Skip to main content
Glossary

Credit and risk

What is absolute priority?

No junior class gets value while a dissenting senior class isn't paid in full.

The rule that makes a cramdown 'fair and equitable'. Gifts that skip a dissenting class run into it.

A worked example

The business is worth $500m. The first lien is owed $400m and the second lien $300m. Under absolute priority, the first lien is paid in full, the second lien gets the remaining $100m, and equity gets nothing unless the second lien agrees to give some up.

Where it catches you in the game

  • The plan negotiations room checks it before a cramdown; breaking it gets confirmation denied.

It comes up most on the restructuring desk.

Related terms

Learn it by using it

Definitions stick once they've cost you money. Take a seat, make three calls a year and watch what absolute priority does to your returns.