As one of the world's longest established and most reputable stock exchanges, London Stock Exchange provides debt issuers with an excellent opportunity to access one of the largest pools of capital and to increase the profile of their issue.
Issuers can choose to admit securities to trading on the Main Market (EU Regulated Market) or the Professional Securities Market (Exchange Regulated Market).
Swift and cost effective issuance
The Exchange is aware of the challenges facing issuers and their advisers in competitive capital markets, and we work closely with all parties involved to ensure a swift and cost effective debt issuance process.
Deep pool of capital
The Exchange offers prospective issuers access to the deepest pool of global capital, with debt issuers raising total of £1.65 trillion on our markets as at the end of October 2007. Our markets provide access to the world's deepest capital pools, with total assets listed amounting to more than £6 trillion, giving our issuers the widest financial exposure.
Quick and easy listing process
Our professional team works hard to ensure a quick and easy listing process and we are in daily contact with the UK Listing Authority (UKLA), the competent authority for listing in the UK.
Competitive listing fees
Our listing fees are competitive and we do not charge an annual fee for listing debt, significantly reducing the cost of capital raised via our markets.
Listing in London provides unique proximity to key debt managers and advisers and a wide audience of financial and legal experts, which can help your plans and ease the issuance process in the future.
Different types of issuers that choose to list their bonds in London include:
- Corporate issuers - companies from around the globe, including some of the UK and the world's most successful and best-known businesses, choose London to list their bonds.
- Governments and their agencies - the UK Government is one of many national governments that list debt instruments on our market. There are also around 40 other sovereign issuers who have also chosen to list their debt securities in London.
- Local authorities - state and regional governments across the UK and the world are among other public bodies that issue and list bonds in London.
- Multilateral institutions - supranational bodies, such as the European Bank for Reconstruction and Development, also offer their debt instruments to an international audience through a London listing.
A program is an efficient and cost effective way of listing debt securities. Under an umbrella of one base prospectus, a number of notes can be drawn down within a short period of time and in a cost effective way.
Programs are placed between short and medium term debt and are most similar to revolving credit lines. As such they enable issuers to take advantage of market conditions that best favour their needs and current cash flow situation, and can be a convenient cash flow management tool as they allow quick access to funds.
Flexibility and portfolio diversification are also important reasons for listing programs. Investors can chose from a wide range of programs, differing in timing, industry and sector. Although originally conceived as a medium-term instrument, programs are becoming increasingly used in various maturity dates, offering even further diversification.
The UKLA usually lists Medium Term Note (MTN) Programs under its fast track regime, thus enabling first comments to be provided within four working days, with further comments available within two days.
There are several steps involved with issuing debt which all issuers have to undertake. Admission to listing and admission to trading are parallel processes, in which London Stock Exchange and the UK Listing Authority (UKLA) work together with issuers and their advisers.
- The mandate - Appointing the lead manager and, advised by them, choosing the size, structure and timing of the bond issue.
- Due diligence - Providing and verifying all the information required for the issuer's listing document and the supporting documentation. Legal advisers lead this work.
- Preparation - Preparing the Prospectus and presenting it to the UKLA and the Exchange.
- Launch - With the due diligence and marketing completed, this is the official announcement of the bond issue when the lead manager invites the syndicate to participate in placing the bonds with investors.
- Signing and closing - The signing is when an issuer and their advisers sign and execute all the documents. Shortly after this and the closing, the issuer receive the proceeds of their bond issue.
- Secondary market trading - With the bonds now listed on London Stock Exchange they are eligible to be traded by investors. Issuers can request admission to different trading services which offer different secondary market functionalities: from trade reporting only to full electronic order book trading (additional requirements might apply). Issuers are invited to get in touch with the Fixed Income Team (firstname.lastname@example.org) to discuss which segment of London Stock Exchange's markets best suits their needs.
The listing process
We work closely with the UK Listing Authority (UKLA) and key advisers to ensure a timely and cost effective listing process that will best suit issuers’ needs.
Our team maintains close communication with issuers and advisers to facilitate the listing process. Our good working relationship with the UKLA ensures that the issuers understand the requirements and process and that they receive prompt attention.
Listing debt is a two-stage process. In the first instance, the UKLA admits debt securities to its Official List after approving the prospectus or the listing particulars (in case of securities admitted on the Professional Securities Market - PSM). Then application for admission to trading is made to the Exchange. The process is designed to be as efficient and transparent as possible.
The UKLA follows a clear schedule when approving a prospectus or listing particulars for debt securities, under which first comments will be provided within 4 working days for most issues. Every application for the listing of debt securities in London will be allocated a dedicated reader, which enables continual information sharing and easy access to the UKLA.
Admission to trading - the process of admitting securities for trading by the Exchange once they are admitted to the Official List by the UKLA takes no longer than 2 clear working days.
Once the securities are admitted to trading, the issuer must observe certain ongoing obligations with regard to inside information, the dissemination of relevant information, and the publication of annual accounts.
London Stock Exchange Form 1 for issuers.
Issuing and listing bonds are parallel processes that happen simultaneously. Together, the UK Listing Authority (UKLA) and the London Stock Exchange work to help issuers minimise the time it takes to list bonds on our market.
Agreeing the timetable well in advance, appointing experienced advisers and submitting a complete listing document are the best ways to ensure a quick turnaround.
Specific information about the listing procedures are available on the UKLA's website.
London Stock Exchange Admission and Disclosure Standards.
Debt issuers pay an admission fee to list debt on our market; the UK Listing Authority (UKLA) also charges vetting fees on all listing applications.
Unlike some other exchanges, there are no annual fees for listing bonds in London, making listing longer-term bonds particularly cost-effective. The admission fee structure is based on the size of the issue; there are full details in our brochure Admission and Annual Fees. The UKLA's fees are summarised in their publication Listing Fees.
London Stock Exchange Fees for Issuers.
Many investors can only buy bonds that are listed on a Recognised Investment Exchange (RIE). As Europe's largest and the world's most international stock market, it is London Stock Exchange's role to provide efficient and well-regulated markets for both bond issuers and investors. We also help ensure the issuing process is as quick and efficient as possible, working closely with the UK Listing Authority (UKLA), bond issuers and their advisers.
The UK Listing Authority (UKLA), a division of the Financial Conduct Authority (FCA), is the body responsible for regulating all bonds listed on our market.
In the primary market the UKLA approves all applications and grants admission to the Official List. Thereafter it monitors issuers' compliance with their continuing obligations for the duration of the listing.
The UKLA's Rule Book is the bible for bond issuers and their advisers, laying out all the rules and regulations for issuing bonds and obligations throughout the life of a debt instrument.
You can find out more about the UKLA on their website.
There are a number of parties involved with every bond issue, each with their own role to play in assisting the issuer and ensuring the issue's success. Here we summarise the roles of the main players.
Lead manager and syndicate - The lead manager, normally a financial institution such as an investment bank, is responsible for managing the entire issue process. As well as advising the issuer on the structure and timing of the issue, the lead manager appoints the syndicate, a group of investment banks that will market and sell (and, often, underwrite) the issue.
Legal advisers - Responsible for the due diligence process and verifying statements of fact - and for the drafting of the legal documentation.
Paying agents - The paying agent is responsible for receiving a bond's interest payments from the issuer and distributing them to the bondholders.
Clearing systems and depositary - Euroclear and Clearstream are the two main systems for monitoring and validating the settlement of bonds listed in London and in both the primary and secondary markets. Most bonds are issued in bearer form and held by an International Central Securities Depositary for safe keeping.
Trustee - The trustee is the representative of the bondholders, charged with protecting their rights and ensuring the terms of the bond are adhered to.
Fiscal agent - Acts on the behalf of the issuer to ensure the payment of interest and principal.