Glossary
The first sale of a company's shares to the public, marking its transition from a private to a publicly listed entity.
What Are Capital Markets?
from Capital Markets
Capital markets are the venues and mechanisms through which companies and governments raise long-term funding by issuing securities — shares or debt instruments — to investors. The primary market is where new securities are created and sold for the first time (an IPO or a bond issuance), while the secondary market is where existing securities are traded between investors (the London Stock Exchange, for instance). The distinction matters because lawyers advising on a primary market transaction focus on disclosure, structuring, and regulatory compliance, whereas secondary market work centres on trading rules, market abuse, and ongoing obligations.
Equity Capital Markets
from Capital Markets
An initial public offering (IPO) is the process by which a private company lists its shares on a stock exchange for the first time. The company appoints underwriters (investment banks) who commit to buying any unsold shares, guaranteeing the fundraise. A detailed prospectus must be prepared and approved by the FCA, disclosing the company's business, financials, risks, and management. The bookbuilding process gauges investor demand at various price points before the final offer price is set. Beyond IPOs, listed companies may raise additional equity through rights issues (offering existing shareholders new shares pro rata) or placings (selling new shares to institutional investors).
Prospectus
A legal document disclosing all material information about the issuer and the offering, required for public offers of securities.
Underwriting
The commitment by an investment bank to purchase all or part of a securities offering, guaranteeing the issuer raises its target funds.
Bookbuilding
The process of gauging investor demand at different price levels to determine the final offer price of an IPO or bond.
Coupon
The periodic interest payment made to a bondholder, expressed as an annual percentage of the bond's face value.
Covenant
A binding promise in a bond's terms restricting the issuer's conduct (e.g., caps on additional debt) to protect investors.
Free Float
The proportion of a listed company's shares that are available for public trading, excluding shares held by insiders or strategic investors.
Yield
The annual return an investor earns on a bond, accounting for its coupon payments and the price paid for it.