Standard Terms
Typical Facility Terms & Conditions
Credit Limit
From USD/GBP/EUR 250,000 to 50,000,000. Can be tranched by Initial and Maximum Credit Limits.
Term & Termination
Typically 24 months, subject to a 90 day termination/cancellation notice period and a Drop-down fee for early termination
Facility Fee
Typically 7.00% - 12.00% above 3 month Libor (now SOFR) on an annualised basis
Facility Usage
Facility Fee payable prior to drawdown or rollover (we pay out, or roll, 100% of Advance amounts, less the Facility Fee
Draw-downs available typically weekly
Minimum drawdown USD/GBP/EUR 100,000
Minimum Facility Usage of [X]% of the available Credit Limit during all times of the Facility
Daily Non-Utilisation Fee of 0.0[X]% on unused amounts below the Minimum Facility Usage
At maturity, either:
- Pay back 100% of the Advance
- Roll-over the Advance, or
- Request a decrease or increase in the respectable Loan Amount (subject to a minimum size of USD/GBP/EUR 100,000 of rolled amount)
For roll-overs, the Facility Fee is payable a calendar week before the maturity of each Loan Advance
Advance Rate
Up to 100% of each invoice, subject to:
- Satisfactory payment history of underlying debtor
- 110-150% overcollateralization
- Invoices up to 120 day aged
Arrangement Fee
From 0.50%-2.50% of the Initial Credit Limit and subsequent incremental Credit Limit increases up to Maximum Facility
Collateral
Vane will hold 1st priority security interest in all assets (“Debenture”) (especially bank account and current and future accounts receivable) of Borrower and its subsidiaries. The aggregate invoice collateral will be required to be in excess of 1[XX]% of the aggregate outstanding loan amount at all times during the Facility.
Concentration Covenants: Financed amounts in relation to invoices of one debtor (incl. its affiliates) may at no time constitute more than 40% of the total facility outstanding. Example: If the total loan amount outstanding is GBP 1,000,000, not more than GBP 400,000 may relate to one particular (financed) debtor.
Credit Support
Subordination of all shareholder loans (incl. convertibles) vs. Vane’s Facility. Upstream and/or downstream guarantees and subordination of intercompany claims, if applicable
Other Terms & Conditions
Collections & Payments: Borrower continues to collect invoices from its debtors (no ”Factoring”) and then repays Vane at the maturity of each respective Loan Advance. However, Vane retains the right to re-direct Borrower's receivables payment to its own lock box account and require Borrower to distribute notices of assignment to its debtors including payment instructions to Vane’s bank accounts at any time in the future.
Systems Integration: Automated integration into Accounting Platform and read only access to the relevant revenue dashboards for the purpose of invoice verification. Vane access to actual invoices (e.g. in PDF form) at all times.
Covenants: Standard restrictions on dividends and financial Indebtedness including negative pledge
Events of Default: Standard events of default including but not limited to: Cross default; Breach of Covenant; Change of Control and Material Adverse Change Financial Reporting
Monthly Management Reports: Consolidated P&L and BS on a monthly basis; Annual audited consolidated financials by 30/06 of each calendar year.
Transaction Fees: Reimbursement of reasonably incurred out of pocket expenses, including but not limited to legal fees and information service costs actually incurred by Vane in relation to the Transaction
Governing Law & Jurisdiction: Dependent on Borrower/Lender
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'Vane' and 'Vane Financial' are trading styles. Vane Finance Technology Limited is a company registered in England and Wales (Company No: 9446187) and is registered in the UK with the Financial Conduct Authority reference 09446187. Vane Finance Technology Inc. is registered in the State of Delaware and operates under a California Financing Law license. Our Headquarters is Vane GmbH (HBR 162057 B), registered in Berlin, Germany.
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