Euromoney Audit Training

Attending this course will help you:

• Understand the structure and workings of international primary markets for debt
• Explore how and why to use debt primary markets for financing
• Find out how to structure the most appropriate financing for a borrower
• Study how transactions should be syndicated and documented
• Examine how companies’ are financing themselves in today’s difficult markets

Course background

The primary markets have always been the main focus of attention by competing banks and by the media when looking at the international capital markets. And yet to date no comprehensive guide exists as to how the debt primary markets work.

This course is designed to give an understanding of the markets, a solid grounding in how they work and help to unravel the jargon of the new issues. The course also covers the rationale for debt financing and the types of borrowers and instruments available. It considers the investor’s requirements for returns and security against the balance sheet implications for the issuer. It also reviews the various syndication customs and practices and looks at the legal and regulatory requirements involved in bringing issues to the international markets.

Who should attend?

All those newly involved in syndication, origination or corporate finance and those responsible for managing these activities or needing to supply middle and back office support, including individuals who work in the areas of:

• New Issues
• Origination
• Debt Capital Markets
• Corporate Finance
• Funding
• Syndication

Methodology

• Focused yet interactive teaching method
• Use of exercises to emphasise the key learning points
• Gives you the opportunity to apply the skills acquired during the programme to ensure you have a complete understanding of the topics before leaving the course.

Day 1

Sources of finance

• Financing choices
• Cost of equity and debt
• Weighted Average Cost of Capital (WACC)
• Financial leverage
• Modigliani and Miller
• Purpose of funding
• Market conditions

Borrowers

• Borrower requirements
• Governments
• Supranationals
• Banks
• Capital adequacy
• Basel I

Credit

• Credit ratings
• Credit rating agencies
• Credit enhancement

Bond types

• Cycle of issuance
• Eurobonds
• Floating-rate notes
• Fixed rate
• Medium-term notes
  

Day 2

Working with swaps

• History of swaps
• Interest rate swaps
• Swaps and reducing funding costs
• Liability swaps
• Exploiting comparitve advantage

Investor protection

• Debt ranking
• Hybrid capital
• Debt / equity continuum
• Covenants
• Force majeure
• Tax gross up / redemption

Liability management

• Types of transactions
• Opportunities and driving forces
• Regulatory considerations

Syndication

• The early years
• The ‘bought deal’
• The ‘fixed price re-offer’
• The ‘pot’ system
  

Day 3

Selling restrictions and US regulations

• Selling restrictions
• Regulation S
• Rule 144A
• TEFRA

ICMA and the IPMA handbook

• ICMA’s role
• IPMA handbook
• Key recommendations

Pricing and launch

• The mandate
• Pricing
• Launch
• Bookbuilding
• Stabilisation
• Expenses

Legal and documentation

• Offering circular
• Due diligence
• Subscription agreement
• Agreement among managers
• Base prospectus and final terms
• Trustee / fiscal agent
• Listing

Distribution and closing

• The roadshow
• Conflicts of interest
• Distribution
• Allotment
• Closing procedure

Regulatory challenges

• Why regulation?
• US experience
• EU experience
• Prospectus directive
• Transparency directive
• Statutory audit directive
• Market abuse directive
• MiFID
• Basel II

Financing in difficult markets

• The 2007/8 credit crisis
• SSA
• Corporates
• Financial institutions
• Covered bonds
• High yield
• What else has changed
• Investors
• Pricing
• How deals are done
• Fees
• Government bailouts
• The new landscape
• Looking to the future

Course summary and close

• Chris O'Malley

  Chris O'Malley is an economics graduate with 25 years of experience in the international debt markets (entirely on the sales and origination side of the business).
  
  For 12 years, he managed sales teams: firstly heading the London sales team for Credit Suisse First Boston and then managing sales globally for Samuel Montagu, Midland Montagu and subsequently HSBC.
  
  For HSBC, he then transferred to the origination desk, establishing a new issue business for the Middle East, India and Africa, successfully bringing many new issues to the loan and bond markets.
  
  Chris was a consultant to the International Primary Market Association, and is now with the International Capital Market Association (since the merger of the trade associations), focussing on primary market practice, regulatory matters, education and IT/e-commerce initiatives.

Interested in holding this course in-house? Please fill out your details and a member of our team will be in touch with more information.

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