The Bond Purchase Agreement is a vital document used in Hong Kong's debt capital markets for structuring and executing bond issuances. It is employed when an entity wishes to raise capital by issuing debt securities, establishing the legal framework for the initial sale of bonds to purchasers. The agreement comprehensively addresses regulatory requirements under Hong Kong law, including compliance with the Securities and Futures Ordinance and other relevant regulations. It contains essential information about the bonds' characteristics, purchase mechanics, representations and warranties, and ongoing obligations. This document is particularly crucial as it forms the foundation of the relationship between the issuer and initial purchasers, while also considering the interests of subsequent bondholders and other stakeholders in the Hong Kong market context.
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1. Parties: Identifies the issuer, purchaser(s)/initial subscribers, and any other key parties such as guarantors or trustees
2. Background: Sets out the context of the bond issuance and the purpose of the agreement
3. Definitions and Interpretation: Defines key terms and establishes interpretation principles
4. Bond Terms and Conditions: Core terms including principal amount, interest rate, maturity, denomination
5. Subscription and Purchase: Mechanics of the purchase, including pricing, settlement process, and closing conditions
6. Representations and Warranties: Standard and specific representations by issuer and purchasers
7. Covenants: Issuer's ongoing obligations and restrictions
8. Events of Default: Circumstances constituting default and consequences
9. Tax Provisions: Tax treatment, withholding obligations, and gross-up provisions
10. Transfer Restrictions: Limitations on transfer of bonds and compliance requirements
11. Notices: Communication procedures between parties
12. General Provisions: Standard boilerplate provisions including governing law, jurisdiction, amendments
13. Execution: Signature blocks and execution formalities
1. Security Provisions: Required for secured bonds, detailing the security package and enforcement rights
2. Conversion Rights: For convertible bonds, detailing conversion mechanics and rights
3. Trustee Provisions: Required when using a trustee structure, outlining trustee's rights and obligations
4. Listing Provisions: Required for listed bonds, including listing obligations and ongoing compliance
5. Multiple Series Provisions: Required for programs or multiple series issuances
6. Registration Rights: If bonds are initially restricted and may be exchanged for registered securities
7. Put/Call Options: If bonds include early redemption or put options
1. Form of Bond Certificate: Template of the physical bond certificate if applicable
2. Terms and Conditions: Detailed terms and conditions of the bonds
3. Form of Transfer Certificate: Template for transferring bonds between holders
4. Form of Compliance Certificate: Template for periodic compliance certification
5. Security Documents: Forms of security documents if bonds are secured
6. Subscription Details: Details of initial subscribers and their subscription amounts
7. Form of Closing Certificate: Template for closing conditions certification
8. Fee Schedule: Schedule of fees payable to various parties
Relevant legal definitions
Clauses
Subscription and Purchase
Bond Terms
Interest
Payment and Settlement
Representations and Warranties
Covenants
Events of Default
Redemption
Transfer Restrictions
Security Interest
Tax Indemnity
Fees and Expenses
Indemnification
Closing Conditions
Information Rights
Registration Rights
Market Making
Listing Requirements
Notices
Amendments and Waivers
Assignment
Governing Law
Jurisdiction
Dispute Resolution
Force Majeure
Severability
Entire Agreement
Counterparts
Confidentiality
Anti-Money Laundering
Compliance with Laws
Further Assurance
Time of Essence
Calculation of Periods
Third Party Rights
Bond Certificate Requirements
Agent Provisions
Trustee Rights and Obligations
Bond Terms
Interest
Payment and Settlement
Representations and Warranties
Covenants
Events of Default
Redemption
Transfer Restrictions
Security Interest
Tax Indemnity
Fees and Expenses
Indemnification
Closing Conditions
Information Rights
Registration Rights
Market Making
Listing Requirements
Notices
Amendments and Waivers
Assignment
Governing Law
Jurisdiction
Dispute Resolution
Force Majeure
Severability
Entire Agreement
Counterparts
Confidentiality
Anti-Money Laundering
Compliance with Laws
Further Assurance
Time of Essence
Calculation of Periods
Third Party Rights
Bond Certificate Requirements
Agent Provisions
Trustee Rights and Obligations
Relevant Industries
Financial Services
Investment Banking
Corporate Banking
Asset Management
Insurance
Real Estate
Infrastructure
Energy
Manufacturing
Technology
Telecommunications
Mining and Resources
Healthcare
Retail
Relevant Teams
Legal
Finance
Treasury
Compliance
Risk Management
Corporate Finance
Capital Markets
Company Secretarial
Investment
Credit
Deal Management
Documentation
Relevant Roles
General Counsel
Legal Director
Corporate Lawyer
Finance Director
Chief Financial Officer
Treasury Manager
Compliance Officer
Investment Banker
Bond Trader
Debt Capital Markets Director
Securities Lawyer
Financial Controller
Risk Manager
Company Secretary
Investment Director
Fund Manager
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