The Debt Financing Term Sheet is a crucial preliminary document used in South African financing transactions to establish the framework for a lending arrangement. It is typically prepared after initial commercial discussions but before detailed loan documentation, serving as a roadmap for the transaction and subsequent documentation. The term sheet captures essential commercial terms including facility amount, pricing, tenor, security package, and key conditions, while ensuring compliance with South African regulatory requirements including the Banks Act, Companies Act, and where applicable, the National Credit Act. While generally non-binding, it represents a significant milestone in the financing process and helps identify potential issues early in the transaction. This document is particularly important in complex financing arrangements where multiple parties need to align on key terms before incurring the cost of full documentation.
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1. Parties: Identification of the lender(s), borrower(s), and any guarantors
2. Background: Brief context of the proposed financing arrangement
3. Definitions: Key terms used throughout the term sheet
4. Facility Type and Purpose: Description of the type of facility (term loan, revolving credit, etc.) and its intended use
5. Facility Amount: The total amount of the facility and any tranching details
6. Interest and Fees: Interest rate, calculation basis, payment frequency, and all applicable fees
7. Availability Period: Period during which the facility can be drawn
8. Repayment Terms: Repayment schedule, grace periods, and prepayment provisions
9. Security Package: Overview of required security and collateral
10. Key Covenants: Financial and non-financial covenants
11. Conditions Precedent: Conditions that must be satisfied before facility availability
12. Representations and Warranties: Standard confirmations required from the borrower
13. Events of Default: Circumstances that would trigger default
14. Governing Law: Confirmation of South African law as governing law
15. Binding Effect: Statement of which terms are binding/non-binding
1. Syndication Provisions: Include when the facility may be syndicated to multiple lenders
2. Intercreditor Provisions: Required when there are multiple creditors with different priorities
3. Green Loan Provisions: Include for environmentally-focused projects or when sustainability-linked terms are required
4. Political Risk Insurance: Relevant for projects with significant political risk exposure
5. Exchange Control Provisions: Required when dealing with foreign lenders or cross-border elements
6. Construction Phase Provisions: Include for project finance deals with a construction phase
7. Step-In Rights: Relevant for project finance or complex corporate finance structures
8. MAC Clause: Material Adverse Change provisions - include in uncertain market conditions
1. Repayment Schedule: Detailed amortization schedule if term loan
2. Fee Schedule: Detailed breakdown of all fees and charges
3. Security Assets Schedule: Detailed list of assets forming part of the security package
4. Financial Covenants Schedule: Detailed calculations and thresholds for financial covenants
5. Permitted Securities Schedule: List of pre-approved security interests
6. Required Insurance Schedule: Details of required insurance coverage
7. Conditions Precedent Schedule: Detailed list of all required conditions precedent
8. Form of Drawdown Notice: Template for borrower to request disbursements
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