Issuing high yield bonds—documents list

Produced in partnership with Ranajoy Basu of McDermott Will & Emery

Checklists

Issuing high yield bonds—documents list

Produced in partnership with Ranajoy Basu of McDermott Will & Emery

Checklists

The documents listed below provide an overview of the core transaction documents typically used to document a high yield bond issuance. The description for each provides an explanation of the document's purpose and the parties which typically enter into them. Additional documents may be required to deal with aspects of a specific transaction (such as escrow arrangements) or to reflect bespoke arrangements.

Document	Description
144A Global Note	A single note signed by the issuer which represents the entire amount of debt in relation to the Rule 144A issuance. Section 5 of the US Securities Act 1933 requires all offers and sales of securities in the US to be registered with the Securities and Exchange Commission (SEC) unless an exemption applies. Rule 144A is a safe harbour exemption from the section 5 requirement and it enables the initial purchasers of the bonds (see Purchase Agreement below) to resell the bonds to 'qualified institutional buyers', institutional investors who meet certain criteria. For more information on Rule 144A, see Practice Note: Rule 144A transactions.
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Ranajoy Basu

Head of Structured Finance and Partner, McDermott Will & Emery

Ranajoy Basu focuses his practice on structured finance with key experience in debt capital markets transactions. He has a broad range of experience in international capital markets advising a wide range of participants, including arrangers, originators, servicers and trustees, in connection with the securitisation of a wide variety of assets in numerous jurisdictions, including emerging markets transactions.

Ranajoy has a particular focus on emerging markets transactions, and is recognised as an industry leader by both Legal 500 and Chambers. He is the Head of India practice. He regularly advises on a broad range of capital markets and complex structured finance transactions including external foreign currency convertible bonds (FCCBs) and qualified institutional placements (QIPs) relating to India. He has advised banks on some of the largest corporate debt defaults and restructuring in India.

Ranajoy is recognised as one of the World’s leading lawyers in cross-border social impact finance structures, including social and development impact bonds, renewable energy and “green” structured finance transactions. Ranajoy has advised on some of the most innovative financial inclusion structures around the world, including the Educate Girls Social Impact Bond, which aims to improve the education of children in India, and the recent ground-breaking Utkrisht Bond, which is aimed at reducing maternal and infant mortality. Ranajoy continues to advise foundations, governments, NGOs, impact funds and financial institutions on structuring social impact finance solutions.

Jurisdiction(s):

United Kingdom

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