Transition from LIBOR in the loan market - LMA Webinar Update May 2020 Kam Mahil and Keith Taylor - LMA - WorkCast
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Transition from LIBOR in the loan market – LMA Webinar Update May 2020 Kam Mahil and Keith Taylor - LMA
Agenda – Where are we now? • Update on Timelines – Update on ‘loan market’ transition issues • Risk-free Rate (“RFR”) Term Rates • RFR Compounded in Arrears Conventions • Credit Spread Adjustment • Loan Documentation – What should lenders be doing? • Expectations over next few months • Practical Steps • Key Messages
Context - Covid-19 impacting current operating environment Widespread recognition external operating environment is very challenging; transition from LIBOR must be viewed in context Priority is flow of credit/liquidity to economies and minimising disruption of front-line contact between banks and borrowers (new Loan Schemes) Many borrowers have very pressing threats & challenges and significantly less time/resource to engage with LIBOR transition Covid-19 Focus therefore very much on what can be progressed within banks’ control and/or Impact through working groups (e.g. clarifying conventions, systems build/development) Those aspects relying on client interaction (borrower engagement & education) may 3 inevitably need to take a back seat for the moment HOWEVER, despite the current environment, Transition from LIBOR continues
Where are we now on Transitioning from LIBOR?
Where are we now? The FCA, Sterling RFR Working Group, ARRC and Euro Working Group have all made announcements around timelines for the transition to RFRs Despite the current market disruption being caused by Covid-19, the FCA has stated that the publication of LIBOR is still expected to be discontinued at the end of 2021 The Sterling Working Group has, however, moved the target of no new £LIBOR issuance from end Q3 2020 to end Q1 2021. Note that other milestones need to be met by Q3 2020 Updates to The ARRC published its 2020 objectives, including establishing final recommendations for timelines business loan conventions by 31 July 2020 The Euro Working Group has delayed upcoming deliverables due to Covid-19, including 5 recommendations on EURIBOR fallbacks to end Q4 2020 / Q1 2021 instead of this summer Forward-looking Term Rates are still not yet available and the timing for Sterling term rates will be pushed back due to Covid-19
Important milestones through to end-2021 Development & Target of no Post-2021 Conventions for Final implementation of new £LIBOR publication alternatives to recommendations operational capability issuance by end of LIBOR no LIBOR including on EURIBOR for RFR loans (e.g. Q1 2021; longer compounded in fallback measures loan systems) & potential SONIA guaranteed arrears increasing borrower term rates awareness EONIA discontinued Q3 2020 Q4 2020 Q1 2021 Q2 2021 Q3 2021 Q4 2021 ARRC Offer of non- RfP processes for Potential refresh of LIBOR products administrators for SOFR hardwired and contractual term rate and term rate fallback arrangements in spread adjustment; language new LIBOR loans use cases for to facilitate SOFR term rate conversion
Update on Loan Market Transition Issues
Use of RFRs – issues in the loan market Conventions for Forward-looking Term alternative RFR Rates Rates not likely to be such as Compounded available until late in in Arrears under active the transition process discussion Solving for Multi-Currency facilities requires global co-operation Spread adjustment to Documentation for new reflect differences RFR facilities and between Credit Term transitioning legacy Rates and RFR LIBOR facilities versions under developing in parallel Systems Implementation discussion • Bank systems • Treasury management
Update on forward-looking term rates based on RFRs Forward-looking RFR Term Rates still not expected in the short/medium term As a reminder, not all jurisdictions are progressing forward-looking RFR Term Rates (e.g. CHF); Note: Euribor will continue as a Credit Term Rate for the moment Forward-looking SONIA term rates now expected Q4 2020 / Q1 2021, although beta rates expected over the next months. However, use cases are limited Where are The ARRC expects to progress forward-looking SOFR term rates in Q3 2020, with we now publication in H1 2021. It will be considering use cases for such term rates The Euro Working Group is progressing forward-looking term rates, although the timeline is uncertain. It is also considering use cases 9 CONCLUSION – planning assumptions should still not be built around forward-looking RFR Term Rates as a base case
Conventions for Compounded RFR in Arrears Progress has been made in narrowing down outstanding issues for loan conventions for Compounded RFR in Arrears facilities Syndicated facilities have been completed in the market (e.g. Shell, BAT), establishing precedents, involving many banks and working through compounded RFR issues Important compounding conventions widely accepted – daily interest accrual, compounded RFR not margin, pro rata interest distribution, business day conventions… Update Some newer elements include the potential use of a daily compounded RFR index in loan market (now available in USD & CHF and consultation in GBP now closed) Substantial body of work on conventions including RFR WG draft conventions paper, ARRC BLWG paper on observation shifts, worked examples 10 Exercises underway from working groups on key conventions issues including an RFR WG loan conventions survey and ARRC BLWG feedback on choice of observation shift
Compounded RFR Conventions – some remaining issues Choice of Use of Options of Observation Compounded RFR Floor(s) Shift Index Calculation/ Loan trading Loan trading rounding for – delayed – cost of carry daily interest compensation
Engagement with system providers is critical Conventions for Forward-looking Term Compounded in Rates Arrears Solving for Multi-Currency facilities requires global co-operation Credit Spread Documentation adjustment Systems Implementation • Bank systems • Treasury management
Approach to credit adjustment spread To reflect differences between RFRs and LIBOR, an appropriate credit adjustment spread is needed when transitioning agreements from LIBOR to RFRs – ideally determined by a transparent & market-accepted methodology Cessation and pre-cessation fallbacks Early opt-in triggers and active transition ISDA consultations settled on historic median These were not covered by the Sterling approach with a 5 year lookback Working Group consultation Sterling RFR Working Group consultation on Linear interpolation approach seen in sterling cash markets in favour of ISDA approach FRN consent solicitations and loan amendments ARRC recommendation for ISDA approach in cash products In the Shell and BAT deals, which involve an Euro Working Group expected to consult later in-built switch to RFRs, a set figure is this year specified for the spread
Documentation being developed The LMA exposure draft facility agreements were published in September 2019 and we have seen use of these in transactions. The LMA is working on expanding the suite of RFR documentation to help the market… LMA February 2020 note on outstanding requirements for the production of LMA recommended forms The exposure drafts are single currency facility agreements; the LMA is working on a multicurrency RFR facility agreement Expansion of RFR LMA LIBOR Working Party discussions around fallbacks document suite Shell and BAT transactions opted for switch mechanisms to move from LIBOR to RFRs at a specified trigger date 14 The LMA is working on a facility agreement with an in-built switch mechanism from LIBOR to RFRs
What should Loan Market Participants be doing?
Action still required – focus is on what banks can control Loan Ops / Conventions Existing Infrastructure for RFR LBOR loan Facilities exposure LIBOR Transition Working Groups Communication / Education Clients Internal Market
Practical steps – Understand conventions (across currencies) • Test understanding of issues/market discussion • Feed into consultations/engage with working groups & LMA – Systems capability to offer RFR loans • Loans systems providers developing RFR capability – Operational readiness? • Wider understanding of managing RFR facilities within your firm • Capability/implications of being facility agent? – Completion of new RFR facilities • Pilot/test facilities – working through issues • Tracking of RFR-referencing facilities • There are borrowers willing to be engaged
Key Messages
Key messages – Work on transition continues – 2021 remains a hard deadline for LIBOR transition • Regulators remain focused on transition • RFR facilities are being completed; needs to be scaled up – Some interim milestones may have shifted and borrower engagement understandably challenged but – Work continues on key aspects of transition • RFR compounding conventions • Operational/systems readiness • Legacy transition/fallbacks • Documentation to support transition – 2020 still a critical year – Continued engagement on transition very much appreciated
LMA here to support LIBOR transition – LMA operating fully remotely – LMA interaction with regulators, national working groups and other trade associations • Sterling, Euro and Swiss RFR working groups • Joint loans group/trade association meetings – Communication • Virtual LIBOR events • Regular LIBOR newsletter • Other publications – LIBOR Microsite – Documentation
Contact details Keith Taylor Kam Mahil keith.taylor@lma.eu.com kam.mahil@lma.eu.com +44 20 7006 2691 +44 20 7006 6629
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