Bridge Facility Agreement for the United Kingdom

Bridge Facility Agreement Template for England and Wales

A Bridge Facility Agreement under English and Welsh law is a legal document establishing a short-term loan facility designed to provide interim financing until permanent financing or an expected cash inflow is secured. This agreement sets out the terms and conditions for the facility, including the loan amount, interest rates, repayment terms, conditions precedent, representations and warranties, and events of default. It typically includes provisions for security (if applicable) and is governed by the laws of England and Wales, incorporating relevant UK banking and financial services regulations.

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What is a Bridge Facility Agreement?

A Bridge Facility Agreement is commonly used when companies require immediate financing to complete time-sensitive transactions or meet short-term obligations while arranging longer-term funding solutions. This document, governed by English and Welsh law, provides a comprehensive framework for short-term lending arrangements, typically ranging from a few months to a year. It includes detailed provisions on facility terms, drawdown mechanics, repayment obligations, and lender protections. Bridge facilities are particularly common in acquisition financing, real estate transactions, and corporate restructurings where timing is crucial and permanent financing arrangements are pending.

What sections should be included in a Bridge Facility Agreement?

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

2. Background: Context of the bridge facility and its purpose

3. Definitions and Interpretation: Key terms and their meanings used throughout the agreement

4. The Facility: Details 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 utilizing the facility

7. Interest and Fees: Interest rates, calculation periods, and applicable fees

8. Repayment and Prepayment: Terms for repayment and early repayment provisions

9. Representations and Warranties: Standard declarations made by the borrower

10. Covenants: Ongoing obligations of the borrower

11. Events of Default: Circumstances constituting default and consequences

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

1. Security: Details of any security arrangements - used when the facility is secured

2. Guarantees: Terms of any guarantees provided - used when guarantors are involved

3. Tax Gross-Up and Indemnities: Tax-related provisions and protections - used for cross-border transactions or complex tax structures

4. Changes to Parties: Assignment and transfer provisions - used when transfer rights are contemplated

5. Increased Costs: Provisions for regulatory or market changes affecting costs - used for longer-term bridges or regulated lenders

What schedules should be included in a Bridge Facility Agreement?

1. Conditions Precedent Schedule: Detailed list of required documents and conditions

2. Form of Drawdown Request: Template for requesting facility utilization

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

4. Form of Transfer Certificate: Template for transferring rights and obligations

5. Security Documents: Forms of security documentation if applicable

6. Fee Letters: Details of arrangement and other fees

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

Cost

Free to use

Relevant legal definitions

Clauses

Relevant Industries

Banking and Financial Services
Corporate Finance
Private Equity
Real Estate
Infrastructure
Mergers and Acquisitions
Energy and Resources
Technology

Relevant Teams

Finance
Legal
Treasury
Corporate Development
Risk Management
Compliance
Tax
Accounting
Strategy
Operations

Relevant Roles

Chief Financial Officer
Finance Director
Treasury Manager
Corporate Finance Manager
Legal Counsel
Banking Relationship Manager
Investment Director
Transaction Manager
Risk Manager
Compliance Officer

Industries

Financial Services and Markets Act 2000: Primary legislation governing financial services regulation in the UK, including banking activities and financial promotions

Consumer Credit Act 1974: Regulates credit agreements and provides consumer protection, may be relevant if the borrower falls under consumer protection scope

Companies Act 2006: Primary legislation governing company law in the UK, relevant for corporate borrowers and security registration

Insolvency Act 1986: Governs insolvency proceedings and relevant provisions that may affect the facility agreement, including security enforcement

Law of Property Act 1925: Fundamental legislation governing property law and security interests in England and Wales

Financial Collateral Arrangements (No.2) Regulations 2003: Regulations governing financial collateral arrangements and enforcement of security

UK Banking Act 2009: Legislation governing banking regulation and resolution regime in the UK

Financial Services (Banking Reform) Act 2013: Implements structural and other reforms to UK banking sector

Bank Recovery and Resolution Directive: EU directive implemented into UK law establishing framework for recovery and resolution of credit institutions

Land Registration Act 2002: Governs registration of land and charges over land in England and Wales

UK Money Laundering Regulations 2017: Anti-money laundering requirements applicable to financial institutions and transactions

Unfair Contract Terms Act 1977: Regulates unfair terms in contracts and limits ability to exclude certain liabilities

Misrepresentation Act 1967: Governs remedies for misrepresentation in contracts

Late Payment of Commercial Debts (Interest) Act 1998: Provides statutory framework for interest on late payments in commercial transactions

Financial Services (Distance Marketing) Regulations 2004: Regulates distance marketing of financial services to consumers

European Union (Withdrawal) Act 2018: Framework for retention and modification of EU law in UK post-Brexit

UK GDPR: Data protection regulation governing processing of personal data in the UK

Data Protection Act 2018: UK's implementation of data protection requirements, complementing UK GDPR

LMA Standard Forms: Industry standard documentation and guidelines provided by the Loan Market Association

Capital Requirements Regulation: Regulatory capital requirements for financial institutions as retained in UK law

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What is a Bridge Facility Agreement?

What sections should be included in a Bridge Facility Agreement?

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

What schedules should be included in a Bridge Facility Agreement?

Authors

Alex Denne

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