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Unitranche or senior plus mezzanine?

One lender and one set of documents, or a cheaper but more complex two-tranche stack. The headline margin alone does not settle it.

A unitranche combines senior and junior debt into a single facility with a single blended margin, provided by one lender or a small club. A traditional stack splits the same total debt into a cheaper senior tranche from a bank and a more expensive mezzanine tranche from a fund, held together by an intercreditor agreement.

FactorUnitrancheSenior + mezzanine
ExecutionOne lender, one set of documents, fasterTwo lenders, intercreditor, slower
Blended costUsually higher headline marginOften lower blended cost at moderate leverage
AmortisationTypically minimal or bulletSenior tranche usually amortises
CovenantsOften one, with wide headroomBank-style maintenance covenants
PrepaymentCall protection in early yearsSenior flexible; mezz call protection
ProblemsOne counterparty to negotiate withTwo creditor classes with different interests

How we decide

We model both structures on the same forecast, including arrangement fees, amortisation, cash sweeps and prepayment costs, over the borrower's realistic holding period. If the business plans to refinance or sell within three years, call protection can outweigh a margin difference. If the plan includes acquisitions, the flexibility of a single lender with a delayed-draw tranche is often worth paying for.

The answer differs deal by deal, which is precisely why the choice should be made with both options on the table.

General information, not advice on any specific transaction. See Disclosures.

Related Senior and unitranche facilities we arrange · All desk notes

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