Mezzanine Debt Term Sheet Template for Austria

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Key Requirements PROMPT example:

Mezzanine Debt Term Sheet

"I need a Mezzanine Debt Term Sheet under Austrian law for a €50 million facility to finance a tech company acquisition, including warrant coverage of 5% and board observer rights, with expected closing in March 2025."

Document background
The Mezzanine Debt Term Sheet is a critical preliminary document used in sophisticated financing transactions where there is a need for flexible funding solutions that sit between senior debt and equity in the capital structure. This document is specifically tailored to comply with Austrian legal requirements and market practice, incorporating necessary provisions under Austrian banking laws, corporate regulations, and capital markets requirements. It serves as the basis for negotiation and subsequent detailed documentation, outlining essential terms such as pricing, tenor, security package, covenants, and any equity-linked elements. The term sheet is typically used in scenarios such as leveraged buyouts, growth capital financing, acquisition financing, or corporate restructuring, where traditional senior debt alone may not be sufficient or appropriate for the transaction structure.
Suggested Sections

1. Parties: Identification of the borrower, lender(s), and any guarantors

2. Background: Brief description of the transaction context and purpose of the mezzanine financing

3. Definitions: Key terms used throughout the term sheet

4. Facility Amount: Size of the mezzanine facility and any tranching structure

5. Purpose: Specified use of proceeds

6. Term and Maturity: Duration of the facility and maturity date

7. Interest Rate: Cash pay interest rate, PIK interest components, and payment frequency

8. Fees: All applicable fees including arrangement, commitment, and exit fees

9. Ranking and Subordination: Position in the capital structure and relationship with other debt

10. Security: Description of any security package and guarantees

11. Key Covenants: Financial and non-financial covenants

12. Events of Default: Circumstances triggering default

13. Conditions Precedent: Conditions required before drawdown

14. Representations and Warranties: Standard confirmations from the borrower

15. Governing Law: Specification of Austrian law as governing law

Optional Sections

1. Equity Kicker: Terms of any equity participation rights, used when the mezzanine includes warrants or conversion rights

2. Intercreditor Provisions: Required when there are multiple classes of debt requiring formal ranking arrangements

3. Board Observer Rights: Include when lender requires board observation or participation rights

4. Exit Rights: Special provisions relating to change of control or IPO scenarios

5. Management Rights: Include when deal includes specific management obligations or restrictions

6. Syndication Rights: Include when the facility may be syndicated to other lenders

7. Information Rights: Detailed reporting requirements beyond standard covenants, used for larger facilities

Suggested Schedules

1. Capital Structure: Detailed breakdown of the existing and pro-forma capital structure

2. Financial Covenants Calculations: Detailed definitions and calculation methodologies for financial covenants

3. Security Package Details: Comprehensive list of assets subject to security and form of security

4. Warranties Schedule: Detailed list of required representations and warranties

5. Fee Schedule: Detailed breakdown of all fees and their calculation methods

6. Form of Drawdown Request: Template for drawdown requests

7. Corporate Structure Chart: Diagram showing corporate structure and security providers

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 | Serial Founder & Legal AI Author

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