9.2.6  Public bond issuance

As mentioned in Section 9.2.1, public bonds may be issued either by the Private Partner, or by a separate (usually sister) company incorporated to issue the bonds and on-lend the proceeds to the Private Partner. An Issuer may choose to distribute its project bonds through either an arranger (typically a bank) or a syndicate of banks (in which case the arranger will be the "lead manager" or "lead arranger"). The arranger serves as an advisor, structures the transaction, and subscribes for the bonds pursuant to a Subscription Agreement (or less commonly underwrites the bonds via an Underwriting Agreement). In practice however, the arranger will only enter into the agreement to subscribe for the bonds a few days (normally five business days) prior to the closing date, and prior to doing so the arranger will have entered into back-to-back arrangements with investors whereby investors commit to buying the bonds from the arranger. If this arrangement is not honoured by the investor, the arranger remains bound to subscribe for (or underwrite) the bonds pursuant to the terms of the Subscription (or Underwriting) Agreement.