Short description: Form of public equity offering by non-Japanese firms
A public offering without listing, often called a POWL deal or a POWL, is a form of public equity offering by non-Japanese firms in the Japanese market, without the previously required simultaneous listing on a local exchange (e.g. TSE).
History
Prior to 1989, non-Japanese firms that wanted to sell equity into the Japanese market via public offering were required to list on a local Japanese stock exchange.[1] Changes in regulations[2] introduced in 1989 allowed this form of a public offering by foreign companies published, audited financial statements and with stock that is (or will be) listed on a foreign stock exchange which satisfies the requirements of the FSA.
Notable POWL issuance
Equity offerings via POWL have been a common part of Asia regional public offerings since the early 1990s, with Japanese investors often taking more than 20% of the offering through this format.[3] ICBC and Bank of China (Hong Kong) used this format to allow their domestic public offerings to spread into Japan.[4]
See also
- Alternative public offering
- PIPE deal
References
- ↑ "Public Offering Without Listing - "POWL" in Japan". http://www.linklaters.com/pdfs/publications/japan/POWL100406.pdf. Retrieved 2009-04-10.
- ↑ Beller, Alan L.; Terai, Tsunemasa; Levine, Richard M. (1992). "Looks Can Be Deceiving: A Comparison of Initial Public Offering Procedures under Japanese and U.S. Securities Laws". Law and Contemporary Problems 55 (4): 77–118. doi:10.2307/1192106. ISSN 0023-9186. https://www.jstor.org/stable/1192106.
- ↑ "POWL - Catering to Japanese Tastes". http://www.asiamoney.com/Article/2054993/Channel/18735/POWL-Catering-to-Japanese-tastes.html. Retrieved 2009-04-10.
- ↑ "Bank of China (Hong Kong) - Awards". http://www.bochk.com/ir/cra_award_e.html#awards1. Retrieved 2009-04-10.
Corporate finance and investment banking |
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| Capital structure |
- Convertible debt
- Exchangeable debt
- Mezzanine debt
- Pari passu
- Preferred equity
- Second lien debt
- Senior debt
- Senior secured debt
- Shareholder loan
- Stock
- Subordinated debt
- Warrant
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Transactions (terms/conditions) | | Equity offerings |
- At-the-market offering
- Book building
- Bookrunner
- Bought deal
- Bought out deal
- Corporate spin-off
- Equity carve-out
- Follow-on offering
- Greenshoe
- Initial public offering
- Private placement
- Public offering
- Rights issue
- Seasoned equity offering
- Secondary market offering
- Underwriting
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Mergers and acquisitions |
- Buy side
- Control premium
- Demerger
- Divestment
- Drag-along right
- Management due diligence
- Managerial entrenchment
- Minority discount
- Pitch book
- Pre-emption right
- Proxy fight
- Post-merger integration
- Sell side
- Shareholder rights plan
- Special-purpose entity
- Special situation
- Squeeze-out
- Staggered board of directors
- Stock swap
- Super-majority amendment
- Tag-along right
- Takeover
- Tender offer
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| Leverage |
- Debt restructuring
- Debtor-in-possession financing
- Financial sponsor
- Leveraged buyout
- Leveraged recapitalization
- High-yield debt
- Private equity
- Project finance
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| Valuation |
- Accretion/dilution analysis
- Adjusted present value
- Associate company
- Business valuation
- Conglomerate discount
- Cost of capital
- Discounted cash flow
- Economic value added
- Enterprise value
- Fairness opinion
- Financial modeling
- Free cash flow
- Market value added
- Minority interest
- Modigliani–Miller theorem
- Net present value
- Pure play
- Real options
- Residual income
- Stock valuation
- Sum-of-the-parts analysis
- Tax shield
- Terminal value
- Valuation using multiples
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List of investment banks
Outline of finance
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 | Original source: https://en.wikipedia.org/wiki/Public offering without listing. Read more |