Prepare a borrower-side diligence request list by mapping the proposed facilities, borrower group, guarantees, and collateral to the evidence needed to assess funding requirements and negotiate the loan documents. Give each request a defined scope, source reference, responsible owner, and response standard. Separate information needed for legal analysis from prospective closing deliverables and unresolved lender requests. The resulting deliverable is a controlled, prioritized list that helps borrower counsel collect reliable evidence, narrow unnecessary requests, and identify decisions requiring treasury, management, or lender input.
Use this workflow when borrower counsel or an in-house finance team receives an agent’s diligence list, begins negotiating syndicated facilities, or prepares a refinancing, acquisition financing, or additional facility. It also supports early gap identification before lender requests arrive.
The scope is request preparation and initial response control—not a complete closing checklist or covenant tracker. Consolidate overlapping syndicate requests while preserving distinct questions, recipients, and disclosure restrictions.
This is a general US legal-workflow guide. Applicable entity, collateral, regulatory, and foreign law require separate analysis. Contract rights depend on actual language, governing law, facts, and deal context. The filed agreements cited below illustrate negotiated wording, not market standards.
Start with the best available versions of:
Identify collection owners before circulation. Treasury may hold financing records, entity counsel may maintain organizational documents, and business teams may control customer agreements. Record the draft version underlying each request so changes in facility or guarantor scope can be reconciled.
The companion template is Syndicated Loan Transactions — Diligence request list. Copy this table into your working document or spreadsheet. Use one row per independently answerable request.
| Request ID | Entity / facility | Request / scope | Basis / citation | Priority / stage | Owner / target | Evidence / gap | Status / next action |
|---|---|---|---|---|---|---|---|
Keep request IDs stable when sorting. Entity / facility identifies whose information is required and which borrowing it supports. Basis / citation identifies the draft provision or analytical question, with a version date where relevant; “lender request” alone is insufficient.
Use Priority / stage to distinguish structural dependencies, negotiation questions, and prospective closing deliveries. Targets are agreed workflow dates unless a cited document establishes a requirement.
In Evidence / gap, record document IDs and clause or page references. Distinguish “not supplied,” “not located,” “not applicable,” and “confirmed not to exist.” Status / next action should state what evidence or decision will resolve the row, not merely whether a file arrived.
Summarize facilities, proceeds, obligors, guarantee coverage, and proposed security. Ask treasury which existing facilities remain, are refinanced, or require amendment. Identify acquisitions or reorganizations that could change the borrower group before funding.
Tailor requests accordingly: an unsecured transaction does not justify importing an entire secured-loan checklist. For an acquisition financing, distinguish information controlled by the borrower from target information requiring coordination through the acquisition team.
Record in the template: each unresolved perimeter question, its term-sheet or draft reference, the decision owner, and evidence needed to settle the assumption.
Read proposed representations, covenants, collateral requirements, and funding conditions together. Translate each into an answerable request. A proposed subsidiary-debt restriction calls for an entity-specific inventory and supporting documents, not “all financing information.” Preserve materiality, knowledge, and entity-scope qualifications when defining the question.
Separate analytical evidence from eventual deliveries. STORE Capital’s filed agreement includes organizational records, authorizations, counsel’s opinion, and specified certificates among initial deliveries, subject to its qualifications and agent satisfaction standard. Use that as an example of why the actual provision matters, not as a universal checklist (§ 6.1(a)).
Record in the template: the provision, precise evidence requested, and whether the purpose is analysis, negotiation, or prospective delivery.
Request exact entity names, organizational records, jurisdictions of organization, and facts needed for debtor-location analysis. For proposed collateral, identify asset type, owner, relevant location, and existing security arrangements. Ask business personnel for facts, not legal conclusions about perfection or priority.
Do not treat the credit agreement’s governing-law clause as resolving collateral-law questions. New York UCC § 9-301 generally selects debtor-location law for perfection, the effect of perfection or nonperfection, and priority, while preserving exceptions and providing additional collateral-specific rules. This is a New York choice-of-law rule, not a nationwide filing instruction (New York UCC § 9-301).
Record in the template: requested entity and asset facts, supporting records, and unresolved legal classifications assigned to counsel.
Request complete document families, including relevant amendments, schedules, waivers, and side letters. For existing facilities, seek information needed to assess borrowing, liens, guarantees, refinancing, and releases. For commercial contracts, target financing-related assignment, change-of-control, cross-default, termination, consent, and notice questions.
Keep transaction approvals distinct from ongoing performance. STORE Capital’s § 6.1(d) addresses specified transaction approvals and conflicts; § 8.11 separately addresses Material Contract performance where noncompliance permits termination and material impairment of contract value. Apply the respective qualifications and defined terms (§§ 6.1(d), 8.11).
Record in the template: the document family, financing issue tested, missing components, and person responsible for confirming completeness.
Consolidate duplicate requests without losing distinct questions. If several lenders seek the same debt schedule, use a common evidence reference and record additional explanations separately. Route collection through a borrower coordinator to reduce inconsistent responses.
Define relevant entities, subject matter, periods, and execution status. Separate internal legal analysis from the externally circulated request list. Flag confidentiality and privilege questions for counsel before distribution; determine whether a narrower factual response, restricted access, or another agreed approach answers the request appropriately.
Record in the template: owner, target, scope limitations, permitted recipients, and proposed clarifications to lender counsel. Keep sensitive internal reasoning in an appropriately controlled working record.
Check entity identity, completeness, execution status, and substantive responsiveness. A base agreement without amendments cannot complete a restriction inquiry. An undated chart does not establish the current proposed guarantor group.
Preserve stable document IDs and links between related records. Distinguish verified documents, management explanations, and unresolved legal analysis. For a negative response, capture the respondent, scope investigated, and qualifications. Silence is not confirmation that no relevant agreement exists.
Where financial assumptions drive a request, have finance personnel explain the calculations and underlying data rather than asking legal reviewers to infer headroom.
Record in the template: pinpoint evidence, response limitations, reviewer conclusion, and a targeted follow-up where necessary.
Rank requests by their effect on structure, negotiation, and readiness for the applicable funding. A possible guarantee restriction may require an early decision; a certificate form may move to the closing checklist.
Specify the transaction event supported. The US Salt agreement separately addresses covered post-closing credit extensions in § 4.02, including qualified representation bring-downs, no-default conditions, and a compliant request, subject to qualifications and exclusions. Initial closing conditions should not simply be reused for later borrowings (§ 4.02).
Record in the template: final priority, applicable stage, dependency, escalation owner, and next review date. Circulate a dated version, explain scope changes, and retain the change history.
Fictional scenario: Harbor Juniper Holdings proposes a $240 million syndicated term loan and a $60 million revolver to refinance debt and fund working capital. Domestic operating subsidiaries are proposed guarantors, with security over specified assets. All parties, documents, amounts, and draft provisions below are fictional.
The lender request seeks “all debt documents, material contracts, and lien information.” Borrower counsel divides it into targeted questions. The repository contains a debt agreement, customer contract, and group chart, but not complete supporting records.
| Request ID | Entity / facility | Request / scope | Basis / citation | Priority / stage | Owner / target | Evidence / gap | Status / next action |
|---|---|---|---|---|---|---|---|
| R-01 | Harbor Juniper / both | Complete existing facility set; confirm refinancing plan | Draft § 5.4; debt restrictions | High / structure | Treasury / before next draft | D-014 § 8.3 addresses liens; referenced Amendment 2 absent | Obtain amendment; restriction analysis remains incomplete |
| R-02 | Juniper Components / guarantee | Complete customer agreement set; explain notice position | Draft § 4.7; consent analysis | High / negotiation | Commercial legal / before schedule review | D-022 § 12.2 addresses specified reorganizations; addendum missing | Obtain addendum; compare trigger with transaction steps |
| R-03 | Juniper Components / security | Confirm entity details and equipment ownership | Draft security schedule | High / structure | Entity counsel and operations / before collateral review | D-003 p. 2 lists subsidiary; equipment register absent | Obtain entity records and register; assign collateral-law analysis |
R-01 prevents a premature conclusion about existing financing restrictions. R-02 narrows collection to a relevant contract family without assuming that the financing triggers notice. R-03 separates group membership from asset ownership and legal classification.
These gaps change sequencing: counsel should obtain the amendment and addendum before recommending consents or drafting exclusions. Operations must establish equipment ownership before counsel settles collateral requests. The available documents establish neither a financing prohibition nor that consent is unnecessary.
Before circulation, confirm that:
DecoverAI is the Legal Intelligence Platform for litigation and transactions. Its due diligence capabilities include bulk document classification to organize materials and prioritize human review; tabular review supports work across multiple documents. For contract review in Word, select the represented borrower party and give deal-specific instructions. Findings quote clauses, rank severity, locate text, and identify missing language as not present. Counsel verifies findings and maintains the request list as a team work product. Book a demo to discuss this workflow.
Yes, once the structure is sufficiently developed. Start with entities, existing debt, proposed collateral, and likely contract restrictions. Reconcile that internal list with lender requests into one controlled working version.
Include information tied to proposed representations, covenant definitions, and financing decisions. Assign calculations and assumptions to finance personnel. Cross-reference supporting models rather than reproducing them in request-list cells.
Treat deferral as a proposed negotiated outcome, not a completion status. Identify its purpose, decision-maker, required approval, and documentation. Keep the request open until the agreed treatment is recorded and responsibility is handed off.
When it answers the defined question with an identified respondent and adequate factual basis, subject to counsel’s assessment. “No agreements located” differs from confirmation that none exist; preserve search limits and qualifications.
Source scope: October 13, 2026 research cutoff; filed agreements illustrate identified versions, not subsequent amendment history or present effectiveness.
This guide is general information about legal workflows, not legal advice for any matter. It was drafted and reviewed with AI assistance. The worked example is fictional. Contract rights and procedure depend on the governing law, the actual wording, and the facts, so check the cited sources and the rules that apply in your jurisdiction before relying on it.