accessing the global markets through london...nov 29, 2016 · • listing in a global market such...
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Accessing the Global Markets
Through London
London Stock Exchange Green Bonds
November 2016
Primary
Markets
Cash Equities
Derivatives
Fixed Income
IDEM
RNS
MOT
X2M Technology
Monte Titoli CC&G
ORB ExtraMOT
London Stock Exchange Derivatives IDEX
GlobeSettle
SEDOL Unavista Real Time Data
Information
Services
Post Trade
Listing and
Trading
Business
Services Academy Events &Studios
OFIS
Hosting and Connectivity
LSEG is a leading international open access financial market infrastructure group
LSE plc sits within LSEG as the UK Recognised Investment Exchange business.
LSE Group – Depth and Breadth
2
Equities
2,300 Listed companies
with aggregate
market value of $7
trillion
500+ International
companies with a
combined market
value of $3.7
trillion
$914bn Raised in last 10
years from 2005
– 2015
Debt
15,000+ Debt securities listed
on LSE Main Market.
Overall money raised
exceeds $4.8 trillion
375+ International
government bonds
from 34 different
countries in 11
different currencies
$338bn+ Raised by sovereign,
regional and local
governments
£257bn Total on-exchange
turnover in 2015
ETFs
1,300 ETFs and ETPs
listed in London
from 24 issuers
43% Market share of
European ETF
trading
10 RQFII ETFs listed
on LSE since 2014
giving investors
exposure to Chinese
A-shares directly.
300% Growth in
European ETF
trading volumes
in the past 5
years
Heart of the World’s Capital Markets
3
11 IPOs raising over
$1bn in London in
the last 3 years.
The London
Proposition
4
2,074 2,010
2,536
590
1,672
638 364
318
146
29
0
500
1000
1500
2000
2500
3000
LSEG NYSE NASDAQ SGX HKSE
# o
f C
om
pa
nie
s*
Domestic International
Global Financial Centres Index 20
Source : Factset, GFCI 20
Broad Capabilities Across Many Debt Markets and Currencies
0.0%
5.0%
10.0%
15.0%
20.0%
25.0%
30.0%
35.0%
40.0%
45.0%
50.0%
Jan-11 Jan-12 Jan-13 Jan-14 Jan-15 Jan-16
% o
f ET
F tr
adin
g
Green
Bonds
Islamic
Finance
Dim Sum
Bonds
High Yield
Convertible
and
Structured
Debt ORB
Masala
Bonds
EuroUS DollarBritish PoundSwedish KronaAustralian DollarNorwegian KroneChina RenminbiJapanese YenHong Kong DollarCanadian DollarMexican PesoOther
‘Other’ includes 32 different international
currencies across 225 bonds, raising a
combined £25.2bn
More International Equity Listings Than Any Other Exchange Close to 50% trading of ETF in Europe is done in London
LSE
DB
ENXT
B.Italiana
SIX
The London Proposition – Snapshot
795 794
752 748 734
720 719 718 716 713
Top 10 Financial Centres by GFCI 20 rating
5
Access to the deepest pool of
international capital in the world
Robust regulatory standards and efficient listing process
Competitive costs
Global hub for innovative products (Green Bonds, RMB, Sukuk)
Access to a stable and loyal investor base
Quality of advisory community
and sell-side research coverage
Currency to fund business acquisitions & expand into new markets
Broaden the shareholder base
Enhance profile & visibility - with customers & suppliers
Long term employee incentives
Why consider a Listing on the LSE
Benefits of Listing in London
6
• UK assets under management totalled a record £6.8
trillion in 2014, the second largest in the world. The
UK is also the leading European centre for
management of hedge funds, sovereign wealth funds
and private equity funds.
• The UK accounts for 37% of global foreign exchange
trading. More US dollars are traded in the UK than in
the US.
• The UK is the leading derivative centre worldwide,
accounting for 39% of trading in OTC interest-rate
derivatives
• The UK has the leading share of trading in many
international financial markets such as cross border
bank lending (16%), international insurance premium
income (29%) and foreign exchange trading (37%).
Equity AUM held in International Portfolios, by Metro Area (Q4 2015)*
Key Facts:
• London, more than any other financial centre, offers a
long-standing globally oriented investor base
• UK investors have diversified portfolios and are used
to supporting companies’ international development
• Institutional investors in the other major listing venues
tend to be more domestically focused
• Global investment portfolios ensure that investors
appropriately value businesses with a global profile
and aspirations
The Largest Investor Pool in the World $2 trillion invested in international equity out of London
7
1,987
1,002
575
375 304 287 275 263 251
194 188 89
London New York Oslo Toronto Paris Zurich Frankfurt Tokyo Amersterdam Stockholm HongKong Sydney
Source: Facset and LSE calculation, 2016
*international portfolios defined as investment in companies with a domicile different to the country of domicile of the portfolio manager
Dom
estic
Dom
estic
Dom
estic
Dom
estic
Dom
estic
Dom
estic
RO
W
RO
W
RO
W
RO
W
RO
W
RO
W
0%
10%
20%
30%
40%
50%
60%
70%
80%
90%
100%
Source: Facset and London Stock Exchange calculation, July 2016
Domestic = Europe for Swiss SIX, XETRA and Euronext (Amsterdam, Paris, Brussels, Lisbon)
Domestic = North America for NYSE, NASDAQ and Toronto
ROW = rest of world
- London remains the world’s largest equity market, with more international assets under management than any other global financial centre.
- Companies listing in London are able to access overseas investors through widely used and well understood capital raising routes.
Domicile of Investors in LSE-Listed Securities by Region
6% Rest of World
13% Europe (ex UK)
30% North America
Domicile of Investors in Selected Exchange’s Listed Securities
51% UK
A Truly Global Investor Base Global Investors Buy London-Listed Stocks
8
Asia Pacific • State Administration of Foreign
Exchange (China)
• GIC
• BNY Mellon Hong Kong
• Blackrock Japan
• Mitsubishi UFJ Trust
• Sumitomo Mitsui
• Aberdeen Asset Management
Asia
• Hang Seng Investment
Europe • Blackrock
• Legal & General
• Scottish Widows
• Invesco
• M&G
• Standard Life
• AXA
• Societe Generale
• Alecta Pension
• DWS Investment
• Swedbank Robur
• Allianz Global Investors
• BNP Paribas
• Union Investment
Privatfonds GMBH
• Norges Bank
Americas • Capital Research
• Vanguard
• SSgA Funds
• Fidelity
• Blackrock
• Thornburg Investment
• Artisan Partners
• Alliance Bernstein
• T. Rowe Price
• Caisse de dépôt et
placement du Québec
• Itau Unibanco Brazil
Africa and Middle East
• QIA
• P.I.C South Africa
• Kuwait Investment Authority
• Investec
• CCB Islamic Bank
• Abu Dhabi Investment Authority
-11
-10
-9
-8
-7
-6
-5
-4
-3
-2
-1
0
1
2
3
4
5
6
7
8
9
10
11
London trading hours
Selected Major Institutional Investors in London Listed Bonds
GMT
Source: Factset
*LSEG, as of September 2015
• Listing in a global market such as London raises a company’s international
profile.
• High international regulatory standards ensure access to a globally oriented
investor base
• LSE is home to the deepest global foreign exchange centre.
• LSE markets are supported by a network of 350 member firms from over 20
countries*,
Raise Your International Profile London – Global Hub for Investors
9
• London Stock Exchange’s Capital
Markets Days facilitate face-to-face,
scheduled dialogue between
companies and institutional
investors. This is usually done to
highlight a specific region or sector
focus.
• Our central position within the
London financial markets offers an
unbiased arena in which to bring
together select groups of
companies with the most extensive
possible network of appropriate
potential investors.
Format
Market Opening: Unique opportunity for all companies, dignitaries and sponsors are invited to
open London’s market at 08:00 on the day of the event. This is filmed and can be accessed by
international TV stations broadcasted in their relevant regions. A photographer is also present.
Presentations: Welcome by a senior executive of the London Stock Exchange, giving an
overview of the market/sector. Summary of the IPO process by top City advisors and investors.
Each company will have an opportunity to explain its investment story.
1-2-1 meetings: Highly targeted individual meetings pre arranged by the Exchange. Each
company has its own private meeting room the entire day which is fully equipped with all AV
capabilities.
Maximising exposure: Through the Exchange’s press team from organisations such as the
BBC, The Wall Street Journal, the Financial Times, CNBC & Sky News.
London Stock Exchange Capital Markets Days
10
As a result of the recent EU Referendum and subsequent Brexit vote, uncertainty about London’s status as a financial centre
has arisen. The international community has responded and shown their commitment to London via a number of high profile
transaction announcements, thus proving London is open and ready for business
India’s HDFC Lists the First
Masala Bond in London
Japan’s SoftBank Announces £24bn
Takeover of UK’s ARM Holdings
GlaxoSmithKline invests £275m for
Three New UK Manufacturing Sites
• On 21st July, Housing Development Finance Corporation (HDFC) issued the world’s first Masala bond issued by an Indian corporate
• The issue was 4.3 times oversubscribed and paves the way for the opening of the Masala bond market globally to support Indian company and infrastructure financing
• Distribution: 86% taken by Asian investors and 14% by European investors; Institutional investors made up 82% and private banks 18%
• “This is a milestone transaction for HDFC. We have achieved our objective of attracting a global pool of capital to diversify our borrowing profile, The positive investor response towards this issuance reinforces the blue-chip positioning of HDFC, and establishes a significant benchmark for Indian companies” said HDFC chairman Deepak Parekh.
• UK technology firm ARM Holdings is to be bought by Japan's Softbank for £24bn
• ARM Holdings designs microchips used in most
smartphones, including Apple and Samsung models, and employs more than 3,000 people
• Softbank has previously acquired Vodafone's Japanese operations and the US telecoms company Sprint. The $20bn deal was the biggest foreign acquisition by a Japanese firm at the time
• The new deal will be funded by Softbank's own cash
reserves and a long term loan from Japan's Mizuho Bank
• Masayoshi Son, chairman and chief executive of Softbank, said: "This is one of the most important acquisitions we have ever made, and I expect ARM to be a key pillar of SoftBank's growth strategy going forward
• Despite arguing against Brexit before the referendum, GSK believes the UK remains an attractive place for making medicines – London currently accounts for nearly 50% of GSK’s worldwide R&D and a third of it’s manufacturing.
• The company recently announced plans to invest a further £275m into three drug manufacturing sites in Britain, signalling its confidence in the country despite last month's vote to leave the European Union
• "It is testament to our skilled UK workforce and the country’s leading position in life sciences that we are making these investments in advanced manufacturing here," said Chief Executive Andrew Witty
• Business minister Greg Clark said GSK's move was a clear vote of confidence in Britain and demonstrated that "there really is no place better in Europe to grow a business"
After Referendum Business As Usual International Deals Continue
11
London Stock Exchange’s
Fixed Income Offering
12
…via 15,000+ Listed debt instruments
… raising £3.5 trillion
…from 59 countries
…in 39 currencies
2570 Int’l issuers..
3%
97%
Issuance
70%
30%
Trading
13%
87%
Amount Outstanding
UK
Rest of World
2011
The London Stock Exchange is
the global financing hub for fixed
income issuers
Source: TheCityUK estimates (2011)
World Federation of Exchanges (2011)
Bond Primary and Secondary Market Statistics by Region
70% Of global
secondary market
bond trading
takes place in
London
Global Home for Raising Fixed Income Capital
13
Centre of Global Fixed Income Trading
5,500 7,000
13,000
22,000
32,500
2001 2002 2005 2008 2011 2015
Bonds Value Traded on Exchanges (USDm)
+18% CAGR
(2001-2011)
*
Source: Bank for International Settlements; TheCityUK estimates (2011)
World Federation of Exchanges (2011)
* 2015 value estimated based on previous trend growth
LSEG has developed
highly liquid and
transparent electronic
fixed income order books
that allow for both
primary and secondary
access and trading to
international investors
With changes to
regulation including
MiFID II and the
associated pre- and post-
trade transparency
requirements, we
anticipate that demand
for credible secondary
market platform trading
for bonds will increase
14
Apart from standard issuance we are leading the way in new fixed income products
Green
Bonds
• Retail and wholesale markets, offering the choice of trade reporting, end-of-day pricing and continuous quoting
• Unique and comprehensive specialist offering for green bonds
• Dedicated green segments
• Industry Affiliations:
• ICMA GBP Observer, Social Stock Exchange, Climate Bonds Initiative, City of London Green Finance Initiative
Islamic
Finance
• LSE is a key global venue for the issuance of Sukuk
• There are over 20 banks in London providing Islamic financial services, more than any other European country
• Unique and comprehensive specialist offering for sukuk
• Dedicated sukuk fixed income segments
Dim Sum
Bonds
High Yield
• LSE’s PSM accommodates all types of debt
securities including high yield bonds in any
denomination under a wholesale regime
• The PSM is a global listing venue attracting
investment from many other locations in
Europe, Asia, Latin America and Australia
Convertible
and
Structured
Debt
• LSE’s PSM accommodates all types of debt
securities including convertible bonds in
any denomination under a wholesale regime
• Many investors can only buy debt
instruments listed on a Recognised
Investment Exchange. LSE is well
positioned to provide efficient and well-
regulated markets for both bond issuers
and investors
ORB
• LSE’s flagship retail
market - both primary
issuance and secondary
trading of retail
denominated bonds
• Retail bonds can also
be held in an ISA, which
is a tax-free savings
account
Masala
Bonds
• LSE is a key global venue for the issuance of Masala bonds
• Listing venue for the world’s first Masala
bond from an Indian corporate
• Unique and comprehensive dedicated offering for Masala bonds
• LSE is a key global venue for the issuance of Dim Sum bonds
• Unique and comprehensive dedicated offering for Dim Sum bonds
Cutting Edge Financial Products
15
Main Market Professional Securities Market
Applicable UK
Listing Rules • Chapters 2 and 17 of UK Listing Rules • Chapter 4 of UK Listing Rules
Financial Records
• At least two years trading records and independently
audited accounts consistent with the International
Financial Reporting Standards (IFRS)
• Local GAAP can be used
Listing Documents • Full prospectus • No full prospectus required
• Listing Particulars adequate
Transferability • The debt securities subject to the listing must be freely transferable
Issue Size • The market capitalisation of the class of the debt securities to be listed must be at least £200,000
Listing of the Whole
Debt Class • All debt securities of the same class should be listed
Designation • Wholesale & Retail Bonds • Wholesale Bonds only, although retail denominated
bonds can be issued under the wholesale regime
A Choice of Debt Markets
16
Listing & Admissions Process
17
Smooth Listing Process
UK debt markets’ high standards ensure credibility amongst the global investor base. The
UK Listings Authority (UKLA) has a reputation for its a robust and balanced approach to
implementing the listing rules whilst maintaining efficiency of the listing process.
• Listing process is a two pronged approach between
LSE and UKLA
• UKLA committed to efficient turn around times:
• Up to 4 clear working days after first
submission
• 2 clear working days** for subsequent
submissions
• UKLA checklist can be used by issuers prior to
submission
• One-off £2,000 UKLA Vetting fee is applied (no extra
annual or application fees)
N.B. This process applies to plain vanilla debt securities, redemption-linked securities, medium term note programmes, securitised derivatives and supplementary prospectuses/listing particulars for non-equity securities.
MTNs only require approval for the base prospectus with subsequent draw-down issues allowed at any time during 12 month period, subject to publication of Final Terms and Prospectus Supplement by 2pm the day before issuance
**Only if required due to additional comments from he UKLA
Typical transaction timeline
Total transaction takes between three to eight weeks
Up to one week Four working days Two days**
UKLA Documentation
Approved and
Listing Granted
Listing
Effective
Listing
Application
LSE
London
Listing
Application for Admission
to Trading
Admission
Granted Trading can
Begin
Bond priced
Initial review
completed
18
Passporting a Prospectus
Easy process to dual list in London via passporting (when the bond prospectus is already approved in another EEA jurisdiction)
For existing notes to be admitted to trading on the regulated market of the London
Stock Exchange, the issuer would have to undertake the following steps
Action Comment
Step 1
Obtain a passport from the existing
EEA Competent Authority by
submitting a Notification Request
Form.
The existing EEA Competent Authority
has three working days to notify the
UKLA that it has approved the base
prospectus. Once this has occurred, the
issuer can contact the UKLA to apply
for the notes to be listed in the UK.
Step 2
Submit the security to the UKLA
Official List alongside the passport
and make some small additions to
the document, for example confirm
the planned listing on London Stock
Exchange in the prospectus.
Step 3
Apply to the London Stock
Exchange for admission to trading.
This involves submitting a
completed Form 11 and an
electronic copy of the relevant
prospectus.
1Form 1: http://www.londonstockexchange.com/companies-and-advisors/main-market/documents/publications.htm 2UKLA Checklist: https://www.fca.org.uk/markets/ukla/forms#listing-applications
For new notes to be issued under the existing programme to be admitted to trading
on the regulated market of the London Stock Exchange, the issuer would have to
undertake the following steps:
Action Comment
Step 1
Send a notification request form in
relation to the base prospectus to
the existing EEA Competent
Authority, who will inform the UKLA
If this has already been done for
previous admission, there is no need to
do it a second time.
Step 2
Send an application for admission
of securities form and a listing rules
checklist to the UKLA2.
Note that the application for admission
of securities form has to be sent for
each new series of notes, the listing
rules checklist only needs to be sent the
first time an issuer is applying to the
official list of the UKLA.
Step 3
Apply to the London Stock
Exchange for admission to trading.
This involves submitting a
completed Form 11 and an
electronic copy of the relevant
prospectus.
Ensure that the relevant final term
specifies, that the notes will be admitted
to trading in London. That is the only
drafting difference.
• Passporting involves a prospectus approved by the issuer's Home Competent authority in the EEA being accepted by another EEA member state as the basis of a
public offer or admission of securities to a regulated market.
• In this way, issuers with bonds listed elsewhere can gain a London listing quickly and efficiently.
19
Admission Process
For admission, the documents that we need are1:
• Signed Form 1 with EU sanctions complete
• Signed Board Minutes
• Prospectus
• UKLA approved letter
• Confirmation of the note being issued (usually the day before)
Also as soon as possible in the admission process, it is necessary to
arrange for the creation of the relevant trading codes:
ISIN/SEDOL
ISINs are normally allocated by the country of domicile of the issuer. London Stock
Exchange is then responsible for allocating a SEDOL code, which is a unique instrument
identifier.
Email the Pricing Supplement(s) to [email protected] and allow 48 hours for these
to be assigned.
TIDM
A Tradable Instrument Display Mnemonic (TIDM) is the three or four character identifier
specific to London Stock Exchange. Issuers may request a specific TIDM, which will be
issued, provided it is not already in use or reserved. Once reserved, these are held for a
period of six months.
Requests should be made to the Admissions Team by emailing the issuer name and the
instrument name, making it clear that it is a TIDM request, to [email protected]
1Note that these documents can initially be in draft form (i.e Form 1 not signed and prospectus not yet approved – but it will need to be a workable document (i.e have most of the key
information included)). All final documentation needs to be with LSE Admissions by 4pm the day before admission. 20
International Cost Competitiveness
Competitive Fee Structure:
• LSE fees are calculated on a sliding scale, based on issue size and type of issue.
• No fee is payable for setting up an MTN program.
• No annual fee is payable in respect of debt securities on the London Stock Exchange’s markets
Face Value (£m) Fee (£)
Greater than
or equal to
Less than
0 50 2,500
50 100 4,000
100 and above 4,200
Face Value (£m) Fee (£)
Greater than
or equal to
Less than
0 25 300
25 50 1,750
50 100 2,700
100 500 3,600
500 above 3,650
Eurobonds & International Issuers Issuers under debt issuance programs
21
Green Bonds
22
“Green finance is key to securing a low carbon future that delivers economic
growth, both in Britain and abroad. London is the world’s leading green finance
hub and is already the partner of choice for the world’s fastest growing
economies.”
Simon Kirby, Economic Secretary to the Treasury
Green bonds are any type of bond instrument where the proceeds will be exclusively applied to finance or re-finance in part or in
full new and/or existing eligible Green Projects and which are aligned with the four core components of the Green Bond Principles.
The key feature of green bonds is the use of proceeds, which are described in the bond’s legal documentation, separately
managed within the company, as well as monitored and reported throughout the life of the instrument.
What is a Green Bond?
Renewable Energy Energy Efficiency
Eco-efficient products
Sustainable Water Management
Biodiversity Conservation
Clean Transportation Pollution Prevention Sustainable Management
Climate Change Adaption
Categories of Potential Eligible Green Projects
Source: Climate Bonds Initiative
1 Source: Bloomberg, Climate Bonds Initiative
• With growing investor
emphasis on sustainability,
green bonds are one of the
fastest growing market
segments internationally.
• Green bonds make up 17%
of the $694bn climate-
aligned universe, up 7%
from 2015.
• $42.2bn of green bonds
were issued in 2015, four
times 2013 total green bond
issuance.
• As of October 31st , total
2016 issuance is nearly
50% greater than the 2015
total.
• As of October 2016,
$60.8bn green bonds were
issued globally.
Green Bonds: A Growing Market
23
The green bond market expanded further in 2015, thanks to a wider range of issuers and types of green assets, as well as new
geographies.
Green Bonds – A Diversified Issuer Base
Source: Climate Bonds Initiative
• The UK, China, Germany, Japan, the Netherlands,
Norway and the US have shown significant growth
in green bond market size last year.
• Overall Europe remains the region hosting most
green bonds, with nearly USD 18.4 billion issued in
2015
• 2015 saw a wider range of issuers and types of
green projects or assets. There was a widening
of the type of projects financed by green bonds
with more proceeds leveraged for other green
sectors outside of the renewable energy space,
in particular low carbon transport and sustainable
water.
Green Bond Project Breakdown by Type (%)
9%
Sustainable
Water
6%
Waste &
Pollution
13%
Low
carbon
Transport
20%
Energy
Efficiency
46%
Renewable
Energy
4%
Climate
Adaptation
2%
Agriculture
& Forestry
¼ of total issued amount came from
the US - $10.5bn mainly driven by municipal green
bonds. US surpassed supranational
institutes to become the largest green
bond issuing country in 2015.
India $1.1bn
United States
$10.5bn
China $1.0bn
Europe remains the regions
hosting most green bonds, with nearly
$18.4bn issued in 2015.
Markets keep in growing; seven countries (U.K, China, Germany, Japan, Netherlands, Norway, and U.S.) have
shown significant growth in green bond market size this year.
UK $0.7bn
Netherlands $4.1bn
Germany $5.6bn
Denmark $0.6bn
Latvia $0.08bn
Estonia $0.06bn
Norway $0.9bn
Japan $0.5bn
Hong Kong $0.3bn
Mexico $0.5bn
Brazil $0.6bn
7 new markets joined green bond this year - Brazil, Denmark, Estonia, Hong Kong, India,
Latvia and Mexico - jointly added nearly $3.2bn green bonds to the market.
24
Green Bonds Characteristics
Source: Climate Bonds Initiative
43% of the bonds outstanding fall into
the AAA credit rating band, primarily
due to large development banks such
as the World Bank, IFC and the EIB
This is due to the dominance within
the climate-aligned universe of large
state-backed entities in the retail
sector where investment horizons are
long.
This is in contrast to the climate-aligned
bond market, where the currency spread
is more balanced and includes a greater
number of EM currencies. There are 25
currencies represented in the labelled
green bond market.
Bonds that have received an external
review make up approximately 60% of
the labelled green bond market.
External reviews play an important role
in the market and could be reinforced
further with more consistent standards.
25
LSEG is a partner exchange of the
United Nations Sustainable Stock
Exchanges (SSE) initiative.
London Stock Exchange Group’s activity in green financing is focussed on two key areas: fixed income products and information services/indices. Through a range of new initiatives, LSEG intends to broaden its offering and support London in becoming the preferred listing venue for debt and equity Low Carbon Economy (LCE) financial instruments.
Through its FTSE Russell business,
LSEG is looking at further
opportunities to increase
transparency in the green bond
market, by providing issuers with a
more efficient tool to report on
sustainable initiatives, and offering
investors a comprehensive product to
assess a wide range of financial
instruments against an innovative Low
Carbon Economy (LCE) framework.
LSEG and Green Financing
• In 2015, 12 green bonds were listed on LSE – this
translated to a 14.5% market share of total green bond
on EEA exchanges.
• London Stock Exchange has launched a range of
dedicated ‘green bond’ segments, offering issuers a
flexible range of market models, covering both Regulated
Market (RM) and MTF segments, comprising retail and
wholesale, and offering the choice of trade reporting, end-
of-day and continuous quoting.
• No other global exchange has such a comprehensive
specialist offering for green bonds.
• Issuers can benefit from the additional transparency of
secondary market trading and global reach of the
London markets.
"Together with the London Stock Exchange, UNEP and the Cambridge Institute for Sustainability Leadership, we hope to impress upon
you London's commitment to build on existing market
activity to ensure that green finance sits right at the very
top of the financial industry's agenda.“,
Mark Boleat,
Policy Chairman City of London
… raising a
combined
$10.5bn
40 Green
bonds
…in 7 currencies
26
2007 2012 2014 2015 2016
LSE is a recognised supporter of the Green Bond market and has established strong relationships with key market participants
Green Bonds Key Milestones
July 2012 LSE’s First
Green bond listed by
Nordic Investment
Bank
January 2016 LSEG joins the
Green
Infrastructure
Investment
Coalition (GIIC)
launched at COP21
May 2014 LSE joins UN’s
Sustainable Stock
Exchanges (SSE)
initiative
April 2015 TfL’s debut
Green Bond
June 2015 LSE expands
range of dedicated
Green bond
segments
January 2016
LSEG joins the City of London's
Green Finance Initiative
November 2015 LSE becomes an Observer to the internationally-
recognised ICMA Green Bond Principles guidelines
October 2015 First Green
RMB bond for ABC
and largest Green
RMB bond listed on
LSE to date
March 2014 First offshore RMB
Green bond by a
multilateral
August 2015 First offshore INR
Green bond
27
April 2016 LSE becomes
first global exchange to
join the Climate Bonds
Partnership Program
June 2007 European
Investment Bank issues the first
“Climate Awareness” bond
tracking the performance of the
FTSE4Good Environmental
Leaders 40 index
November 2016 Bank of China
becomes first
Chinese entity to
issue a Green
Covered bond
Green bonds have the
same regulatory status of
equivalent “non-green”
bonds and can normally
be issued through
standard base
prospectuses
To admit green bonds to
London Stock
Exchange’s dedicated
Green Bond segments,
issuers are required to
provide the Exchange
with the relevant
certification of the ‘green’
nature of the bonds
Green Bond Admission Criteria
Issuers admitting bonds to the Green Bond segments on London Stock Exchange must provide proof
of an external review* to confirm the “green” nature of the instruments and a written confirmation
(email confirmation would suffice) that the entity appointed to conduct the external review meets the
following criteria:
• Be independent of the entity issuing the bond, its directors, senior management and advisers. In
particular, the organisation providing the external review must not be a subsidiary or owner, either
in full or in part, of the entity issuing the bond
• Be remunerated in a way that prevents any conflicts of interests arising as a result of the fee
structure
• Be an entity specialising in assessing the framework of the bonds’ environmental objectives,
with sufficient financial and market-specific expertise to perform a comprehensive assessment of
the use of proceeds. Such expertise could be demonstrated for example by:
Affiliation with relevant and widely recognized industry bodies; or
Significant and appropriate previous experience in providing external reviews on green bonds
* The external review could take the form of the following:
• Consultant’s Review / Second Opinion
• Verification
• Third Party certification
• Green Bond Rating (separate from an issuer’s overall ESG rating)
28
For SSA issuers
admitting on the
basis of self-certified
impact reporting,
they must have in
place a formal
reporting
methodology, and
must provide written
confirmation that this
is based on certain
principles as outlined
Self-Certification – Impact Reporting
Impact Reporting: the issuer should illustrate the expected environmental and/or
climate impact of each eligible project to which green bond proceeds have been
allocated using, for example, a number of core indicators such as:
Energy Efficiency: annual energy savings, reduction in greenhouse gas
emissions
Renewable Energy: renewable energy produced, capacity of renewable
energy plant constructed, etc.
29
Green Bond Case Studies
30
Bank of
China
MuniFin Development
Bank of
Japan
Agricultural
Bank of
China
IFC Shanks Transport for
London
Transaction
Details
Issue Date 09 Nov 2016 04 Oct 2016 21 Oct 2015 20 Oct 2015 10 Aug 2015 /
17 Jun 2014 16 Jun 2015 24 Apr 2015
Issue Size USD 500mn USD 500mn EUR 300mn
USD 400mn /
USD 500mn /
RMB 600mn
INR 3.15bn /
RMB 500mn EUR 100mn GBP 400mn
Coupon 1.875% 1.375% 0.375%
2.125% /
2.75% /
4.15%
6.45% / 2.00% 3.65% 2.125%
(G10yr+57bp)
Maturity 3 years 5 year 4 year 3 year / 5 year
/ 2 year 5 year / 3 year 7 year 10 year
Issuer
Profile Rating Aa3 AA+ / Aa1 A1/A A1/A AAA/Aaa n/a AA+/Aa2/AA
Recent Green Bond Issuance
31
Company Details
Company Bank of China
Rating Aa3
Sector Banks
Market PSM
Transaction Details
Issue Date 09 Nov 2016
Issue Size USD 500 million
Coupon 1.875%
Maturity 3 years
Company Profile Bank of China is one of the largest state-owned
commercial banks.
In the past year China has quickly become the biggest
market for green debt globally, with Chinese borrowers
having raised 39.6% of the $59 billion sold in green
debt so far this year, compared to just 3.6% in 2015.
The issue was inspired by the work of the G20, which
has seen China and UK work together on a green
finance initiative.
The structure of both cross-border financing and cross-
border guarantee introduces foreign capital to high-
quality domestic green projects.
This bond’s rating is the same as the Chinese
sovereign one; the highest international rating of all
Chinese green bonds in history.
Debt issuance story
The issue was over 1.8 times oversubscribed with a
final order book of $900 million.
The bond was priced 95 bps tighter than BoC's senior
unsecured debt with the same tenor.
The proceeds will be used to fund eligible green
projects in renewable energy, pollution prevention and
control, clean transportation and sustainable water
management.
The deal is backed by a portfolio of domestic Chinese
climate-aligned bonds which are components of the
China Bond China Climate-Aligned Bond Index.
The notes offer noteholders dual recourse to both
Bank of China London Branch and the collateral bond
assets.
The bond was externally reviewed by EY.
Joint leads: Barclays, BAML, CCB, Crédit Agricole
CIB, Société Générale and Standard Chartered.
Bank of China issues world’s first green covered
bond with dual recourse
Source: Bloomberg, LSEG database, GlobalCapital
Distribution by Investor Type
Banks 73%
Asset Managers 17%
Insurers 5%
Private Banks 4%
Sovereign Wealth Funds 1%
Geographical Distribution
Asia 72%
Europe 28%
32
“The UK and China are working together to develop the
global green bond market, which drives the greening of
the global financial system. “
Sean Kidney, CEO Climate Bonds Initiative
Company Details
Company International Finance Corporation
(part of World Bank Group)
Rating AAA/Aaa
Sector Supranational
Market Main Market
Transaction Details
Issue Date 04 Nov 2016
Issue Size USD 152 million
Yield at issue 1.546%
Maturity 5 years
Company profile
IFC is one of the world’s largest financiers of
climate-smart projects for developing countries,
investing about $19 billion in long-term financing
over the last decade for that purpose.
The bond was developed with BHP Billiton and
Conservation International. BHP is a global
mining, metals, and petroleum company.
Conservation International is a global non profit
environmental organization.
“IFC’s Forests Bond demonstrates the power of
innovative capital-market mechanisms to unlock
private sector funds for forest protection.”
Jingdong Hua, IFC Vice President
Debt issuance story
This is world’s first-of-its-kind bond giving
investors choice between a cash or carbon-credit
coupon. Investors choosing the latter can retire
them to offset corporate greenhouse gas
emissions, or sell them on the carbon market.
IFC will buy carbon credits from the Kasigau
Corridor REDD project in Kenya with BHP
Billiton providing a price-support mechanism.
The proceeds will be used to support private
sector development and prevent deforestation in
developing countries.
Joint leads: BAML, BNP Paribas, JP Morgan.
Using innovative capital-market mechanisms to
prevent deforestation in developing countries
Source: IFC press release, LSEG database, November 2016
33
Key Investors
CalSTRS Californian pensions giant
Treehouse
Investments Emerging Markets-focused investor
TIAA-CREF Teachers’ pension fund
QBE Insurance
Company Details
Company Municipality Finance Plc
Rating AA+ / Aa1
Sector Utilities
Market Main Market
Transaction Details
Issue Date 04 Oct 2016
Issue Size USD 500 million
Coupon 1.375%
Maturity 5 years
Company Profile
Municipality Finance is the leading provider of
financial services to Finland’s local government and
public housing sectors. It is owned by the
Government of Finland, Finnish municipalities and
the public sector pension fund.
MuniFin acts a debt aggregator for municipalities in
Finland enabling small municipalities to access low
cost capital through the bond market despite their
small size.
The size of each bond is based on the finance
requirements of each municipality but bonds are not
ABS’s, just a regular corporate bond backed by.
The result is very high rated bonds and low cost of
capital for small municipalities.
Debt issuance story
MuniFin’s issue is Finland’s first ever green bond and
was 1.2 times oversubscribed with a final order book
of over $600 million.
80% of the proceeds will go to climate change
mitigation and adaptation projects and 20% to
environmental management projects.
Eligible projects are identified in MuniFin’s Green
Framework, drafted in accordance with ICMA’s
GBPs, the Centre for International Climate and
Environmental Research, Oslo and in collaboration
with the Stockholm Environment Institute. CICERO
provided the external review.
Joint Leads: BAML, HSBC, SEB and Crédit Agricole.
Finland’s first Green Bond opens the way for the
transition to low carbon and climate resilient growth
Source: Bloomberg, LSEG Database, GlobalCapital
Geographical Distribution
Europe 42%
Americas 29%
Nordic Region 22%
Asia / Pacific 7%
Distribution by Investor
Banks 36%
Central Banks / Official
Institutions 32%
Asset Managers 21%
Insurers / Pension Funds 11%
34
Company Details
Company SBAB Bank AB
Market Main Market
Sector Financials
Rating A2/A
Transaction Details
Issue Date 23 June 2016
Issue Size SEK 1 billion / 1 billion
Yield at issue 1.048 / FLT
Maturity 5 years / 5 years
Company profile
SBAB is a 100% State owned Swedish mortgage
bank, concentrating on providing mortgages
specifically to the retail segment in Sweden.
SBAB’s market share continues to increase and
the SBAB group is currently the 5th largest
mortgage provider in Sweden. The services SBAB
offers are provided mainly over the internet but
also include a call center in Karlstad, Sweden,
which helps us to run a very efficient set up.
“Issuing a Green Bond provides an opportunity for
us to diversify our investor base and further
deepen investor dialogue regarding how we jointly
can promote sustainability efforts and
development in the financial and capital markets.”
Debt issuance story
Sole arranger: Skandinaviska Enskilda Banken
AB
The funds raised by SBAB will exclusively be used
to finance or refinance properties that fullfi a
number of energy-efficiency criteria or
alternatively hold a selectively defined
environmental certification.
The issue was oversubscribed as the book grew
steadily throughout the book-building period and
priced 5bps tighter than their normal non-green
bonds.
Using Green bond to finance properties that fulfil energy-efficiency
criteria
35
Company Details
Company Development Bank of Japan
Rating A1/A
Sector Government
Market PSM
Transaction Details
Issue Date 21 Oct 2015
Issue Size EUR 300 million
Yield at issue 0.375%
Maturity 4 years
Press Release
“DBJ successfully took in new investors by
broadening the asset classed applicable for the new
issue’s use of proceeds.” Goldman Sachs.
“Following the issuance of the DBJ’s first Green Bond
last year, this inaugural Euro denominated
sustainability bond has positioned the bank as a
clear leader in the rapidly growing SRI fixed income
market. At the same time it enabled the bank to reach
a more diversified investor base including SRI
focused investors” BAML.
“The transaction attracted both new and existing DBJ
green and sustainability investors, all while achieving
a competitive pricing outcome” JPMorgan.
Debt issuance story
This bond is the first sustainability bond issued
by a Japanese issuer. DBJ has expanded the
use of proceeds to include DBJ Environmentally
Rated Loan Program in addition to DBJ Green
Building Certification.
On 7 Oct 2014, DBJ issued its first Green Bond
on London Stock Exchange.
Joint Leads: Merrill Lynch International, Morgan
Stanley & Co. International, JPMorgan
Securities, Goldman Sachs International.
Using sustainability bond issuance to tap into ESG
investors liquidity pool
Source: DBJ press release, LSEG database
Distribution by Investor Type
Banks 61%
Asset Manager 13%
Insurance 11%
Central Banks 7%
Others 8%
Geographical Distribution
EMEA 97%
US Offshore 3%
36
Company Details
Company Agricultural Bank of China
Rating A1/A
Sector Financials
Market PSM
Transaction Details
Issue Date 20 Oct 2015
Issue Size $400 million / $500 million /
RMB 600 million
Yield at issue 2.125% / 2.75% / 4.15%
Maturity 3 years / 5 years / 2 years
Company profile
Agricultural Bank of China is one of the top four
commercial banks in China. ABC is one of the first
standing members of the green finance committee
of China Society for Finance and Banking. In 2013,
ABC signed the green credit commitment along with
other financial institutions, and formulated green
credit standards and protocols.
“The successful issuance and listing of ABC’s green
bonds on the London Stock Exchange not only fulfils
our ambition that was announced as part of the
policy outcomes of the latest UK-China Economic
and Financial Dialogue, but also manifests the close
and fruitful cooperation between Chinese and UK
financial institutions on green finance, climate
change and adaption initiatives.”
Debt issuance story
Based on the green bond management framework,
the proceeds from the offering will support
renewable energy, energy efficiency, sustainable
waste management, sustainable use of land, clean
transportation and sustainable water management.
The listing is the first international Green Bond
issue by a Chinese bank, as well as the first listed
Green RMB bond for ABC on the London Stock
Exchange.
Joint Leads: ABC, BAML, Barclays, GS HSBC,
JPM, MS, SCB, Wells Fargo.
Using Green offshore dual currency bond issuance to finance
green projects
37
Company Details
Company International Finance Corporation
(part of World Bank Group)
Rating AAA/Aaa
Sector Supranational
Market Main Market
Transaction Details
Issue Date 10 Aug 2015
Issue Size INR 3.15billion
Yield at issue 6.45%
Maturity 5 years
Company profile
IFC is one of the world’s largest financiers of
climate-smart projects for developing countries,
investing about $11 billion in long-term financing
over the last decade for renewable power,
energy efficiency, sustainable agriculture, green
buildings and private sector adaptation to climate
change.
“Addressing climate change is a priority for IFC in
India. IFC’s green Masala bond demonstrates
the powerful role of capital markets in mobilizing
savings for climate finance—and a listing in
London allows us to attract the widest possible
range of international investors. Adding the rupee
as a new green bond currency also supports our
goals to strengthen this important asset class.”
Debt issuance story
Proceeds from the offering used to finance a
green bond issued by Yes Bank, one of India’s
largest commercial banks. Yes Bank invested the
proceeds of its bond in renewable energy and
energy efficiency projects, mainly in the solar and
wind sectors.
Under its $3 billion offshore rupee Masala bond
program, IFC has issued bonds worth over 103
billion rupees ($1.66 billion) in a range of tenors,
building a triple-A yield curve and attracting new
investors to the London offshore rupee market.
Sole arranger: JP Morgan.
Using Green offshore rupee bond issuance to finance Indian
infrastructure
Source: IFC press release, LSEG database, August 2015
38
Company Details
Company World Bank
Rating AAA/Aaa/AAA
Sector Supranational
Market MOT (Borsa Italiana)
Transaction Details
Issue Date 29 Jun 2015
Issue Size $84 million
Coupon Linked to Ethical Equity Index
Maturity 8 years
Company profile
World Bank provides low-interest loans and grants
to developing countries. These support a wide
array of investments in such areas as education,
health, infrastructure, and environmental and
natural resource management.
Established in 1944, the World Bank Group is
headquartered in Washington, D.C and employs
more than 10,000 employees worldwide.
Since its first green bond launched in 2008, the
World Bank has issued 100 green bonds in 18
currencies, totalling over USD 8.4 billion
equivalent.
Debt issuance story
The bonds were distributed to Italian retail
investors through a network of 16 retail banks and
brokers.
The issue is part of the World Bank’s Green
Growth Bond programme for issuance of retail
instruments in the US and a number of European
markets.
Minimum denomination: $2000.
Bond performance is fixed for the first two years
(1.75% coupon) and then linked to the
performance of the Ethical Europe Equity Index.
Redemption at maturity (100) guaranteed by the
World Bank.
Lead Manager: BNP Paribas.
Using Green Bonds to expand private investors product
range
39
Company Details
Company Shanks Group plc
Rating n/a
Sector Waste & Disposal Services
Market Main Market (LSE)
Transaction Details
Issue Date 16 Jun 2015
Issue Size €100 million
Yield at issue 3.65%
Maturity 7 years
Company profile
Shanks Group is a leading international waste to
product business.
Company was founded in 1880 as a construction
company operating primarily in the West of
Scotland under the name of Shanks & McEwan.
Listed on London Stock Exchange’s Main Market
since 1988.
Debt issuance story
Shanks is the first UK company to issue Green
Bonds in Euros and list them on LSE.
The net proceeds of the issue will be used to
finance Shanks' ongoing programme of
investment in sustainable infrastructure.
Minimum Denomination: €1000.
Lead Managers: BNP Paribas, KBC Bank.
Using Green Bond issuance to tap into retail investor liquidity
40
Company Details
Company Transport for London
Rating AA+/Aa2/AA
Sector Government
Market Main Market
Transaction Details
Issue Date 24 Apr 2015
Issue Size GBP 400 million
Yield at issue 2.125% (G10yr+57bp)
Maturity 10 years
Company profile
Transport for London (TfL) is the owner and
operator of the largest integrated transport
networks in Europe. TfL is a statutory corporation
and is a functional body of the Greater London
Authority (GLA).
UK's leading public sector issuer of capital
markets debt after the UK Government's Debt
Management Office with around £8.5bn of
borrowings raised from a variety of sources and
a further £4.5bn borrowing requirement up to
2021.
TfL was the first UK corporate to issue sterling
denominated Green bonds.
Debt issuance story
Third Party opinion provided by DNV GL.
Proceeds will support the objectives of TfL’s
corporate environmental framework, which
includes reducing air pollution in the city,
improving natural resource management and
preparing for potential climate change effects.
Deutsche Bank also publicly announced that
will invest in the bond, which the Bank will
hold within its Green Liquidity Portfolio.
Joint Lead Managers: Deutsche Bank, Bank
of America Merrill Lynch (BoAML).
Using Green bond issuance to finance green Railway projects
41
Company Details
Company International Finance Corporation
(part of World Bank Group)
Rating AAA/Aaa
Sector Supranational
Market Main Market
Transaction Details
Issue Date 17 Jun 2014
Issue Size RMB 500 million
Yield at issue 2.00%
Maturity 3 years
Company profile
IFC is one of the world’s largest financiers of
climate-smart projects for developing countries,
investing about $11 billion in long-term financing
over the last decade for renewable power, energy
efficiency, sustainable agriculture, green buildings
and private sector adaptation to climate change.
“IFC is committed to supporting the development of
China’s capital markets, which are key to creating
access to finance for the private sector and
especially small and medium businesses. We will
continue to seek opportunities to help deepen
liquidity and extend the yield curve for offshore
renminbi assets. The addition of the renminbi as a
new green bond currency also supports our goals to
strengthen this important asset class.”
Debt issuance story
Proceeds from the offering to support projects to
reduce greenhouse gas emissions—for example,
by rehabilitating power plants and transmission
facilities, installing solar and wind power, and
providing financing for technology that helps
generate and use energy more efficiently.
In March 2014, IFC became the first multilateral
institution to list renminbi-denominated bonds on
LSE, raising 2 billion renminbi from international
investors. IFC was also the first to set up a
program to regularly issue offshore renminbi-
denominated discount notes.
Sole arranger: HSBC.
Using Green offshore renminbi bond issuance to finance Chinese
climate-friendly investments
Source: IFC press release, LSEG database, June 2014
42
Appendix
(general slides)
43
Criteria Main Market
Security type Fixed Income
Official list status Listed
Regulated EU Regulated
Sponsor / Nomad Not Required
Corporate governance A Code
Regulatory supervision UKLA
Legislation LR/PD/TD/MAR/A&Ds
Types of companies Large multinationals
Premise Debt issuers seeking high profile
listing
Eligible investors Professional and retail
Main Market
Description
Flagship Market: The London Stock Exchange’s Main Market is the world’s
most international market for the admission and trading of equity, debt and
other securities, providing access to Europe’s deepest capital pool
Located at the heart of the world’s leading financial centre: The ideal
home to over 2,600 debt issuers from 60 countries, including many of the
world’s largest, most successful and most dynamic companies
High Profile Listing: Exposes debt securities to a wide audience of financial
market participants, boosting the profile of the listing
High regulatory standards: Underpinned by London’s balanced and
globally-respected standards of regulation and corporate governance, the
Main Market represents a badge of quality for every company admitted to and
traded on it and an aspiration for many companies worldwide
Broad range of eligible investors: The Main Market’s status as a listed and
regulated market offers flexibility both to issuers and holders of debt finance.
Its focus, therefore, is on the broadest range of institutional and retail
investors
Liquidity: Offers a number of secondary market order-book solutions while
providing access to London’s deep pool of international eurobond liquidity
Cost saving: Offers cost savings as London is the only major European
listing venue with no annual fees to debt issuers
44
Criteria PSM
Security type Fixed Income
Official list status Listed
Regulated MTF
Sponsor / Nomad Not Required
Corporate governance Domestic
Regulatory supervision UKLA
Legislation LR/LP/MAR/A&Ds
Types of companies Emerging Markets
Premise Debt issuers using local GAAP
Eligible investors Professional only
Description
Lighter Regulation: Outside scope of EU Prospectus and Transparency
Directives
No EU Passport: Designed to meet financing needs of issuers who do not
require EU passport
Alternative Accounting Standards: Offers alternative for issuers not wishing
to prepare financial information to IFRS, and ability to report under national
GAAP
Lower Denomination requirements: Distinction between wholesale and
retail does not apply, which allows securities to be issued in denominations
lower than €100K but under the wholesale regime
Lower disclosure requirements: Offers full listed status but with lower levels
of disclosure and continuing obligations than what would be required on EU-
Regulated Main Market
Liquidity: Offers a number of secondary market order-book solutions while
providing access to London’s deep pool of international eurobond liquidity
Cost saving: Offers cost savings as London is the only major European
listing venue with no annual fees to debt issuers
Professional Securities Market
45
UKLA Listing Requirements Checklist
Source: UKLA website
LR 2
Required by
LR17.2.1
Rule Description
2.2.1 (1) Applicant Duly incorporated The applicant must be validly established according to the relevant laws of its place
2.2.1 (2) Conformity with constitution The applicant must be operating in conformity with its constitution
2.2.2 (1) Conforms with law of place of constitution Securities must conform with the law of the applicant’s place
2.2.2 (2) Duly authorised Securities must be authorised according to the applicant’s constitution
2.2.2 (3) Statutory and other consents Securities must have necessary statutory or other consent
2.2.3 Admitted on Recognised Investment
Exchange (RIE) Securities must be admitted to trading on a RIE market for listed securities
2.2.4 (1) Freely transferable The listed securities must be freely transferable
2.2.7 (1) Minimum market capitalisation The expected aggregate amount value of the securities must be at least £ 200,000
2.2.9 (1) Whole class to be listed If no securities of that class are already listed, the new securities class must relate to all
securities of that class issued or proposed to be issued
2.2.10 (2)(a) Prospectus approved by FCA and published A prospectus must be approved by the FCA
2.2.10 (2)(b) Other EEA is Home Member State for the
securities
The relevant competent authority must supply the FCA with a certificate of approval, a
copy of the prospectus as approved and a translation of the summary of the prospectus.
2.2.11 (2) Listing Particulars approved Listing particulars for the securities must have been approved by the FCA
2.2.12 (1) Convertible into listed securities Convertible securities may be admitted to listing only if the securities into which they are
convertible are listed securities
2.2.12 (2) Convertible into recognised market
securities
Convertible securities may be admitted to listing only if the securities into which they are
convertible are securities listed on a regulated, regularly operating, recognised open
market
46
Ongoing Obligations of Debt Issuers
London Stock Exchange’s Regulated Market (Main Market) – EEA Regulated The Professional Securities (PSM) (Unregulated Market) – Exchange Regulated
Relevant legislation and rules
Disclosure and Transparency Rules (DTR)
Listing Rules (LR)
Disclosure and Transparency Rules (DTR)
Listing Rules (LR)
Accounts Wholesale
Issuers with debt securities in denominations of EUR100,000 (or equivalent) and above do not have to comply with the periodic financial requirements set out in the Transparency Directive (implemented by DTR 4).
However, under LR 17.3.4, annual report and accounts must be approved and published within six months of the year end, and must be independently audited and prepared in accordance with the issuer’s national accounting standards or IAS.
No requirement to produce half-yearly reports.
Retail
Annual reports must be prepared and published within four months of the year end and to be publicly available for at least five years (DTR 4.1.3 and 4.1.4).
Half-yearly reports must be prepared and published within two months of the period to which it relates and to be publicly available for at least five years (DTR 4.2.2).
The PSM does not distinguish between wholesale and retail issuers.
LR 17.3.4 requires Issuers to publish their annual report and accounts. These must be approved and published within six months of the year end, and must be independently audited and prepared in accordance with the issuer’s national accounting standards or IAS.
No requirement to produce half-yearly reports.
Inside Information
If there is any inside information that directly concerns the issuer, the issuer must disclose such information as soon as possible through a Regulated Information Service (RIS) to the market (DTR 2.2).
The issuer, and those acting for it must prepare and keep up-to-date lists of individuals working for them with access to inside information. The insider list must name each insider, state the reasons for the insider’s inclusion on the list, and include the date of creation and update the list (DTR 2.8).
Issuers are required to comply with DTR 2, which details with disclosure and control of information by issuers, in the same way as an issuer with securities admitted to trading on a Regulated Market (LR 17.3.9).
If there is any inside information that directly concerns the issuer, the issuer must disclose such information as soon as possible through a RIS to the market (DTR 2.2)
The issuer, and those acting for it must prepare and keep up-to-date lists of individuals working for them with access to inside information. The insider list must name each insider, state the reasons for the insider’s inclusion on the list, and include the date of creation and update the list (DTR 2.8).
47
Ongoing Obligations of Debt Issuers (cont’d)
London Stock Exchange’s Regulated Market (Main Market) – EEA Regulated The Professional Securities (PSM) (Unregulated Market) – Exchange Regulated
Dissemination of Information
The issuer is required to comply with DTR 6.3, which dictates how information should be disseminated to the market.
Information required to be disclosed under the DTRs must fall within the definition of “regulated information”.
Regulated information must be disseminated to as wide a public as possible and simultaneously in the Home Member State and other EEA states.
In effect, this rule obliges an issuer to make use of a RIS and adhere to other minimum requirements when disclosing, for example, inside information.
An annual report is not required to be communicated to the media in full unedited text unless it is the type that would be required to be disseminated in half-yearly financial report.
Under LR 17.2.9B, the issuer is required to comply with DTR 6.3, which dictates how much information should be disseminated to the market.
Information required to be disclosured under the DTRs must fall within the definition of “regulated information”.
Regulated Information must be disseminated to as wide a public as possible and simultaneously in the Home Member State and other EEA states.
In effect, this rule obliges an issuer to make use of a RIS and adhere to other minimum requirements when disclosing, for example, inside information.
Other relevant continuing obligations
Ensure equal treatment for all holders of the debt securities ranking pari passu in respect of all rights attaching to the debt securities (DTR 6.1.3).
Make public without delay any change in the rights of holders of the debt securities including changes in the terms and conditions of the debt securities which could indirectly affect those rights, resulting in particular from a change in loan terms or in interest rates (DTR 6.1.10).
Publish notices/distribute circulars concerning bondholder meetings, payment of interest, exercise of conversion, exchange, subscription or cancellation rights and repayment (DTR 6.1.14).
Make public without delay any new loan issues and in particular of any guarantee or security in respect thereof (DTR 6.1.11).
Ensure that all the necessary facilities and information are available publicly to enable holders of the debt securities to exercise their rights (DTR 6.1.4).
Where the issuer proposes to amend its instrument of incorporation or statutes, it shall provide the draft amendment to the FSA. Such submission shall be effected without delay and must, at the latest, be provided on the date of the general meeting called on to vote on, or be informed of, the amendment (DTR 6.1.2).
All holders of debt securities must be given equal treatment in respect of rights.
Any changes to the rights must be disclosed to the public without delay.
48
Appendix
(data sets)
49
ISIN Issuer Name Coupon(%) Currency Amount
Raised Issue Date Maturity Date Market
XS1512929842 Bank of China 1.875 USD 500,000,000 09/11/2016 09/11/2019 PSM
XS1498532271 MuniFin 1.375 USD 500,000,000 04/10/2016 21/09/2021 Main Market
XS1494406074 Nordic Investment Bank 0.5 SEK 1,500,000,000 22/09/2016 22/09/2023 Main Market
XS1467374473 NTPC Ltd 7.375 INR 20,000,000,000 10/08/2016 10/08/2021 PSM
US29874QCW24 European Bank for Reconstruction 0.875 USD 650,000,000 20/07/2016 22/07/2019 Main Market
XS1436518606 SBAB Bank AB 1.048 SEK 1,000,000,000 23/06/2016 23/06/2021 Main Market
XS1436728916 SBAB Bank AB 0.471 SEK 1,000,000,000 23/06/2016 23/06/2021 Main Market
XS1433082861 City of Gothenburg Sweden 0.885 SEK 1,000,000,000 15/06/2016 15/06/2022 Main Market
XS1431730388 Nordic Investment Bank 0.125 EUR 500,000,000 10/06/2016 10/06/2024 Main Market
XS1410341389 Axis Bank Ltd/Dubai 2.875 USD 500,000,000 01/06/2016 01/06/2021 PSM
XS1420355023 Stockholms Lans Landsting 0.75 SEK 15,000,000,000 27/05/2016 27/09/2021 Main Market
XS1402169848 International Finance Corp 4.75 MXN 500,000,000 29/04/2016 29/04/2021 Main Market
US45950VHX73 International Finance Corp 2.125 USD 1,200,000,000 07/04/2016 07/04/2026 Main Market
XS1347786797 Nordic Investment Bank 0.625 SEK 1,000,000,000 20/01/2016 20/01/2021 Main Market
Green Bonds on London Stock Exchange
Green Bonds Listed on London Stock Exchange dedicated Green Bond Segments and Sectors
50
ISIN Issuer Name Coupon(%) Currency Amount
Raised Issue Date Maturity Date Segment
US45950VHE92 International Finance Corp 1.25 USD 500,000,000 27/11/2015 27/11/2018 Main Market
XS1309485701 Development Bank of Japan Inc 0.375 EUR 300,000,000 21/10/2015 21/10/2019 PSM
XS1303791336 Agricultural Bank of China Ltd 2.75 USD 500,000,000 20/10/2015 20/10/2020 PSM
XS1308276168 Agricultural Bank of China Ltd 2.125 USD 400,000,000 20/10/2015 20/10/2018 PSM
HK0000270386 Agricultural Bank of China Ltd 4.15 CNY 600,000,000 20/10/2015 20/10/2017 PSM
XS1292474282 Nordic Investment Bank 0.375 EUR 500,000,000 17/09/2015 19/09/2022 Main Market
US45950VGQ32 International Finance Corp 6.45 INR 315,000,000,000 10/08/2015 10/08/2020 Main Market
XS1253847815 City of Gothenburg Sweden 1.455 SEK 1,050,000,000 30/06/2015 30/06/2021 Main Market
XS1238024035 Shanks Group PLC 3.65 EUR 100,000,000 16/06/2015 16/06/2022 Main Market
XS1239582502 Stockholms Lans Landsting 1 SEK 15,000,000,000 28/05/2015 28/05/2021 Main Market
XS1239582684 Stockholms Lans Landsting 0 SEK 300,000,000 28/05/2015 28/05/2021 Main Market
XS1222743061 Transport for London 2.125 GBP 400,000,000 24/04/2015 24/04/2025 Main Market
XS1222727536 Nordic Investment Bank 0.155 SEK 1,000,000,000 23/04/2015 23/04/2020 Main Market
XS1117504750 Development Bank of Japan Inc 0.25 EUR 250,000,000 07/10/2014 06/10/2017 PSM
XS1080036939 International Finance Corp 2 CNY 500,000,000 26/06/2014 26/06/2017 Main Market
XS1073488675 City of Gothenburg Sweden 2 SEK 310,000,000 03/06/2014 03/06/2020 Main Market
Green Bonds on London Stock Exchange
Green Bonds Listed on London Stock Exchange dedicated Green Bond Segments and Sectors
51
ISIN Issuer Name Coupon(%) Currency Amount
Raised Issue Date Maturity Date Segment
XS1073521988 City of Gothenburg Sweden 0 SEK 1,500,000,000 03/06/2014 03/06/2020 Main Market
XS1069348941 Stockholms Lans Landsting 0 SEK 870,000,000 19/05/2014 19/05/2020 Main Market
XS1069349089 Stockholms Lans Landsting 2.125 SEK 230,000,000 19/05/2014 19/05/2020 Main Market
XS1048655184 Unilever PLC 2 GBP 250,000,000 26/03/2014 19/12/2018 Main Market
XS1031495929 Nordic Investment Bank 0 EUR 40,000,000 11/02/2014 11/02/2019 Main Market
XS0976165828 City of Gothenburg Sweden 0 SEK 250,000,000 03/10/2013 03/10/2019 Main Market
XS0976166719 City of Gothenburg Sweden 2.915 SEK 250,000,000 03/10/2013 03/10/2019 Main Market
XS0975173633 Nordic Investment Bank 2.413 SEK 500,000,000 27/09/2013 27/09/2018 Main Market
US29874QCN25 European Bank for Reconstruction 1.625 USD 250,000,000 17/09/2013 10/04/2018 Main Market
XS0824127277 Nordic Investment Bank 2.75 SEK 500,000,000 07/09/2012 07/09/2032 Main Market
Green Bonds on London Stock Exchange
Green Bonds Listed on London Stock Exchange dedicated Green Bond Segments and Sectors
52
ISIN Issuer Description Coupon (%) Currency of
Issue Issue Date Maturity Market
XS1233613188 IBRD
Notes Linked to the Ethical Europe
Equity Index due July 5, 2023 - Green
Growth Bonds
Floating –
Index linked USD 28/07/2015 05/07/2023 MOT
XS1198278175 EIB 8.50 per cent. Climate Awareness Bonds
due 27th March, 2019 8.5 TRY 27/02/2015 27/03/2019 MOT
XS1107247725 EIB 1.75 per cent. Eurocooperation (Ecoop)
Bonds due 15th September, 2045 1.75 EUR 09/08/2014 15/09/2045 MOT
XS1247736793 EIB 0.875 per cent. Eurocooperation (Ecoop)
Bonds due 13 September 2024 0.875 EUR 17/06/2015 13/09/2024 MOT
XS1260085037 EIB 0.125 per cent. Eurocooperation (Ecoop)
Bonds due 15 June 2020 0.125 EUR 14/07/2015 15/06/2020 MOT
XS1183208328 EIB 1.00 per cent. Eurocooperation (Ecoop)
Bonds due 14 March 2031 0 EUR 05/02/2015 14/03/2031 MOT
XS1271698612 EIB 0.375 per cent. Eurocooperation (Ecoop)
Bonds due 15 March 2022 0.375 EUR 08/05/2015 15/03/2022 MOT
Green Bonds listed on Borsa Italiana MOT markets
Green Bonds on Italian MOT
53
London Stock Exchange’s Fixed Income Team
Primary Markets
Global Head of Fixed Income Pietro Poletto +39 02 7242 6243 [email protected]
UK Head of Fixed Income Darko Hajdukovic +44 20 7797 3306 [email protected]
Fixed Income Product Specialist Lillian Georgopoulou +44 20 7797 3482 [email protected]
Fixed Income Product Specialist Elena Chimonides +44 20 7797 1509 [email protected]
Secondary Markets
Global Co-Heads of Equity, Funds, Fixed Income Pietro Poletto
Brian Schwieger
+39 02 7242 6243
+44 20 7797 3860
For further information refer to www.lseg.com 54
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