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Liability Management and Corporate Action Services

Turnkey Expertise for Exchange Offers, Tender Offers, Consent Solicitations, and Strategic Corporate Actions

With Kroll Issuer Services you gain access to the largest and most experienced public securities team, dedicated to supporting your unique needs and objectives. Our expertise ensures that your liability managements are executed strategically, efficiently, and with clear communication at every step, giving you confidence and peace of mind on a global scale. As the market leader ranked #1 in Europe and rapidly expanding across Asia Pacific and the U.S., we are committed to delivering the highest level of service tailored to your requirements.

Our comprehensive solutions are designed to provide seamless execution of events such as exchange offers, tender offers, and consent solicitations through all major clearing systems, including Euroclear, Clearstream and The Depository Trust and Clearing Company (DTC).

Service Offerings

From start to finish, we streamline the process, minimize complexity, and focus on achieving successful outcomes for all stakeholders.

  • Consent solicitations
  • Rights offerings
  • International transactions (schemes of arrangement)
  • Issuance of public and private securities
  • Tender and exchange offers for equity and debt
  • Mandatory exchanges
  • Reorganizations and debt restructurings
  • Distribution elections
  • Loan syndication events
  • CUSIP eligibility for new issuances in DTC
  • Bondholder identification
  • Private placement and settlement agent services
  • RSA and/or Co-Op tracking solutions
  • Private asset cap table maintenance

Pre-launch Services

  • Collaborating with legal counsel to draft offer and consent documentation
  • Eliminating unnecessary paperwork to maximize efficiency, including providing a dedicated online platform for instruction collection when needed
  • Coordinating newspaper and stock exchange publications as required

Post-launch Services

  • Providing secure online access to documentation and instruction submission
  • Informing clearing systems promptly to ensure a successful and timely launch
  • Acting as the information agent and central contact for investors and intermediaries
  • Communicating deal terms to back-office personnel at major custodians and brokers
  • Verifying investor eligibility before distributing offer documents to comply with restrictions
  • Delivering regular reports on information flow and instructions to dealer managers
  • Assisting with calculation of settlement amounts

Settlement Services

  • Overseeing and organizing the settlement process
  • Coordinating delivery of new securities to investors in exchange offers
  • Providing payment details directly to clearing systems, reducing settlement risk
  • Preparing necessary certificates and confirmations for trustees, agents, and depositaries
  • Arranging marking down, cancellation, or transfer of accepted securities
  • Adapting services to the procedures of local clearing systems or depositaries where needed

Uncleared Asset Administration

  • Issuance of uncleared and/or unlisted securities as part of liability management exercises or restructuring initiatives
  • Serving as the official transfer agent for newly issued private securities
  • Providing administrative agent services to support the entire lifecycle of securities
  • Granting creditors access to a secure online platform for viewing holdings, downloading documents, requesting statements, processing transfers, and responding to general meetings
  • Managing client service fees, with administrative expenses covered by creditors

Kroll Issuer Services Limited is registered in England and Wales as private limited company with a number 05098454 and office address: The News Building, Level 6, 3 London Bridge Street, London, England, SE1 9SG. Kroll Issuer Services Limited is authorized and regulated in the UK by the Financial Conduct Authority with firm reference number 548041. Kroll Issuer Services Limited - Remuneration Disclosure. Kroll Issuer Services Limited - Pillar 3 Risk Disclosure

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