The retail market for a syndicated loan consists of banks and, in the case of leveraged transactions, finance companies and institutional investors. The balance of power among these different investor groups is different in the U.S. than in Europe. The U.S. has a capital market where pricing is linked to credit quality and institutional investor appetite. In Europe, although institutional investors have increased their market presence over the past decade, banks remain a key part of the market. Consequently, pricing is not fully driven by capital market forces.

In the U.S., market flex language drives initial pricing levels. Before formally launching a loan to these retail accounts, arrangers will often get a market read by informally polling select investors to gauge their appetite for the credit. After this market read, the arrangers will launch the deal at a spread and fee that it thinks will clear the market. Until 1998, this would have been it. Once the pricing, or the initial spread over a base rate which is usually LIBOR, was set, it was set, except in the most extreme cases. If the loans were undersubscribed, the arrangers could very well be left above their desired hold level. Since the 1998 Russian financial crisis roiled the market, however, arrangers have adopted market-flex language, which allows them to change the pricing of the loan based on investor demand—in some cases within a predetermined range—and to shift amounts between various tranches of a loan, as a standard feature of loan commitment letters.

Source: http://en.wikipedia.org/wiki/Syndicated_loan

The bold part doesn't seem to be a conditional-perfect which would normally imply "this wasn't it".

On the contrary, the excerpt is saying this type of arrangement without using market-flex language used to be the common practice in the U.S. capital market until 1998. However, as suggested by a native speaker, it would sound careless or uneducated to say "Until 1998, this would be it" instead, which I would intend it to mean repeated actions or events in the past. I don't understand why this would be it would be a poor choice for this context..

In this context, I would reword it this way: Until 1998, this was/had been it.

Added: in case I might forget the reason why I re-edited this question, I'll add several related questions in ELU:

Wouldn't have been alone

would have and would in non conditional statements

Usage of “might” and “would” to indicate doubt

Their answers also attempted to unravel the intricacies of "would have done" in context. Their main point is ‘would(n’t) have done’ can suggest what is being said is past habitual and speculative as well.

However, the snippet wasn't written in a tone of ambivalence. I'm not sure how their explanations relate to this particular instance.

2 Answers 2


The paragraph as a whole describes the present practice for syndicated loan pricing, in the present tense: hence drives and allows. However, it takes a detour into history to explain how the practice before the crisis of 1998 was different. The grammar in the paragraph is intended to help you follow three sequences of events:

(1)  The old way of setting loan pricing:
      (a) The arrangers informally poll investors to gauge market interest.
      (b) The arrangers set the pricing.
      (c) The arrangers launch the deal.

(2)  The new way of setting loan pricing:
      (a) The arrangers informally poll investors to gauge market interest.
      (b) The arrangers set the pricing.
      (c) The arrangers launch the deal.
      (d) The arrangers alter the pricing based on actual investor demand.

(3)  The change of common practices for setting loan pricing:
      (A) The old way.
      (B) The 1998 Russian financial crisis.
      (C) The new way, which has stayed in use up to the present day.

The main reason for the perfect aspect in would have been is to indicate a temporary reference point for what counts as the past tense. It's tricky, because it establishes two reference points at the same time. One reference point is the crisis of 1998, when loan-pricing practices changed. The other reference point is step (c) in the loan-pricing process.

Past habitual action described as a counterfactual condition

Until 1998, this would have been it.

The word would in English has a variety of different meanings, and this sentence calls upon two at once. Here it indicates past habitual action and describes the consequence of a counterfactual condition. The word "would" establishes that sequence (1) was habitual in the years up to 1998. It means that if today were in the years before 1998, then a typical instance of the loan-pricing process would be over "now", that is, at step (c).

Until 1998, this would have been it.

The choice of "this" rather than "that" indicates that regarding a typical loan-pricing process, the reference point for the present is step (c). "That" would have suggested putting (c) in the past.

Designating the ends of two time intervals

Until 1998, this would have been it.

In general, the choice of the perfect aspect establishes the end of a time interval as an important reference point. In this case, there are actually two time intervals. One is the time interval that ends at step (3)(B), in 1998. The other is the time interval that ends at step (2)(c), when the loan is launched.

An important use of the perfect aspect in English, which is seldom explained in grammar books, is to establish a time interval so that simple past verbs in the following sentences are understood to refer to moments within that time interval. In this case, the perfect aspect "promises" to the reader that what follows will explain the difference between the pre-1998 practice and the present practice, and the past tense will refer to time pre-1998. Also, the past tense will refer to stages before (c) within a single instance of the loan-pricing process.

In the following sentences, was set and were undersubscribed are in the past tense because they're describing the old, pre-1998 practice (the years 1998–2015 are excluded). They're also in the past tense because they refer to the state of an individual loan before (or at) step (c). The arrangers could be left above their desired hold level—a situation that could occur in the "future" of an individual loan relative to step (c).

The promise to tell what changed after 1998 comes three sentences later, starting at "Since the 1998 Russian financial crisis…, arrangers have adopted …, which allows…" That introduces step (2)(d): the step that does not occur in sequence (1). The new use of the present perfect aspect establishes a new time interval: from 1998 to the present (and beyond).

It's not completely wrong to say "Until 1998, that would be it", just as it's never completely wrong to use the simple past when the perfect present is better—but "would have been it" is definitely better, for the many reasons described above. Notice the use of "since" and "until", which English uses to describe the beginning and end the of time intervals. These words create a lot of pressure to put the verb into the perfect aspect in order to "agree" with the interval being described.

Confusing for foreigners, helpful for natives

For non-native speakers, the "would have been it" sentence is a perfect storm of tricky English tenses, putting a past habitual situation into a hypothetical present perfect notion of completion, signaling to the reader that the coming text will explain both the way people did things before the "completion" and how practices changed afterward. If readers had to think this through consciously, they'd never finish the paragraph. It took me at least two days to sort it out consciously! For (very) fluent speakers, though, the grammar of this sentence provides a concise, convenient "map" of what is to come, enabling the following few sentences to juggle complex temporal relationships without ambiguity or confusion.

Some informalities—that also mark the end of a time interval

Until 1998, this would have been it.

This usage of the word it is idiomatic and informal. It's actually not appropriate tone for Wikipedia. At least in American usage, that's it means that there is nothing more to be said: there are no more possibilities, further events, or details. The word it refers to the totality of whatever is being described. In this context, the referent of it is unclear, so the next sentence clarifies:

Once the pricing … was set, it was set.

Since this sentence is part of the description of the habitual or customary practice until 1998, the simple past (was) indicates a typical sequence of events within that habitual pre-1998 past. This construction also has an inappropriately informal tone for an encyclopedia. A similar informal construction is "When the game is done, it's done," meaning that after the game is over, it is no longer possible to correct errors made by the referees.

More formally, one would write "Once the pricing was set, it could not be revised." Notice could in the simple past tense, as in the original paragraph.

  • Long time no talk :) I added several related questions which I suppose could corroborate your theory here. What is the counterfactual condition here? Or what would be the implicit protasis for "that would have been it" if it were a counterfactual conditional?
    – Kinzle B
    Oct 6, 2015 at 2:48
  • @KinzleB Likewise! This is one of the most interesting questions I've dared try to answer! And now that I've thought about it more, I think I got one chunk of it wrong. I'll revise…after getting some sleep.
    – Ben Kovitz
    Oct 6, 2015 at 3:25
  • @Kinzle: The counterfactual condition simply arises implicitly from the fact that what's being described was what would [habitually, normally] happen in the past - but it's not like that now. Oct 6, 2015 at 11:51
  • @FumbleFingers My bad. I should've continued the conversation in this post. Now I get it. It's it not would be that sounded unnatural. That's perhaps another problem with the sentence. I'm more interested in the use of "would have been" here. Even if a counterfactual condition is conceived in the writer's mind, what's the point here? Why don't just use simpler constructions like "that would be that" or "that used to be it/that" etc to replace that clunky phrasing?
    – Kinzle B
    Oct 6, 2015 at 12:43
  • @Kinzle B: The counterfactual aspect is an almost irrelevant issue here. As Ben says, the primary reason for using would is simply that it indicates habitual past action. He also points out that the perfect aspect isn't strictly necessary - simple past works fine, and would probably be preferred by most native speakers in, say, I used to come home from work, eat my dinner, and go to the pub for the rest of the evening. Until I got married, that was that/it. In actual conversation, that would be / have been that would sound a bit "wordy, over-precise". Oct 6, 2015 at 13:05

Yes, there is a difference. This would have been it is a collocation that means "The set of circumstances were as I have just described them; they were not more complicated or nuanced or more extensive; there were not different in any significant way -- though you might have expected otherwise".

Before the advent of modern anesthesia, the ship's surgeon would have ordered the injured man to be tied down to the table, and he would have proceeded with the amputation. That would have been it.

We could substitute "That had been it" for the final sentence but it wouldn't convey, at least not as clearly, the meaning that conditions prevailed which were contrary to what one might have expected.

The final sentence in my example (That would have been it.) could be paraphrased: although circumstances may differ now (or elsewhere) they were not in play then (or there).

  • You mean one would have thought about it in a different way but there was really nothing conspicuous about it, for time has changed? BTW, what about my first Q? You didn't answer it.
    – Kinzle B
    Apr 23, 2015 at 12:29
  • 1
    What you were asking in that first question was unclear. Conspicuousness isn't really what is at the heart of using "would" here. It is describing past practice. The sentence-final "it" means "and that was all there was", which is where the sense of "maybe you might have thought otherwise" enters into the collocation.
    – TimR
    Apr 23, 2015 at 12:35
  • I think there are some new points in your answer; could you plz elaborate on them more?
    – Kinzle B
    Apr 23, 2015 at 12:41
  • New points in my answer or in my comment? Be more specific, please. Don't say "them". I don't know what you may have in mind.
    – TimR
    Apr 23, 2015 at 12:42
  • Long comments are discouraged in SE, so the former.
    – Kinzle B
    Apr 23, 2015 at 12:44

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