Issuer Services – Tender and Exchange Transactions
Many companies need the assistance of trusted agents to help them manage through the complexities of their transactions. Citi's Issuer Services has proven experience in providing fiduciary and agency services for reorganisation transactions, including tenders and exchanges, providing clients with a project-managed approach that helps to control market and counterparty risks and ensure the successful completion of their transactions.
Comprehensive service offering
A team of experienced professionals
provide tailored solutions supporting a
wide range of liability management
exercises whether in relation to
international or domestic debt
securities, loan notes, shares,
or other types of instruments/
obligations. We provide the full
suite of Tender, Exchange, Consent,
Solicitation, Information and
Tabulation Agent services, and
can combine them with a range of
supporting roles including Escrow and
Custody services for both securities
and cash.
Pro-active approach, flexible and
bespoke solutions
We can assist upfront with offer
mechanics and development of
efficient, streamline processes,
clear for custodians and investors
participating, and tailored to meet the
Client and Dealer Managers' needs.
For instruments/ obligations held and
traded outside conventional markets,
Citi work with the Issuers, Dealer
Managers, existing Agents and
Registrars to develop and implement
the necessary procedures.
Citi's Reach
Using our extensive branch network
spanning over 60 countries we can
quickly establish accounts, procedures
and staff in multiple locations,
facilitating and co-ordinating offers
through the International Central
Securities Depositaries (ICSDs) and/or
Central Securities Depositaries (CSDs).
Technology
Our systems can be adapted to
capture and report all relevant data,
allowing you to monitor the status
of your transaction at all times, feeds
to and from Swift and our cash and
securities settlement systems ensure
timely execution.
A Dedicated Team
Experienced Transaction Managers,
involved upfront imparting their
knowledge and experience to help
structure transactions and complete
documentation Implementation
personnel manage all aspect of the
transaction implementation. To ensure
each transaction is carried out
smoothly and successfully,
Issuer Services also provides:
- Single point of contact for reporting of positions tendered and outstanding
- Shareholder "hot" lines
- On-line tender exchange information in the Information Center at www.agencyandtrust. citigroup.com
- Ongoing support to both acquirer and target companies and their financial advisors
A transaction Life Cycle Service
Issuer Services support all stages of
your transaction;
- Review and execution of Agency Documentation
- Liaison with clearing systems and other involved parities, preparation for launch
- Provision of geographical analysis with breakdown reports
- Arranging the publication of newspaper notices
- Coordinating the launch of the offer
- Distribution of offer documentation on request to investors
- Matching of instructions with deliveries where applicable
- Provision of an investor help-line
- Daily reporting
- Meeting attandance
- Monitoring expected settlements and deliveries
- Exception investigation and resolution
- Coordinating and facilitation of settlement (securities, cash, loan notes etc)
- Provision of tax reporting
- As an Exchange Agent, Issuer Services can also assist in providing post-merger clean-up via the initiation of an unclaimed property programme
Outstanding Cash
Management Capabilities
For transactions involving cash, Citi
has unique global cash management
capabilities. As a leading global
financial services provider, Citi can
help to optimise client and
shareholder returns and can move
large sums of money efficiently in
support of complex mergers and
acquisitions. Citi's position as the
number one global foreign exchange
bank also gives clients access to an
operational infrastructure capable of
handling multi-currency transactions
in any combination of currencies in
multiple markets.
Escrow Services
Escrow Agent services can play an
important part in controlling and
minimising counterparty risk in
the closing of a transaction or in
addressing considerations such
as tax, management retention and
pricing issues. The Escrow Agent
receives, safe-keeps, services and
disburses certain assets in accordance
with specific terms and conditions
established by the underlying escrow
agreement. Issuer Services is a leader
in Escrow Agent services, providing
comprehensive support for almost
any kind of transaction.
Additional Capabilities
As a leading global Trustee and Paying
Agent, Issuer Services can also
support debt issuances associated
with M&A transactions. We can act in
a variety of roles, such as Trustee,
Registrar, depending on client and
transaction requirements.
Issuer Services
Issuer Services is a leading provider
of corporate trust services with a
unique blend of experience, financial
strength, global reach and superior
service. We offer a full range of
agency, fiduciary, tender and
exchange, and depositary and escrow
services in both established and
emerging markets. Issuer Services
oversees in excess of USD4 trillion in
fixed-income and equity investments
on behalf of 2,500 clients worldwide.
Issuer Services is a business line of
Global Transaction Services, an
integral business within Citi, providing
innovative banking solutions to
financial institutions, corporate clients
and public-sector entities around the
world. Our diverse and talented staff
in some 100 countries advise
companies, governments and
institutional investors on the best way
to realise their strategic objectives.
We create solutions for and provide
the broadest possible capital and
market access to clients, and no
institution better executes the
increasingly complex solutions
required in today's global economy.
