With much anticipation, the reforms to the prospectus requirements for public offers of bonds in the UK came into force on 19 January 2026 when the UK Prospectus Regulation was revoked and replaced by the new regulatory regime enabled via the Public Offers and Admissions to Trading Regulations 2024 (“POATRs”). Whilst the new regime doesn’t fundamentally rip up the playbook for UK debt capital markets (for an overview of the changes from an ECM perspective, see our article here), it represents a significant restructuring of how companies raise capital in the UK and removes yet another tranche of retained EU law. As we start 2026, and with the new regime in effect, now is the time for issuers to take stock and familiarise themselves with the key regulatory and process changes that will govern primary debt capital market transactions going forward.

The sale of Reverse Yankee bonds by prominent US issuers – often with higher credit ratings – has recently continued at a rapid pace.  Reverse Yankee bonds are debt securities issued by US issuers that are denominated in a foreign currency, frequently in euros or sterling.  The Reverse Yankee bond market offers US issuers additional ways of obtaining debt financing on favourable terms. Prominent US companies that have tapped the Reverse Yankee bond market in 2023 and year-to-date 2024 include Honeywell International, Becton, Dickinson and Company, AT&T, Proctor & Gamble, Paccar, Caterpillar, insurance companies New York Life and Pacific Life and automobile makers Ford Motor, American Honda and Toyota Motor Credit Corp.