Pari Passu Clause in Loan Agreement

For example, if a company issues bonds, it is a corporate measure. When issuing pari-passu bonds, this means that all bondholders have equal rights to that debt instrument. A bondholder cannot claim the seniority of another simply because he bought his bonds a few days before. Instead, each bondholder has the same rank and is paid at the same time. Wills and trusts can assign a pari-passu distribution in which all named parties share assets equally. In other words, each of the designated beneficiaries would receive the same amount. A pari-passu clause in a loan agreement is typically used for unsecured debts (loans that are not secured by collateral such as a house or car). The pari-passu clause states that the lender has the same rights to repayment as all other creditors of the borrower. Let`s break it down a bit.

A corporate action is any action that a company performs that affects its shareholders, such as . B the issue of bonds, the payment of dividends, the issue of shares, etc. When a corporate share is taken pari-passu, it means that all shareholders have the same rights to what is taken into account in the lawsuit. The credit agreement generally frames the pari-passu clause as follows: in terms of ordinary shares, they are the same in liquidation; However, it is important to note that the pari-passu principle does not extend to different classes of shares, as different classes have different risk characteristics, attributes, and costs. Within the Marketplace, all new shares (called a secondary offer) have the same rights as existing or previously issued shares. In this sense, shares are pari-passu. Pari-passu may apply, for example, to ordinary shares, so that each shareholder has equal rights to dividend claims, voting rights and asset liquidation. Pari-passu usually comes into play when it comes to unsecured debt securities. A parity bond refers to two or more bond issues with equal payment entitlements or seniority in relation to each other. In other words, a parity bond is a bond issued with rights equal to a claim than other bonds already issued.

For example, unsecured bonds have the same rights in that coupons can be claimed without one particular bond taking precedence over another. Therefore, unsecured bonds would be called parity bonds. Similarly, covered bonds are bonds on par with other covered bonds. Pari-passu is a Latin term that means “equal” and describes situations in which two or more assets, securities, creditors or bonds are managed equally without preference. An example of pari-passu occurs during insolvency proceedings: when the court renders a judgment, the court considers all creditors equally, and the trustee pays them the same fraction as the other creditors and at the same time in return. Pari-passu can also apply to asset or securities management. The principle would apply to the management of assets or securities in the sense that assets or securities would be managed with the same preference or a weighted preference on the value or amount invested in the asset or securities. Pari-passu can be applied to a variety of financial instruments or contractual relationships. First, it can be applied to fairness. Although there are several classes of shares, the pari-passu principle applies within each class. It is important that the company ensures that the clauses are correct and that they do not limit the borrower`s future loans. In short, the difference between the two terms is that pari-passu refers to the relationship between investors and proportionally to the distribution of funds between them.

When Peru was about to make payments to European holders of its Brady bonds, the company went to court to block the payment. Due to a pari-passu clause in the allocation of the 1983 Peruvian debt, Elliot Associates was able to convince the European courts that they had the same right to pro rata (proportional) payment as all other foreign creditors. Finally, Elliot Associates received the full amount through the Pari-Passu clause. Parity bonds have the same rights as the coupon or nominal yield. For fixed income investments, the coupon is the annual interest rate paid on a bond. Consider a $1,000 bond with a coupon rate of 7%. The bond pays $70 per year. If new bonds with a 5% coupon are issued as bonds at parity, the new bonds pay $50 per year, but bondholders have the same right to the coupon. .