Primary Market Certificate (PMC) 1. New issue arbitrage is where: A FRN is issued at LIBOR minus a spread A borrower issues a bond and receives fixed in swap to achieve sub-LIBOR funding A borrower issues a bond and pays fixed in the swap to achieve sub-LIBOR funding None of the above
2. Which of the following covenants is most likely to protect bond investors from event risk? A change of control provision A disposal of assets restriction A typical Eurobond negative pledge clause Minimum net worth
3. How would you address in the subscription agreement the risk that there are changes in economic, political or financial events generally (not peculiar to the issuer itself) between the signing and closing date? Force majeure clause Representations and warranties Indemnity Provision requiring closing certificate
4. Which of the following tender offer formats would be most appropriate for a bond with a high level of retail investors? Fixed-spread tender Modified Dutch auction Partial tender Fixed-price tender
5. If you would like to ensure that the issuer does not secure any indebtedness under a capital market transaction, which of the following provisions in the terms and conditions would you rely on? Financial covenants Negative pledge Cross default ‘Pari Passu’
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