Institute for International Research

Dear Executive,

Bringing together the top practitioners in the junior debt market, IIR is proud to present its 3rd Annual Second Lien Financing Forum. Based on your feedback, we've integrated more time for structured peer-topeer interaction and let you set YOUR own pace of discussions at our innovative break-out sessions, where YOU will be able to address your most pressing issues and concerns, and hear new strategies to overcome the market challenges brought on by increased competition.

Indeed, Second Lien loans have climbed to historic highs with nearly $13 billion in volume in the first quarter of 2007 alone - just some $3.5 billion shy of the total volume in 2005, according to S&P/LCD. As such, it is increasingly challenging to maintain a competitive edge in this marketplace. Meanwhile, borrowers are progressively returning to Mezzanine transactions in the present economic environment, and in response, Second Lien providers are loosening up covenant structures of their deals. As a result, this activity is nearing the rise of defaults.

New This Year:

• Interact with your peers, rivals and clients: more than 80% of the most active Second Lien providers in the market attend the event
  
• NEW! Break-Out Roundtable Discussions with your peers for a more interactive and interpersonal approach to the most pressing issues in the industry where you set the pace of the discussion to make sure your concerns are addressed!
  
• NEW! Business card exchange session: Meet and Interact with senior-level executives, peers and prospective clients from the Second Lien market in a relaxed, informal environment
  
• NEW! Interactive panel format on each session ensuring the most comprehensive insight into Senior Lenders', Investors' and Borrowers' perspectives on Second Lien marketplace
  
• NEW! Case Studies designed to demonstrate real-world solutions to actual problems and issues

This October you will Meet and Mingle with the most active Second Lien professionals and get a chance to discuss the latest market trends and evolving issues in the highly competitive environment, to:

• Maximize profitability and mitigate risks by appropriately structuring Intercreditor Agreements
  
• Readjust you business model to deal with the increasing popularity of Unitranche structures: how Second Lien can successfully keep up ahead of the competition
  
• Manage credit and pricing structures and how you can thrive in a market flush with capital
  
• Second Lien in the Distressed Debt Market: apply the best strategies for increasing profitability in a soft economy
• Mitigate default risks for the Second Lien investments in the covenant-light transactions
  
• Increase profitability in the current high-interest rate environment amid returning competition from Mezzanine and Last-Out
  
• Develop successful strategies to protect your assets during bankruptcies

PLUS SPECIAL WORKSHOP

STRUCTURING INTERCREDITOR AGREEMENTS: How to stand out and leverage your position among Second Lien, Senior and Subordinate Debt.

This year, this extended 3-hour pre-conference session will give you a great opportunity to discuss such issues as Second Lien at Bankruptcies, Distressed Debt Investing and Strategic approach to Debt Restructuring and is included with the program.

Take advantage of this comprehensive and interactive guide to maximizing profits in today's hypercompetitive market of junior debt by registering for IIR's 3rd Annual Second Lien Financing Forum. Just call 888.670.8200, e-mail register@iirusa.com or visit us at www.iirusa.com/SecondLien.

We look forward to meeting you this October.

Best Regards,
Andrey V. Lyutykh
Event Executive Director