Nasdaq's Listing Options

Nasdaq First North Bond Market

Nasdaq First North Bond Market gives local bond issuers access to a Nordic investor base for corporate bonds.

Nasdaq First North Bond Market


Nasdaq First North Bond Market is a Multilateral Trading Facility (MTF), which means that it can offer issuers more flexible admission requirements than the Regulated Markets.

Nasdaq First North Bond Market complements the Regulated Markets. Some issuers will have great benefits from a more efficient and lean admission process on Nasdaq First North Bond Market whereas other issuers find that their investors require admission on a regulated market.

There are two key differences between the admission requirements of the Nasdaq First North Bond Market and the Regulated Markets of Nasdaq’s Nordic exchanges. Firstly, issuers are not required to publish financial accounts in accordance with IFRS in order to have their instruments admitted to trading on the First North Bond Market. Secondly, instruments can be admitted to trading on an MTF without an FSA approved prospectus.

Benefits of Corporate Bonds

The most common reason for issuing bonds is the need for capital, both event based such as acquisitions etc. but also as an alternative to other types of capital, primarily instead of traditional bank financing. Nordic companies are increasingly funding themselves via corporate bonds as an alternative to traditional bank financing. The benefits of corporate bonds are primarily:

  • Possibility for longer maturities
  • Fixed interest rates and bullet loans – no amortization
  • Reduced dependency of banks
  • Less detailed terms compared to bank loans
  • Increased leverage a possibility
  • Transparency in secondary market pricing
  • Limited legal fees

Benefits of a Nasdaq First North Bond Market Listing

Stamp of Quality 
A Nasdaq listing presents an opportunity to showcase that your company has a sound regulatory compliance function and shows investors that you have met Nasdaq's entry standards.

Market Your Brand 
An exchange listing on Nasdaq brings credibility to your brand and introduces your company to the investor community.

Reach More Investors 
Many investors require that the instruments they invest in are admitted to trading on a regulated market or MTF. Therefore, a First North Bond Market listing allows more investors to access your instruments.

The Listing Process 
Nasdaq’s listing process for bonds is efficient and reliable. Approved fixed income issuers can list bonds with one day’s notice.

Prepare for Your IPO 
Listing bonds at a regulated market or MTF means that an issuer comes under some of the same regulation that listed companies are obliged to follow. A First North Bond Market listing can be a good stepping-stone for a subsequent IPO or a bond listing on the regulated market.

Admission Requirements

Issuers who wish to admit instruments to trading on the First North Bond Market must produce and publish a Company Description in lieu of a prospectus. The company description should describe the issuer and the terms and conditions of the issued bond(s). The bonds shall be freely negotiable, which means that no restrictions in trading or ownership can be accepted.

For issues of bonds denominated in lot sizes of less than 100.000€, there is an additional requirement for two years of financial history and they are also obliged to ensure, as a minimum, continuous bid prices by way of a Liquidity Provider.

Company Description
Typically, bonds that are denominated in lot sizes of €100.000 or more can be exempt from the requirement to draw up a prospectus. If an issuer is not obliged to draw up a prospectus in relation to the admission to trading, the issuer must publish a Company Description instead. This document contains some of the same elements of a prospectus, but is often less detailed and thus requires fewer resources. The Company Description is approved by the exchange as opposed to a prospectus, which is approved by the local competent authority. Issuers whose securities are already admitted to trading on First North or a regulated market is exempt from parts of the Company Description, in essence only requiring it to describe the terms and conditions of the bonds.

Currency and Languages
Bonds on Nasdaq First North Bond Market can be admitted to trading in most currencies, e.g.

Currency - Nasdaq First North Bond Market
 
The issuer can choose to disclose Information in English, Swedish, Danish, Norwegian, or Finnish depending on the relevant Nasdaq First North Bond Market.

Ongoing Requirements

The disclosure rules on Nasdaq First North are similar to those of our Regulated Market. The general rule is that all “significantly price sensitive information” must be disclosed to the market. But as a minimum, issuers must always disclose:

  • Annual accounts and a semi-annual report
  • Qualified auditors’ report
  • Resolutions adopted by the general meeting of shareholders or by a bondholders meeting
  • Changes in management, certain advisers, etc.

Issuers are always welcome to call our surveillance department for guidance in these types of questions.

Accounting Standards
The annual report shall be prepared in accordance with applicable laws, regulations, and generally accepted accounting principles in the company’s home country.

Trading

Bonds admitted to trading on the Nasdaq First North Bond Market are traded in Genium INET, which is also used for the regulated fixed income markets. All members of Nasdaq’s regulated fixed income markets have access to trading on the Nasdaq First North Bond Market.

The system offers increased transparency by electronic execution, indicative pricing and trade publication services.

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