Closing Protocol
Who do executed legal docs get distributed to?
ABF Legal + Underwriter + Loan Closer
What is the action tracking file that gets distributed to Rodney weekly that IBA's should be updating?
ABF Upcoming Actions
What is the yield reserve?
OC intended to cover off on interest and other fees that may be accruing during the liquidation period as well as PNC fees for liquidating the pool and going to bankruptcy court.
What is the IBA in charge of following notification of credit approval?
Download the PDF of the credit offering, send to ABF Admin, and save to the ABS Offerings folder.
ACBS provides information for what? Name 3
Pricing, maturity date, current outstandings
How do you prep signature page titles and who do they get sent to?
PNC Bank - SVP
PNCCM - Managing Director
They get sent to just our counsel to be held in escrow until release.
What should an IBA distribute to the CPG team when an action is occuring?
CSX input worksheets (Volcker, LGD inputs, SPE Cat sheet) and the term sheet
What is the concentration reserve protecting against?
Defaulting obligors
What is 1 thing an IBA should be opining on within the legal documents?
Borrowing Base Definitions and if they tie to the model.
What file will tell you what PNC's current commitment is and what the structure rating is?
ABF Credit Limits
What information should the loan closer be told prior to closing?
If there is funding (funds flow), closing date, FR#, draft docs, credit approval offering, draft secretary certs.
What decides if you need to reach out to Grant or Darrell for no field exam language?
Field exam was last completed more than 120 days ago.
Provide an example of a misc. reserve that we sometimes introduce to our structure?
E.g. Foreign Currency Reserve (other answers may be acceptable)
What are three reasons deal teams like to see Model Reviews?
1) Ensure structure is still working efficiently - does an amendment need to occur to unlock borrowing capacity? 2) Flag material changes to pool performance - why did dilution double this month? 3) Flag potential upcoming breaches to trigger ratios
What is the difference between a Springing and Hard DACA
Springing DACA grants PNC the right to take control, whereas with a hard DACA, PNC has control of the collection accounts on Day 1 and the company must prove compliance with the borrowing base via an interim report in order for PNC to release cash.
What needs to be completed for funding to occur?
CP Memo email + confirmation fee was received + PM Funding approval from signed monthly report and loan request
Name all parties that need to be notified when you hear an action is occuring.
1) Underwriter/CPG team
2) Loan Closer
3) PM team (includes Grant or Darrell)
What types of non-contractual dilution can be excluded from stressed dilution for the dilution reserve and why?
1) Intramonth credit memo activity where the sale and credit memo occurs in the same reporting month, because we never lent on the higher receivable balance.
2) Credit rebill activity, because we should only be capturing the net dilutive amount, not the entire invoice credit.
What should be done during the new deal process when the structure is not "cookie cutter"
Brian's team and Mike B should be notified to opine on any structure items that may be loose for a PD 13 type profile.
How do you structure an SRDA?
Contractual dilution is carved out of non-contractual dilution within the rollforward and not stressed within the dilution reserve. The balance sheet accrual (not actual activity) for that type of credit activity (e.g. Rebates, Price Discounts) is taken as a dollar deduction after NRPB. Reserves are applied against this adjusted NRPB figure.
What document should be filled out by the company at closing so that PNC can verify email addresses and signors for all reporting/borrowing requests?
the TAL (Transaction Administration Letter)
When does ABF notify PNC Internal Counsel on an upcoming action?
If we are a participant
In addition to a late-stage aging bucket, what is included in the default proxy and why?
1) Write offs that occur prior to the default cut-off, because those write-offs would never hit our proxy and they should be stressed.
2) Newly bankrupt A/R less than default proxy since the likelihood of that A/R becoming a write-off increases substantially
What are 3 items that the RM team will need for KYC on ABF Transactions?
1) Certificate of Formation for the SPE 2) W-9 for the SPE 3) Beneficial Ownership Form
Why do companies need to calculate FMVD?
To comply with true sale opinions