Guidelines for USPP League Table Submission

Include all: traditional 4a2 placements; 144a’s without registration rights, which were sold on a non-public style basis to USPP accounts; sale-leasebacks (including CTLs); and structured transactions, ABS, Fund Finance, and project deals which were sold to private placement buyers. 

Deals submitted will be evaluated on various criteria outlined below, and if determined to be admissible, could be given League Table credit. However, deals which we determine do not meet all League Table criteria may still be included in market volume numbers only. For 144a deals without reg rights and other non-traditional deals, LT credit may be given for that portion placed with 4a2 investors

• If a deal did not appear in the Private Placement Monitor newsletter, it is automatically subject to review by the PPM. To receive credit, you must submit the lead investor and requested documentation (engagement letter, circle letter, NPA, etc).

• Full credit is given to the lead agent, equal credit to co-lead agents, and no credit to co-agents, unless otherwise noted in documentation. We retain the option to allow or not allow LT credit to agents based on our evaluation and consideration.

• All deals must have a maturity of at least 1-year.

• Self-placed deals will not be given credit.

• We use the circle date, not the closing or funding date.

• For USPP transactions, at least one US-based investor must be approached in the marketing phase of the deal, and the documents must claim exemption from registration as a US private placement. The deal may use non-US law and non-US dollars, as long as proper US exemption is claimed and a US institutional private placement investor was approached or is involved in the transaction.

• Any deals with registration rights will be considered a public deal and should not be submitted.

• Mezzanine deals and below-investment-grade transactions which were sold to the traditional private placement buyers are eligible for consideration.

• Confidential deals may be submitted for League Table credit and must be marked as such. For a confidential deal to be included in the league tables, it must be fully documented. REQUIRED information/documentation includes the issuer name (for internal use only), an engagement letter demonstrating LT credit, a circle letter showing tranche information and pricing, along with a list of investors, and, if appropriate, relevant excerpts from the NPA. If the issuer name, supporting information/documentation, and deal details are not provided, no LT credit will be given. However, if we have sufficient documentation to validate the confidential transaction, the issuer name will not be disclosed in the event of a challenge from another agent. Deals marked as confidential that appear in public disclosures – such as company filings, annual reports, statutory filings, or other documents, or other league table submissions - will not be treated as confidential. Select confidential deals not submitted for league table credit may be used for volume studies.

• Each deal must be classified as Traditional or Non-Traditional. For the Participating Agents, a non-traditional deal typically includes transactions such as a 144a without registration rights, done in a “non-public style” and primarily placed with traditional USPP buyers. Most non-traditional transactions will be the result of non-agented, directly originated deals. Note: All transactions - regardless of classification - will be included in the overall PP volume and the sub-categories (overall USPP, Cross-Border USPP, Country of Origin USPP, etc). However, only agented transactions will count toward the Overall and Traditional USPP League Tables.

• If a 4a2 private merely contains 144a boilerplate language, it may still count for traditional private placement League Table credit, based on other characteristics of the deal.

• If a 144a deal without registration rights was done in a "non-public style" and primarily placed with traditional USPP buyers, it may count for overall PP volume without League Table credit given, based on the deal's details. Please be advised that League Table credit is limited to the amount placed with USPP investors whose identities have been disclosed to us. It is harder for a 144a deal without reg rights to receive League Table credit, but it has been done.

• Under strict examination of supporting documentation, and based on the results of our Challenge Period, we may consider giving League Table credit for Private Direct Lending, Esoteric ABS, and other like financings, which were sold to private placement investors.