Integrated Wholesale Funding Agreement (IWFA)

Welcome to Conister's Guide to a Integrated Wholesale Funding Agreement (IWFA)

This Factsheet introduces the Integrated Wholesale Funding Agreement (IWFA), presenting a detailed overview of its critical elements to assist you with the necessary insights for informed decision-making about implementing this Facility in your business operations.

Customer Agreements

The IWFA Facility is a “look through” facility resulting in Conister Bank holding the equitable benefit and legal rights of the underlying customer agreement assigned under the Facility.

Security

Conister Bank will take a debenture over the SPV, share charge over the SPV’s assets and the IWFA will complete the Security. A collection account will be set up by the SPV and Conister Bank will be a signatory to approve payments. All direct debits and card payments (telephone and online) for the underlying loans are expected to be called into this collection account.

Cash Reserve

Conister Bank will maintain a cash reserve/loss pool holding between 3% and 10% (determined during the Pre-Lend Audit) of the principal balance outstanding to Conister Bank (depending on the financial standing of the Borrower/SPV, underlying product and positions in the company’s and product’s lifecycle), these monies will cover any shortfalls seen in the event of default or if a buyback is required.

Servicing

The Borrower retains full responsibility to service loans including originating, on-boarding, administering, collections and enforcement on Conister Bank’s behalf. All customer queries and complaints are directed to the Borrower. A suitable standby servicer will need to be appointed and a tripartite agreement, to include Conister Bank, signed prior to the Facility going live.

Data

A daily SQL backup (full data extract) from the Borrower’s loan management system or data warehouse will be required and Conister Bank will work with the Borrower to determine a suitable schema.

Facility

The key feature of this product is that Conister Bank can offer a sizeable Facility in a secured and structured manner.

Buyback

The Borrower agrees to buy-back any loans that reach 90 days in arrears.

Legal Documents And Conditions

Conister Bank will require legal opinion or confirmation that the SPV/Parent’s legal documentation, underlying documentation controls and timelines for issuance are regulatory/legislatively compliant, transferable (assignable), and enforceable.

Audits and Pre-Lend Audit

A pre-lend audit will be undertaken during the onboarding process which entails a review of the Borrower’s polices, processes and procedures. quarterly audits will be conducted through both remote and site visits. This will look at all aspects of the Borrower (including but not limited to review of underlying agreements, customer journey, regulatory/legislative compliance, and financial performance).

Monthly Information Requirements

Conister Bank will use monthly management information, compliance certificate and borrowing base schedule to review and monitor the financial and non-financial performance of the SPV (Borrower) and Parent (Originator). Reporting on and data to evidence Service Level Agreement (SLA) compliance will be required. Open Banking permissions can be provided by the borrower as an alternative to providing Bank Statements monthly. Read only access to the Borrower’s lending system will be provided for Conister Bank to perform auditing, monitoring, sample testing.

Financial Covenants

Financial covenants, (e.g., facility security ratio, interest cover and tangible net worth) will be agreed at the outset of the IWFA (based on historic and forecast performance). Conister Bank will measure variance to and compliance with these covenants throughout the life of the Facility.

Eligibility Criteria and Non-Financial Covenants

Conister Bank will agree on eligibility criteria and non-financial covenants during negotiations, these will be confirmed post the Bank’s sight of and satisfaction with the Pre-Lend Audit. The IWFA will contain early warning signals and SLAs.

Legal Opinion Required

Conister Bank will require legal opinion or confirmation that the SPV/Parent’s legal documentation, underlying documentation controls, and timelines for issuance are regulatory/legislatively compliant, transferable (assignable), and enforceable.

Costs and Expenses

Pre-lend audit fees and legal fees will be payable by the Borrower. An arrangement fee of 1% of the facility will be payable on signing of the agreement. All other fees, including non-utilisation, will be incorporated within the IWFA, and discussed between parties during the onboarding process.