Core Viewpoint - The China Interbank Market Dealers Association has issued a notice on December 2, 2025, to optimize the mechanism for merger and acquisition (M&A) notes, aiming to enhance the efficiency of the interbank bond market in supporting the real economy and facilitating corporate mergers and acquisitions [1][2]. Group 1: Funding Flexibility and Support - The optimized M&A notes will enhance funding flexibility, prioritizing support for key sectors in M&A activities. Funds raised can be directly used for paying acquisition prices, repaying M&A loans, and can replace self-funded expenditures made for M&A activities in the past year [2][3]. - The notice emphasizes support for mergers in traditional advantageous industries, strategic emerging industries, and future industry layouts [2][4]. Group 2: Information Disclosure Mechanism - The information disclosure mechanism has been optimized to meet M&A business needs. Ongoing M&A projects may simplify or exempt the disclosure of sensitive information during the issuance phase to maintain commercial confidentiality [2][5]. - Completed projects must disclose the impact of the M&A on financial conditions and the expected synergies [5][6]. Group 3: Issuance Convenience and Innovation - M&A notes will have a separate naming and identification system to highlight their M&A attributes. A "green channel" for registration and issuance will be established to improve efficiency [3][7]. - Companies are encouraged to design flexible structures for M&A notes, including tiered structures and protective clauses to enhance investor confidence and market vitality [3][6]. Group 4: Regulatory and Compliance Requirements - Companies must comply with national macro-control and industrial policies, ensuring that both parties in the M&A meet the required standards [4][5]. - The notice outlines that at least 50% of the raised funds must be used for M&A purposes, and the remaining can be used for other business activities, but not for stock market investments [5][6].
中国银行间交易商协会:服务企业并购重组 优化并购票据机制