it for your team. Our training team replies by email.