Standby Equity Underwriting Agreement
Other options for the IPO are a firm commitment and agreement on the best efforts. Stand-by-underwriting, also known as strict underwriting or old-fashioned underwriting, is a form of stock insurance: the issuer instructs the insurer to acquire shares that the issuer did not sell as part of the underwriting and shareholder claims.  In a firm commitment, the underwriting investment bank guarantees the purchase of all securities that the issuer offers to the market, whether or not it can sell the shares to investors. Issuers prefer firm commitment agreements to standby locking agreements – and all others – because they immediately guarantee all the money. In this briefing, we examine some of the various financing options that may be available, including through UK government funding programs (such as the Covid Corporate Financing Facility) and traditional and alternative debt and equity financing, as well as some of the most important considerations that will be relevant in all contexts. While some options, particularly in terms of equity, come from a UK-listed company, others will be more widely applied. Even for companies that focus more on evaluating other financing options, particularly on the availability of potential public financing, as noted above, we expect equity raising to become a more attractive and viable option in the medium term (as long as markets begin to stabilize) – also as a means of reducing any leverage used to control the short-term impact of COVID-19 on the business. Further reflections on obtaining convertible bonds from non-traditional lenders will be discussed in the following section on hedge funds raising. This practice note contains guidance on Mesne`s rights to use and occupation or benefits and how and when double rent or dual value can be invoked. Use and occupancy rightsA right to use and occupation is possible if a motive is strong, without explicit agreement on setting conditions, a PIPE may be more feasible than a traditional share offer, for example. B a large existing shareholder probably has different motivations than a traditional institutional investor. Nevertheless, well-followed companies may receive sufficient support from their institutional shareholders, who may prefer to participate in a traditional investment/fundraising rather than suffer the dilutive effects of a TYPE PIPE transaction.
The insurer in the event of a firm commitment will often insist on an exit clause that will exempt them from the obligation to buy all securities in the event of a deal that affects the quality of the securities.