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Sabine van der Linden
Trainee Solicitor, London

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I am currently near the end of my Capital Markets seat. During this seat I have been involved in the creation of a standalone bond prospectus for one of our long standing clients. This debt is being issued in order to fund an acquisition that our client made earlier in the summer, which was financed through a bridge loan. I bike to work, so I first leave my bike downstairs in the bike storage unit, pick up some breakfast from the canteen and head up to my desk. I am sharing an office with another trainee from the intake above me. This is very handy when I have any questions as she did a Capital Markets seat last year. I begin the day with filing any emails which have come in over the weekend, and finishing any outstanding tasks from the previous week. The afternoon is spent by starting some research. I am asked to compile a table outlining past prospectuses for which the trustee on our deal has previously agreed to certain Events of Default which we have included in the prospectus we are working on. This is in preparation for a call on Thursday to finalise the prospectus with the banks and the trustee, because the trustee is attempting to narrow the scope of the Events of Default clause from what we proposed. 

Tuesday begins with a further research task. Our client wishes to know if it is possible to sell its stake in one of its subsidiaries after the announcement of the bond offering but before closing, without it triggering a supplemental prospectus. This requires some research into the EU Prospectus Directive, as well as checking the Subscription Agreement and Mandate Letter to see if there are any further implications in these documents if the client decides to go through with the sell down.  I compile my research into an email (after I have double checked it all), which I send to my supervisor.

I have continued my research from Monday, adjusting the table to prioritise the most salient examples prospectuses. I send this over to my supervisor just before lunch. While I wait for any comments on that, I have some time to review the pro bono matter I am working on. This is for a helpline charity, for which we will be drafting a service contract. I had previously emailed some colleagues to ask if they have created or worked on a service contract for a charity or non-profit before, and I made a start on reviewing the contracts that had been sent over to me, noting which clauses will be helpful for drafting next week. The late afternoon and evening is spent incorporating comments from my supervisor on the research for the bond prospectus.

All the trainees have training in the morning, which is titled: Antitrust – how does it impact our practice? This is a presentation by Axel Beckmerhagen in which he gives us a general overview of what the Competition team does in the context of the Mergers and Acquisition practice, and he outlines his current work stream, which is very informative. I am particularly lucky with this timing, because Competition is my next seat. The call with the banks and the trustee is this afternoon, so in preparation I ask services to print hardcopies of the relevant pages for each of the prospectuses I mention in my table I have created. This ensures that my supervisor has all the necessary information to hand for the call. The call ends up being successful and the Trustee agrees to our wider scope for Events of Default. 

On Friday morning I get started on an continuing obligations note for our client. This is so that once the bond offering is complete, the client will only have to consult one document to ensure that they do not miss any of the ongoing obligations which are contained within the Trust Deed, Agency Agreement and Terms and Conditions of the Notes.  This debt prospectus will be listed on the Luxembourg Stock Exchange, so I include the list of continuing obligations for the Luxembourg Stock Exchange. I then send this to the associate who is working on this deal to check before it goes on to my supervisor. Friday night drinks are mentioned and soon we head off into the weekend, with drinks in a nearby bar.

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