Syndicated loan agency management: every lender notice drafted, every consent counted the way the agreement counts it
Every notice sent and every vote counted, no spreadsheets.
See one case, screen by screen ↓Software for the administrative agent on a syndicated or private credit facility: it sends rate-set, funding, payment and amendment notices to every lender, collects their consents, and records whether the agreement’s thresholds were met. Syndicated Loan Agency Management adds agents that draft each lender’s notice from the agreement and the register, read every reply and signature page, and count the vote by the agreement’s own definitions.
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When the borrower asks for an amendment or a waiver, the administrative agent becomes the syndicate’s post office and its returning officer. It posts the request and the signature pages to every lender, chases the ones who have not answered, and declares whether the agreement’s thresholds are met. Rate-set, funding and payment notices keep going out to the same lenders at the same time. Most of that runs through a shared agency inbox, a mail-merge and a spreadsheet of who has signed.
The count is where it goes wrong. Required Lenders is measured by exposure, not by heads. A payment deferral needs every affected lender, not a majority. A Defaulting Lender comes out of the numerator and the denominator. A signature page signed for the wrong fund does not bind the lender of record. A spreadsheet that sums heads or forgets an exclusion declares the wrong result, and the relationship manager is the one who signs it.
Estimated split of an associate’s hours on one amendment vote with two dozen lenders, by hand and with the solution.
Six specialist agents draft every notice and count every vote by the agreement's own rules; the relationship manager declares and signs.
Thistledown Foods Holdings has asked its 24 lenders for Amendment No. 3 to its $1,250,000,000 credit agreement: a leverage covenant step-up, and a deferral of the 31 December amortization payment. Corvane Bank, N.A. is administrative agent. Consents close Friday 16 October at 12:00 noon New York time. Here is Monday morning, screen by screen, in the working solution.
Elena opens the consent board. The outer ring is Item 1, the leverage covenant step-up, with each lender’s seat as wide as its exposure: $555.0M of $1,205.0M voting, 46.06%. Required Lenders needs more than $602.5M. The inner ring is Item 2, the amortization deferral, one equal seat per affected Term Lender: 17 of 20. The clock reads 4 days 1 hr 20 min.
“By heads 12 of 22 lenders (54.5%) would look passed. This agreement counts by exposure: 46.06%, not met.”
Elena presses “Read 3 new replies”. The reply reader opens Selwick Commercial Bank’s signature page: the entity matches the register, it is signed by Anita Sorensen, Managing Director, with authority on file, both boxes marked, dated 12 Oct. The vote counter adds Selwick’s $75.0M and the ring’s green crosses the top line.
“Item 1: +$75.0M → $630.0M of $1,205.0M = 52.28%. More than $602.5M — Required Lenders met under §1.01, Lindqvist and Ironvale disregarded.”
Deferring a scheduled principal payment is a sacred right under §9.02(b)(iii), so every Term Lender’s signature counts the same. Selwick’s $50.0M term position makes it 18 of 20. Northwold Trust emails that credit approval is in and the page follows Wednesday — noted, not counted. Halvorsen Bank’s contact is out of office until 19 Oct, after the deadline, so the reminder is drafted to the backup on the register, Joanne Mercer.
An email without a page is noted, not counted.
Brantley’s page has both boxes marked, but it names Brantley Senior Loan Fund I, L.P. The register shows the $35,000,000 term position assigned to Fund II on 14 Aug 2026, by an assignment and assumption that settled. The reply reader does not count it.
Never counts a page from an entity that is not on the register.
The follow-up scheduler has drafted the request to Colin Vasquez, with Daniel Okafor and agent’s counsel Nora Quist of Ashby Thorne LLP on copy: re-sign in the name of Fund II, mark Consent A and Consent B as intended, and return it before noon on Friday. Elena reads it and sends it.
“A page from an entity that is not the lender of record does not bind the lender of record.”
The agreement reader placed each item on its threshold before the request went out. The covenant step-up changes §6.12(a) and is not on the §9.02(b) list, so it needs Required Lenders. The deferral postpones a payment under §2.10(a), so all 20 voting Term Lenders must sign. Lindqvist Capital Bank failed to fund its $1,190,476.19 share of the 18 June borrowing; Ironvale Credit Opportunities is a sponsor affiliate. Nora Quist confirmed both classifications and both exclusions.
Eight letters, each naming only the consents that lender has not returned, each carrying the tally at 10:42: 52.28% for Consent A, 18 of 20 Term Lenders for Consent B. Halvorsen’s letter goes to Joanne Mercer. Eight lenders is within the 10 an associate may release alone.
“Tally 52.28% and 18 of 20 match the consent board at 10:42.”
A revolving borrowing of $35,000,000 on Thursday 15 October, split across 19 Revolving Lenders at each one’s Applicable Percentage of $420,000,000. The $0.01 rounding difference sits with Corvane’s own position. Lindqvist’s $2,083,333.33 is requested, but the agent will not advance it on a Defaulting Lender’s behalf. Funding notices always need a second person, so the release waits for Ruth.
Part A has every condition checked: the Required Lenders at 52.28% from 13 signature pages read against the register, executed by the borrower and each guarantor on 9 Oct, the officer’s certificate of no default, agent’s counsel on 12 Oct, and a consent fee of 10 bp — $630,000 so far, with the schedule lender by lender. Part B stays open at 18 of 20.
The outcome recorder never declares an outcome — the relationship manager does.
Elena sends Part A to Daniel to declare. He declares the covenant step-up effective and signs the record at 10:42. The effective-date notice is queued for release to 24 lenders. If Halvorsen or Brantley has not signed by noon on 16 Oct, the $10,375,000 remains due on 31 Dec 2026 and the borrower is told the same afternoon.
The same amendment vote, seen by the four people who carry it — what their week looked like, and what it looks like now.
Six specialist agents draft every notice and count every vote by the agreement's own rules; the relationship manager declares and signs.
Reads the credit agreement — the definitions, the amendment section, the defaulting and affiliated lender clauses — and places each requested change on its threshold, citing the section.
Drafts funding, rate-set, payment, solicitation and reminder notices per lender from the agreement and the register, with a margin note citing the clause.
Reads lender emails and signature pages: the entity, the signer, the signer’s authority and each item marked consent or decline.
Tallies each item by the agreement’s own definitions — exposure, exclusions, each affected lender — and lists every affected lender and whether it has signed.
Reminds waiting lenders on the cadence, naming only what each still owes, and finds the backup contact when someone is away past the deadline.
Assembles the record of the outcome: the tally, the pages, the exclusions, the effective-date notice and the consent-fee schedule.
Declares the outcome; associate releases notices. The agents propose; a named person decides.
Anyone on the agency desk can ask in plain words — or say who to remind. Answers point to the clause and the page.
Has the covenant step-up passed?
Yes — Item 1 has the Required Lenders: $630.0M of the $1,205.0M voting exposure, 52.28%, against more than 50%. Selwick Commercial Bank’s page at 10:31 took it over the line. It is counted by exposure, not by heads; Lindqvist and Ironvale are out of both sides. Part A is ready for Daniel Okafor to declare.
Why aren’t Lindqvist and Ironvale counted?
Two positions, $45.0M, are outside the count. Lindqvist Capital Bank ($25.0M) has been a Defaulting Lender since 22 Jun — it did not fund the 18 Jun borrowing — so it is out of numerator and denominator. Ironvale Credit Opportunities ($20.0M) is an affiliate of the sponsor: no vote on Item 1, deemed to consent to Item 2. So the denominator is $1,205.0M, not $1,250.0M, and the line is $602.5M.
Who still has to sign the payment deferral?
Item 2 postpones a principal payment, so every Term Lender must sign. 18 of 20 have. Still needed: Halvorsen Bank ($30.0M term) — Per Lindahl is away to 19 Oct, backup Joanne Mercer; and Brantley Senior Loan Fund II ($35.0M term) — its page was signed for Fund I, not the lender of record.
Remind every lender who hasn’t voted
Drafted 8 letters, one per lender, each naming only the consents that lender still owes and today’s tally. Halvorsen’s goes to Joanne Mercer, the backup on the register. You can release them yourself — nothing is sent until you do.
13 screens from the working solution, on its sample data. Pick one to see it large.
Thresholds come from each agreement. How notices are released and how lenders are chased are settings.
| Setting | Default | Choose from |
|---|---|---|
| Thresholds | From the agreement | Read from each agreement’s definitions and amendment section; agent’s counsel confirms the first read |
| Borderline classifications go to | Agent’s counsel — Ashby Thorne LLP | Agent’s counsel · Agency relationship manager · Head of Agency Services |
| Signature pages counted only from the lender of record, signer with authority on file, each item marked | On | On · off |
| Email consents without a page | Noted, not counted until the page arrives | Noted, not counted · Counted if the agreement allows electronic consent |
| Reminder cadence | 4, 2 and 1 days before, and the morning of the deadline | 4, 2 and 1 days before and the morning · 2 and 1 days before · Daily from posting |
| Out-of-office replies: write to the backup contact on the register the same day | On | On · off |
| Associate releases alone | 10 lenders or fewer | 10 lenders · 5 lenders · Never alone |
| Second person — above that, and for every funding or payment notice | Ruth Calloway | Ruth Calloway · Daniel Okafor |
Every figure is labelled: a target the solution is built to, an estimate, a typical published result, or a proven one.
“demo” = seen in the working solution, on its sample facility · “target” = the design goal, measured in the live solution · “estimated” = our estimate · “typical” = published figures (Bloomberg and American Banker on the August 2020 agent payment error — about $7.8M of interest intended, about $900M sent). People, banks, funds, borrowers and law firms named on this page are fictional — characters and sample data in the working solution.
Software for the administrative agent on a syndicated or private credit facility: it sends rate-set, funding, payment and amendment notices to every lender, collects their consents, and records whether the agreement’s thresholds were met. Syndicated Loan Agency Management adds agents that draft each lender’s notice from the agreement and the register, read every reply and signature page, and count the vote by the agreement’s own definitions.
By exposure, exactly as the agreement defines it — not by heads. On Amendment No. 3 in the working solution, 12 of 22 lenders had consented, which looks like a majority by heads, but by exposure it was 46.06% and not met. Selwick Commercial Bank’s $75.0M page took it to 52.28% of $1,205.0M voting.
Yes. The agreement reader places each requested change on its threshold with the clause. A deferral of a scheduled principal payment needs each affected lender under §9.02(b)(iii), so the board shows it as one equal seat per Term Lender and names every lender still needed.
As the agreement says. In the working solution a Defaulting Lender’s $25.0M is out of the numerator and the denominator, and a sponsor affiliate’s $20.0M has no vote on the covenant item and is deemed to consent to the deferral. The board shows who is out and the clause behind it.
It is not counted. The reply reader checks the entity against the lender of record on the register, the signer against the authority list and each item marked. A page signed for a fund that assigned its position away is flagged, and the follow-up scheduler drafts the request for a corrected page.
No. The agents draft and count; a person releases every notice, with a second person for notices to more than 10 lenders and for every funding or payment notice. Only the agency relationship manager declares an outcome and signs the record.
Your credit agreements and amendments, the lender register, the agency inbox, the deal site, borrower requests and the rate publications used for rate-set notices. It drafts from them and records every reply against its lender and item.
The Agentic Solution Engine builds and deploys it from your requirements — your credit agreements, lender registers and notice templates — and it goes live once every quality gate has passed. We will walk you through it on one of your own facilities first.
Booking errors caught before the first bill goes out.
1-min demoLoan Document SearchAnswers in seconds, with the clause that proves them.
1-min demoLoan Document Exception TrackingExceptions cleared in days, not left open for months, each one read before it clears.
1-min demoWe’ll run Syndicated Loan Agency Management on one of your own credit agreements and lender registers.