Bridge Facility Agreement for Australia

Bridge Facility Agreement Template for Australia

An Australian law-governed Bridge Facility Agreement is a financing document that establishes the terms and conditions for a short-term loan facility designed to provide interim financing until permanent financing or an alternative capital solution can be arranged. The agreement contains comprehensive provisions covering facility terms, conditions precedent, representations and warranties, undertakings, and events of default, all structured to comply with Australian banking and financial services regulations. It includes specific provisions for refinancing or repayment mechanisms and typically incorporates security arrangements to protect the lender's interests during the bridge period.

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What is a Bridge Facility Agreement?

A Bridge Facility Agreement is used when a borrower requires interim financing to complete a time-sensitive transaction or meet immediate funding needs while arranging longer-term financing solutions. This type of facility is common in acquisition financing, real estate transactions, or project financing where timing gaps exist between funding needs and permanent financing availability. The agreement, governed by Australian law, includes detailed provisions covering facility terms, drawdown mechanics, conditions precedent, security arrangements, and refinancing obligations. Bridge facilities typically have shorter terms (usually 6-18 months) and may include step-up provisions or other incentives to encourage timely refinancing. The document must comply with Australian banking regulations, corporations law, and security registration requirements.

What sections should be included in a Bridge Facility Agreement?

1. Parties: Identification of the borrower, lender and other parties to the agreement

2. Background: Context of the bridge facility, including purpose and intended refinancing

3. Definitions and Interpretation: Defined terms and interpretation principles

4. The Facility: Core terms of the bridge facility including amount, purpose, and availability

5. Conditions Precedent: Conditions that must be satisfied before drawdown

6. Drawdown: Process and requirements for utilising the facility

7. Interest: Interest calculation, periods, and payment provisions

8. Repayment and Prepayment: Repayment terms, prepayment rights and obligations

9. Market Disruption: Provisions dealing with interest rate market disruption

10. Tax Provisions: Tax gross-up and indemnity provisions

11. Representations and Warranties: Borrower representations and warranties

12. Undertakings: General, financial and information undertakings

13. Events of Default: Default triggers and consequences

14. Changes to Parties: Assignment and transfer provisions

15. Administration: Payment mechanics, notices, calculations

16. Governing Law and Enforcement: Jurisdiction, dispute resolution, and enforcement provisions

What sections are optional to include in a Bridge Facility Agreement?

1. Security: Required if the facility is secured - details security arrangements and enforcement rights

2. Guarantee: Required if there are guarantors - contains guarantee and indemnity provisions

3. Agent and Security Trustee Provisions: Required for syndicated facilities - covers agent's role and duties

4. Increased Costs and Illegality: Optional protections for lenders against regulatory changes

5. Syndication and Refinancing: Required if syndication or specific refinancing rights are contemplated

6. Step-Up Provisions: Optional provisions for interest rate increases if facility extends beyond intended term

7. Multi-currency Provisions: Required if facility can be drawn in multiple currencies

8. Bank Product Provisions: Required if hedging or other bank products are part of the facility

What schedules should be included in a Bridge Facility Agreement?

1. Conditions Precedent: List of required CP documents and evidence

2. Form of Drawdown Notice: Template for borrower to request drawdown

3. Form of Compliance Certificate: Template for periodic compliance certification

4. Repayment Schedule: If applicable, schedule of repayment dates and amounts

5. Security Documents: List and copies of security documents if facility is secured

6. Form of Transfer Certificate: Template for transferring facility interests

7. Form of Accession Deed: Template for new parties to accede to the agreement

8. Refinancing Plan: If applicable, details of proposed refinancing arrangement

9. Financial Covenants: Detailed financial covenant calculations and requirements

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

Jurisdiction

Australia

Publisher

Genie AI

Document Type

Finance Agreement

Cost

Free to use
Relevant legal definitions
Clauses
Relevant Industries

Banking and Financial Services

Real Estate

Infrastructure

Mining and Resources

Healthcare

Telecommunications

Manufacturing

Retail

Technology

Energy and Utilities

Private Equity

Construction

Agriculture

Relevant Teams

Legal

Finance

Treasury

Risk

Compliance

Corporate Development

Credit

Operations

Company Secretariat

Banking

Deal Advisory

Relevant Roles

Chief Financial Officer

Finance Director

Treasury Manager

Corporate Lawyer

Banking Lawyer

Finance Manager

Legal Counsel

Company Secretary

Transaction Manager

Credit Risk Manager

Relationship Manager

Compliance Officer

Financial Controller

Investment Director

Head of Corporate Finance

Industries
Banking Act 1959 (Cth): Primary legislation governing banking activities in Australia, including licensing requirements and prudential standards for lenders
National Consumer Credit Protection Act 2009 (Cth): Regulates consumer credit activities and establishes responsible lending obligations if the facility could be classified as consumer credit
Personal Property Securities Act 2009 (Cth): Governs the creation, registration and enforcement of security interests in personal property, relevant for any security taken under the facility
Corporations Act 2001 (Cth): Key legislation governing corporate entities, including requirements for financial services licensing, corporate borrowing, and security registration
Anti-Money Laundering and Counter-Terrorism Financing Act 2006 (Cth): Establishes KYC requirements and transaction monitoring obligations for financial institutions
Privacy Act 1988 (Cth): Regulates the handling of personal and credit information, including credit reporting obligations
Financial Sector (Collection of Data) Act 2001 (Cth): Covers reporting requirements for financial institutions providing credit facilities
National Credit Code (Schedule 1 to the National Consumer Credit Protection Act 2009): Contains detailed requirements for consumer credit contracts if applicable to the facility
State Property Law Acts: Relevant state-specific legislation governing real property security if any real property security is taken
Competition and Consumer Act 2010 (Cth): Contains provisions relating to unfair contract terms and general consumer protections that may apply to the facility
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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