Feature Secondary issues - Linklaters（次要问题年利达律师事务所）.pdf

Feature Secondary issues Trends and developments In light of the unprecedented wave of secondary issues, Iain Wagstaff, Nicola Mayo and Brigid Rentoul of Linklaters LLP look at the different structures for raising equity and consider recent developments and future trends in this area. Artist: Satoshi Kambayashi The wave of recapitalisations by UK fi- nancial institutions in the second half of 2008, in response to the depressed eco- nomic conditions (including RBS, Lloyds TSB, Barclays and HBOS), has continued into 2009 (Lloyds Banking Group and HSBC). But with the increas- ing cost, and potential unavailability, of debt financing, many companies outside the banking sector have also chosen, or been forced, to tap the equity markets. For example, there has been significant activity in the UK real estate sector as companies have sought to rebuild bal- ance sheets hit by falling asset values and consequent pressure on financial covenants, with recent secondary issues by companies such as British Land, Land Securities, Hammerson, Liberty Inter- national, SEGRO, Great Portland Es- tates and Shaftesbury. Activity has also extended to other sectors, with capital calls from issuers including Rio Tinto, DSGi, Premier Foods and Sainsbury’s. This article: • Summarises the different methods of raising equity finance. • Looks at recent developments in deal AVAILABLE STRUCTURES • Non pre-emptive structures (cash structures. A secondary issue is an issue of shares by placing, vendor placing