1 Syndicated Loan Product Scope

Version 1.5
Syndicated Loan Product Architecture
Contents
Syndicated Loan Product Architecture .................................................................................................. 1
1
Syndicated Loan Product Scope .................................................................................................... 3
2
Syndicated Loan Product Overview .............................................................................................. 4
2.1 Business Description ............................................................................................................... 4
2.2 Business Flow ......................................................................................................................... 5
3
Overall Architecture....................................................................................................................... 6
3.1 Deal Summary ......................................................................................................................... 7
3.2 Facility Summary .................................................................................................................... 8
3.3 Loan Contract Summary / Loan Contract ............................................................................... 9
3.4 Facility Commitment and Loan Contract Position ................................................................ 12
3.5 Facility Notice Type .............................................................................................................. 13
3.5.1 Repayment Notice .......................................................................................................... 14
3.5.2 On-Going Fee Notice ..................................................................................................... 15
3.5.3 One-Off Fee Notice........................................................................................................ 17
3.5.4 Rollover Notice .............................................................................................................. 18
3.6 Pricing Change Notice .......................................................................................................... 19
3.7 Letter of Credit ...................................................................................................................... 20
3.7.1 Letter of Credit Issuance ................................................................................................ 21
3.7.2 Letter of Credit Balance Notice ..................................................................................... 22
3.7.3 Letter of Credit Amendment Notice .............................................................................. 23
3.7.4 Letter of Credit Termination Notice .............................................................................. 24
3.8 Loan Contract Notice Type ................................................................................................... 25
3.8.1 Drawdown / Rate Set Notice.......................................................................................... 26
3.8.2 Interest Payment Notice ................................................................................................. 27
3.9 Lender Position History Message ......................................................................................... 29
3.9.1 Lender Position History ................................................................................................. 30
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Version 1.5
Version
Date
16-Dec-2007
17-Dec-2007
Version
1.0
1.1
Editor
Bhavik Katira
Bhavik Katira
4-Jun-2008
1.2
Bhavik Katira
2-Aug-2008
1.3
Bhavik Katira
11-Aug-2008
12-Sept-2008
23-Sept-2008
14-Oct-2008
11-Nov-2008
24-Nov-2008
1.4
1.5
Bhavik Katira
Bhavik Katira
Comments
Initial version created.
Updated to reflect changes after initial coordination committee
meeting.
Updated to the latest version of the schema together with
annotations. Updated all diagrams to new .png versions.
Trial recommendation version.
Updated the loan product hierarchy to inherit from Identified
Asset instead of Product.
Updated the loan contract identifier to summary.
Overall architecture updated.
On-going and one-off fee references to loan contract and L/C
summaries.
Projected interest amount added to interest rate period.
Share amounts introduced to loan contracts.
Event id added to Facility and Loan Contract notices.
Rollover notice created.
L/C notices created.
New CommitmentAmount structure added to denote utilization
details for the reconciliation object. Lender reconciliation
message created.
Price change notice created.
Beneficiary can be a simple text rather than party reference.
L/C Balance change notice – added draw flag and change
amount.
Updated LoanContractSummary to contain a choice of original
amount or global and share loan contract amounts.
Updated
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1 Syndicated Loan Product Scope
The syndicated loan business working group collectively decided to focus on designing one-way
borrower-centric notifications for the phase 1 release of the standard. These notifications comprise
most of the manual traffic that both agent banks and lenders must process on a daily basis.
The syndicated loan working group extended FpML to cover:

Syndicated Loan Notifications between Agent Bank and Lenders, including:
o Facility Level Notifications
 Scheduled Principal Repayment Notice
 Unscheduled Mandatory and Voluntary Principal Repayment Notice
 On-Going Fee Notice
 One-Off Fee Notice
o Loan Contract Level Notifications
 Drawdown Notice
 Rate Set Notice
 Interest Payment Notice
 One-Off Fee Notice
In order to fully describe the notifications, it was necessary to design the following supporting
object types, all of which are embedded within various notification types:

‘Short-form’ Product Definitions. These are summary objects which, in the future, will
form the foundation for defining the ‘long-form’ loan product:
o Deal Summary
o Facility Summary

Loan Contract Definitions. These objects describe the value of outstanding loan contracts at
a given point in time. The outstanding loan balance fluctuates over the life of a facility. There
are two variations designed: the short-form summary and the long-form version of the loan
contract:
o Loan Contract Summary
o Loan Contract

Lender Position Definitions. These objects describe the amount of a facility and loan
contract that a single lender owns at a given point in time:
o Facility Commitment Position
o Loan Contract Position
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2 Syndicated Loan Product Overview
2.1 Business Description
A “Credit Agreement” is a legal document which outlines the various financing options available to
the “Borrower(s)” (referred to with the credit agreement). The financing terms are structured within
the document using a set of well-defined products. Within the loan industry a single credit agreement
is referred to as a “Deal”.
Within a deal there are one or more “Facilities”; in effect, each facility is a distinct credit line with
its own notional limit. Within the secondary loan markets these facilities are often referred to as
“Tranches”. In the FpML language, the business group preferred usage of the term, facility.
Each facility can be “Utilized” up its notional limit. Utilization occurs with one or more “Loan
Contracts”. A loan contract is a single instance of an actual borrowing made and is the source for
generating the interest-based cash flows. The sum of the current outstanding loan contracts is what
was previously referred to as the “Utilization Level of the Facility”. The balance of the loan
contracts could be either static, amortizing/increasing over time or fluctuating on an intra-day basis
(depends on the type of facility and the type of loan contract).
Every credit agreement is managed by an “Agent Bank”. The agent bank is responsible for ensuring
correctness of all cash flow to and from the borrower. Syndicated loans of this type are usually
shared between groups of “Lenders”. The agent bank is also responsible for all lender cash flow.
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2.2 Business Flow
The diagram below represents the high-level flow within the syndicated loan product. The notices
are used for communication of various business events by the agent bank to the lender community.
Agent Bank
originates Deal
Agent Bank
Syndicates Deal
Funded Utilization
Drawdown Notice
Borrower makes
interest
payments
Interest Payment
Notice
Rate Set Notice
Repayment Notice
Borrower
redraws loan
Loan Rolls Over
L/C Balance
Change Notice
Breakage Fee
(One-Off Fee)
Drawdown Notice
L/C Balance
Change Notice
Rollover Notice
L/C Fee Notice
Price Change
Notice
L/C Cancellation
Notice
Commitment Fee
Notice
Pricing Changes
Due to Credit
Environment
L/C Fee Notice
Facility Fee Notice
Borrower repays
loan
L/C Issuance
Notice
On-Going
Fees
Utilization Fee
Notice
Borrower
requests a new
loan
Unfunded Utilization
Deal terminates
Figure 1: Loan flow showing notice generation
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3 Overall Architecture
The diagram below provides an overview of the main objects introduced for this version of the
syndicated loan product space.
IdentifiedAsset
Deal Summary
Facility Summary
Deal
Facility
(Credit Agreement)
(Tranche)
Loan Contract
Letter of Credit
(Funded Loan)
(Unfunded Loan)
Facility
Commitment
Position
Loan Contract
Summary
LC Summary
Loan Contract
Position
Loan Contract
Notice
Lender Position
History Message
Notification
Message
Facility Notice
Pricing
Change
Notice
Repayment
Notice
Rollover
Notice
LC Issuance
Notice
LC Balance
Notice
LC
Termination
Notice
On-going
Fee Notice
One-off Fee
Notice
Rate Set
Notice
Drawdown
Notice
Interest
Payment
Notice
Figure 2: Syndicated loan object hierarchy
The Loan Contract and Facility Commitment Position objects do not inherit from any existing FpML
structure, since they do not fit into existing definitions of any of the base objects.
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3.1 Deal Summary
The Deal Summary is a high-level representation of the credit agreement.
Figure 3: Deal Summary (short-form)
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3.2 Facility Summary
The Facility Summary is a high-level representation of a single facility within a Deal (credit
agreement).
Figure 4: Facility Summary (short-form)
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3.3 Loan Contract Summary / Loan Contract
The Loan Contract has been defined in both short and long form. Not all aspects have been captured
in each phase but this definition will expand as the standard progresses.
Figure 5: Loan Contract Summary (short-form)
Explanations:
 Although there can be multiple borrower against the loan contract, only the main borrower is
shown for the purposes of loan contract identification.
 It is important to note that only the original amount of the loan contract is represented. This is
the only value that remains constant and can be used for identification purposes.
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This object reflects the full details of the loan contract, as currently defined. Embedded within the
loan contract is the current interest rate period (see next page).
Figure 6: Loan Contract (long-form)
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Explanations:

The loan contract must exist within a given facility/deal.
The loan contract contains a “currentInterestRatePeriod”. This describes the underlying base and
margin rates currently applied to the loan contract. This is core to the definition of the loan contract.
Figure 7: Interest Rate Period
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3.4 Facility Commitment and Loan Contract Position
These objects are used to define the lender position at a given point in time.
Figure 8: Facility Commitment & Loan Contract Position
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3.5 Facility Notice Type
This is an abstract object type that defines all fields which are common to facility-level notifications.
Figure 9: Facility notice type base object
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3.5.1 Repayment Notice
This template can be used for scheduled, unscheduled (mandatory & voluntary) notices.
Figure 10: Repayment Notice
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3.5.2 On-Going Fee Notice
Figure 11: On-Going Fee Notice
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The on-going fee notification is dependent on the underlying value of the fee margin as well as the
position held by the lender throughout the fee period. The business required us to provide this
information within the Fee Accrual Schedule object, as shown below.
Figure 12: Fee Accrual Schedule
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3.5.3 One-Off Fee Notice
This notice represents the scenario where one-off payments are made by the borrower. These
payments may be associated with a facility or a specific loan contract or L/C level – the fee type will
determine the level.
Figure 13: One-off Fee Notice
The optional loan contract summary provides a possible link for this cash flow to a specific loan
contract.
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3.5.4 Rollover Notice
Figure 14: Rollover Notice
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3.6 Pricing Change Notice
Figure 15: Price Change Notice
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3.7 Letter of Credit
Figure 16: Letter of Credit
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3.7.1 Letter of Credit Issuance
The L/C issuance notice is a simple structure containing the entire letter of credit object to together
with the facility notice header.
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3.7.2 Letter of Credit Balance Notice
Figure 17: Letter of Credit Balance Notice
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3.7.3 Letter of Credit Amendment Notice
Figure 18: L/C Amendment Notice
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3.7.4 Letter of Credit Termination Notice
Figure 19: L/C Termination Notice
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3.8 Loan Contract Notice Type
These notices are actions which take place against a specific loan contract. The loan contract notice
generic type contains either the loan contract summary or full definition of the loan contract.
Figure 20: Loan Contract Notice Type
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3.8.1 Drawdown / Rate Set Notice
This is a notification which alerts the lender community of an upcoming loan contract. The notice
covers only a (vanilla) funded loan.
Figure 21: Drawdown / Rate Set Notice
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3.8.2 Interest Payment Notice
These notices reflect the amount of interest due to a specific lender.
Figure 22: Interest Payment Notice
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It is important to highlight the Interest Accrual Schedule associated with each interest payment.
Figure 23: Interest Accrual Schedule
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3.9 Lender Position History Message
Figure 24: Lender Position History Message
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3.9.1 Lender Position History
Figure 25: Lender Position History
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