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Mezzanine Loan Term Sheet Template for England and Wales

A Mezzanine Loan Term Sheet under English and Welsh law is a preliminary document outlining the key commercial and legal terms for a hybrid debt instrument that combines elements of senior debt and equity financing. It sits between senior debt and equity in the capital structure, typically offering higher yields than senior debt while providing more flexibility for the borrower. The document sets out the proposed terms for negotiation, including interest rates, security package, conversion rights, and intercreditor arrangements.

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What is a Mezzanine Loan Term Sheet?

The Mezzanine Loan Term Sheet is a crucial document used when companies seek flexible financing solutions that bridge the gap between senior debt and equity. It serves as the foundation for negotiating and documenting mezzanine financing arrangements under English and Welsh law. This document typically includes detailed terms regarding pricing, security, subordination, and potential equity participation rights. The term sheet is particularly valuable in complex financing structures where traditional senior debt may be insufficient, and pure equity is either unavailable or undesirable. It provides a framework for subsequent detailed documentation and helps align parties' expectations early in the transaction process.

What sections should be included in a Mezzanine Loan Term Sheet?

1. Parties: Identification of lender, borrower, and any guarantors

2. Facility Details: Amount, purpose, availability period, and drawdown conditions

3. Interest and Fees: Interest rate, payment dates, fees structure

4. Security Package: Details of security arrangements and priority

5. Repayment Terms: Repayment schedule, prepayment provisions

6. Key Covenants: Financial and operational covenants

What sections are optional to include in a Mezzanine Loan Term Sheet?

1. Conversion Rights: Terms for converting debt to equity, applicable when equity participation is part of the deal structure

2. Warrants: Details of any warrant issuance, included when warrant coverage is part of the deal

3. Intercreditor Provisions: Relationship with senior lenders, required when multiple layers of debt exist

What schedules should be included in a Mezzanine Loan Term Sheet?

1. Security Schedule: Detailed list of security assets and arrangements

2. Financial Covenants Schedule: Detailed calculations and thresholds for financial covenants

3. Conditions Precedent: List of required documents and conditions for drawdown

4. Fee Schedule: Detailed breakdown of all fees and charges

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents

Jurisdiction

England and Wales

Publisher

Genie AI

Cost

Free to use

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