What this Practice Note covers

The aim of this Practice Note is to provide information and practical guidance on English law terms and conditions to lawyers advising first time (debut) issuers of debt securities.

This Practice Note focuses on debut issues of debt securities because the documentation for the issuer’s debut issue tends to be closely followed for its subsequent issues. The documentation stage of the first issue is when the issuer and its advisers have an opportunity to consider the documentation in depth and (within the constraints imposed by accepted debt capital markets practice) to influence the form of the documentation.

This Practice Note explains the practical aspects of the key provisions set out in the terms and conditions of debt securities.

This Practice Note assumes that first time issuers are not likely to be the major corporates, financial institutions, multi-lateral agencies (like the World Bank) or sovereigns which traditionally raise funds in the international investment-grade public debt capital markets, but rather issuers which may be active in particular sectors of the debt capital markets