A Bridge Loan Term Sheet is a crucial document used in the Nigerian financial market when companies require interim financing to bridge a temporary funding gap. This document typically precedes a more permanent financing solution and outlines the key terms and conditions of the proposed bridge facility. It must comply with Nigerian banking regulations, including the Banks and Other Financial Institutions Act (BOFIA) 2020 and Central Bank of Nigeria guidelines. The term sheet serves as a blueprint for the subsequent facility agreement, capturing commercial terms such as facility amount, pricing, security structure, and conditions precedent. It's particularly relevant in time-sensitive transactions where parties need to quickly establish the framework for the financing while maintaining flexibility for negotiation of the detailed facility documentation.
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1. Parties: Identification of the Lender(s) and Borrower(s), including their legal names and addresses
2. Background: Brief context of the bridge financing requirement and its purpose
3. Key Terms: Core financial terms including facility amount, interest rate, maturity date, and purpose
4. Security and Collateral: Overview of security package and any guarantees required
5. Conditions Precedent: Key conditions that must be satisfied before drawdown
6. Repayment Terms: Repayment schedule, prepayment provisions, and exit mechanisms
7. Fees and Expenses: All applicable fees including arrangement fees, commitment fees, and cost coverage
8. Covenants: Key financial and operational covenants
9. Events of Default: Summary of main events of default
10. Governing Law: Specification of Nigerian law as governing law
11. Binding Effect: Statement regarding whether the term sheet is binding or non-binding
1. Syndication Rights: Include when the lender may want to syndicate the loan
2. Market Flex: Include for larger facilities where terms may need to be adjusted for syndication
3. Information Undertakings: Include when specific reporting requirements are crucial
4. Tax Provisions: Include when there are specific tax considerations or gross-up requirements
5. Currency Provisions: Include when the facility involves multiple currencies
6. Conversion Rights: Include if the bridge loan may be converted to equity or other instruments
7. Intercreditor Provisions: Include when there are multiple creditors or existing facilities
1. Term Summary: Summary table of key commercial terms
2. Security Package Overview: Detailed list of proposed security and collateral
3. Fee Schedule: Detailed breakdown of all applicable fees
4. Conditions Precedent Checklist: Detailed list of required conditions precedent
5. Required Documentation: List of documents required for closing
6. Timetable: Proposed timeline for documentation and closing
Relevant legal definitions
Availability Period
Banking Day
Bridge Facility
Business Day
CBN
Commitment
Conditions Precedent
Default
Default Interest
Drawdown Date
Event of Default
Facility Amount
Final Maturity Date
Finance Documents
Financial Indebtedness
Group
Interest Payment Date
Interest Period
Interest Rate
Legal Reservations
Lender
Margin
Material Adverse Effect
Naira
Obligors
Permanent Financing
Permitted Security
Potential Event of Default
Prepayment Event
Principal Outstanding
Reference Banks
Relevant Jurisdiction
Repayment Date
Security Documents
Security Interest
Take-out Financing
Tax
Transaction Documents
Utilization
Utilization Request
Banking Day
Bridge Facility
Business Day
CBN
Commitment
Conditions Precedent
Default
Default Interest
Drawdown Date
Event of Default
Facility Amount
Final Maturity Date
Finance Documents
Financial Indebtedness
Group
Interest Payment Date
Interest Period
Interest Rate
Legal Reservations
Lender
Margin
Material Adverse Effect
Naira
Obligors
Permanent Financing
Permitted Security
Potential Event of Default
Prepayment Event
Principal Outstanding
Reference Banks
Relevant Jurisdiction
Repayment Date
Security Documents
Security Interest
Take-out Financing
Tax
Transaction Documents
Utilization
Utilization Request
Clauses
Facility Terms
Purpose
Availability
Interest and Fees
Security
Repayment
Prepayment
Conditions Precedent
Representations and Warranties
Information Undertakings
Financial Covenants
General Undertakings
Events of Default
Market Disruption
Increased Costs
Tax Gross-up
Currency Provisions
Assignment and Transfer
Costs and Expenses
Notices
Governing Law
Jurisdiction
Confidentiality
Break Fees
Documentation
Syndication Rights
Material Adverse Change
Due Diligence
Regulatory Compliance
Anti-Money Laundering
Purpose
Availability
Interest and Fees
Security
Repayment
Prepayment
Conditions Precedent
Representations and Warranties
Information Undertakings
Financial Covenants
General Undertakings
Events of Default
Market Disruption
Increased Costs
Tax Gross-up
Currency Provisions
Assignment and Transfer
Costs and Expenses
Notices
Governing Law
Jurisdiction
Confidentiality
Break Fees
Documentation
Syndication Rights
Material Adverse Change
Due Diligence
Regulatory Compliance
Anti-Money Laundering
Relevant Industries
Banking & Finance
Real Estate
Oil & Gas
Manufacturing
Infrastructure
Telecommunications
Healthcare
Mining
Retail
Agriculture
Construction
Power & Energy
Relevant Teams
Legal
Finance
Treasury
Corporate Finance
Risk Management
Compliance
Credit
Investment Banking
Corporate Banking
Operations
Relevant Roles
Chief Financial Officer
Finance Director
Treasury Manager
Corporate Finance Manager
Financial Controller
Legal Counsel
Corporate Lawyer
Investment Banker
Relationship Manager
Credit Risk Manager
Transaction Manager
Managing Director
Chief Executive Officer
Company Secretary
Risk Manager
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