On December 2, the China Interbank Market Dealers Association issued the "Notice on Optimizing M&A Note Mechanisms." The refined M&A notes aim to channel funds precisely toward corporate mergers and acquisitions while improving the interbank bond market's efficiency in serving the real economy.
Key measures include: 1. **Enhanced Funding Flexibility with Priority for Strategic Sectors**: Funds can now be directly used for M&A payments, repaying acquisition loans, or reimbursing companies' self-financed M&A expenditures within the past year. This expands financing scope and improves capital efficiency. Priority will be given to M&A activities facilitating traditional industry upgrades, strategic emerging sectors, and future industry layouts.
2. **Streamlined Disclosure for M&A Needs**: Ongoing deals may simplify or omit sensitive target details during issuance to protect commercial confidentiality. Completed transactions must disclose post-merger impacts and synergies. Underwriters face stricter due diligence and post-issuance management requirements.
3. **Efficiency-Driven Issuance Innovations**: M&A notes will carry distinct naming conventions and benefit from a "green channel" for expedited registration and review. Flexible structures—including tranches, equity conversion, and installment repayments—are permitted. Protective clauses like change-of-control put options are encouraged to enhance risk-sharing and investor appeal.
The Association stated it will continue optimizing M&A note mechanisms under the People's Bank of China's guidance, broadening financing channels and stimulating market participation to support high-quality economic development.
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