Now in its fifth week, the U.S. federal government shutdown has become the longest in U.S. history. The partial shutdown began on December 22, 2018, following a stalemate between Congress and President Donald Trump over funding for a wall at the Mexican border. Many government services and agencies have been halted: NASA, the Smithsonian museums,
The volume of securities purchased by foreign investors in Canada has been steadily increasing in recent years. While equity securities account for the majority of the increase, debt securities still comprise most of the foreign investment in Canada. Of these debt securities, corporate bonds attracted the largest increase in investment in 2016 compared to 2015. The continued significance for Canadian issuers (Issuers) of foreign markets for raising capital emphasizes the importance of understanding the nature of cross-border debt securities offerings (Offerings) and, in particular, uncertainties in their technicalities which, if not properly traversed, can lead to increased costs for Issuers.
Overview of Offerings
Bonds can be offered by Issuers pursuant to a public offering under a prospectus or can be placed privately by way of a private placement, in which case Issuers may choose to prepare and distribute an offering memorandum to potential investors. The method employed will vary depending on the Issuer’s target market and the extent to which the Issuer is known to participants in the capital markets. Bonds, regardless of the type of Offering, are typically issued under the terms and conditions of a trust indenture which is entered into between the Issuer and an indenture trustee (Trustee). The Trustee protects the interests of the Bondholders by enforcing the terms and conditions provided in the trust indenture.
In light of recent events, it appears that our American friends are taking a greater interest in Canada. The following is a description of some issues that may arise in connection with US agreements being “Canadianized” for use in Canada. Due to the complexity surrounding these issues, and other issues that may arise in connection…