144A Bond And Note Issuance For Commodity Supply Chains
144A Bond And Note Issuance For Commodity Supply Chains
What Rule 144A Offers For Trade And Commodity Programs
- Speed To Market. Private resale framework to Qualified Institutional Buyers with an offering memorandum rather than a full public registration.
- Program Scale. Medium-Term Note style issuance or repeat taps from a shelf. Capacity to ladder maturities and create series backed by distinct asset pools.
- Structuring Flexibility. Senior secured, senior unsecured with covenants, or securitised asset pools that rely on true sale and a defined waterfall.
- Clearing And Settlement. Depository Trust Company in the United States and, where needed, Euroclear or Clearstream for a parallel Regulation S tranche.
Structures Tailored To Commodity Supply Chains
- True sale of receivables into a special purpose vehicle with eligibility rules, concentration caps, aging tests, and dilution reserves.
- Assignment notices to buyers and controlled collection accounts with a defined waterfall and reserve accounts.
- Insurance wraps with trade credit policies drafted for assignment where they support investor comfort and pricing.
- Title or pledge structures over stock in storage and in transit with tri-party collateral management at approved warehouses or terminals.
- Haircuts by commodity, location, and custody strength. Insurance endorsements in favour of the trustee and noteholders.
- Eligibility tests, valuation marks, inspection rights, and delivery-out conditions to protect investors.
- Funding against committed offtake with assignment of export proceeds and step-in rights.
- Hedge policies that match shipment and receivable maturities to stabilise cash flows in the waterfall.
- Political risk insurance where transfer, convertibility, or contract frustration risk is material.
- Series backed by receivables under confirmed documentary credits for quick settlement and predictable losses.
- Discount at sight mechanics embedded so proceeds recycle into the pool efficiently.
Parties, Documents, And Control Framework
- Issuer special purpose vehicle with independent director where appropriate.
- Arranger, legal counsel, trustee, paying agent, calculation agent, and auditor.
- Insurance broker and underwriters for trade credit or political risk policies when used.
- Offering memorandum with risk factors, use of proceeds, structure charts, and asset eligibility criteria.
- Trust deed, agency agreements, purchase and sale agreements for receivables, security documents, and intercreditor agreements if any.
- True sale, enforceability, and tax opinions. New York or English law as required.
- Borrowing base certificate or pool report, monthly investor reports, and audit rights.
- Account control agreements, collateral management agreements, and inspection rights.
- Stop-purchase and stop-fund triggers tied to coverage tests, arrears, ineligible asset ratios, and covenant breaches.
Indicative Terms For 144A Commodity Programs
Our End To End Role From Mandate To Funding
- Feasibility. Assess trade flows, asset data, custody chain, and reporting capability. If the inputs do not stand up to investor diligence, we say so and propose a bank or fund route instead.
- Structure. Decide on receivables purchase, inventory pledge, pre-export or prepayment model, or a mixed pool. Set waterfall, reserves, triggers, and hedge policy.
- SPV And Advisors. Form the special purpose vehicle, appoint independent director where required, and bring in counsel, trustee, paying agent, and auditors with relevant track records.
- Offering Documents. Draft offering memorandum, security and sale agreements, trust deed, and agency agreements. Prepare true sale, enforceability, and tax opinions with counsel.
- Insurance And Risk Transfer. Place trade credit insurance or political risk cover where it improves investor reach and pricing. Draft assignment language and claims paths that investors accept.
- Investor Work. Prepare data tape and pool statistics. Run a targeted process with Qualified Institutional Buyers and arrange calls with portfolio managers and credit teams. We are chaperoned throughout.
- Pricing, Allocation, And Closing. Build the order book with intermediaries, fix covenants and final terms, allocate, and close. Settle through Depository Trust Company and, if used, through the European systems for the Regulation S tranche.
- Post-Close. Hand over reporting templates, covenant tests, and a calendar for certifications, pool reports, and audits.
Why Work With Us On 144A For Commodities
- Track Record In Trade And Credit. Former trade bankers, private credit professionals, capital markets counsel, and insurance practitioners who have built borrowing bases, drafted Letters of Credit and guarantees, and closed asset-backed notes.
- Chaperoned Engagement. We remain in the room with regulated intermediaries so investors, rating advisors where used, and counsel can work through issues to closing.
- Operational Detail. We dig into pool data, custody, and inspection. Controls are practical for operators and credible for investors.
- Alternative Paths. If 144A does not clear on timing, economics, or data quality, we pivot to bank issuance, private credit, or a staged receivables and inventory line that builds toward a program later.
Data And Controls Investors Expect To See
- Receivable level data: debtor, jurisdiction, invoice date, due date, tenor, currency, and historical performance. Evidence of assignment and notices sent.
- Inventory data: location, custody operator, title evidence or pledge, inspection frequency, insurance limits and loss payee endorsements.
- Hedge policy: instrument type, notional, maturity ladder, and counterparties tied to shipment and receivable maturities.
- Waterfall and reserves: priority of payments, reserve levels, and early amortisation triggers with clear mechanics.
Eligibility And Documents To Start
- Recurring trade flows that can be evidenced with contracts, invoices, and shipping records.
- Willingness to operate a special purpose vehicle with controlled accounts and reporting discipline.
- Directors and beneficial owners available for know-your-customer and sanctions screening.
- Transactions that meet applicable law and sanctions. No paper trading and no crypto assets.
- Data tape for receivables and inventory with at least twelve months of history where possible.
- Contract and offtake pack, transport and storage agreements, and insurance binder with endorsements.
- Corporate documents, group structure, and financial statements.
- Draft hedge policy and any existing trade credit or political risk insurance policies.
Frequently Asked Questions
Request A 144A Capital Markets Plan For Your Commodity Flows
Share your contract pack, data tape, custody set-up, and target timeline. We will respond with the structure, advisor bench, investor route, and a delivery plan to pricing and funding.
Start Structured Commodity FinanceThis page addresses corporate users. Nothing here is a solicitation to buy or sell securities. Nothing here is a commitment to lend, insure, invest, or underwrite. Any offering would be made only through an offering memorandum to Qualified Institutional Buyers or other eligible investors and is subject to know-your-customer checks, anti-money-laundering controls, sanctions compliance, and approval by relevant counterparties. We work on a best-efforts basis and all investor communications are chaperoned.
Get Started With Us
Submit Your Deal & Receive a Proposal Within 1-3 Working Days
Submit your deal using our secure intake form, and receive a quote within 1-3 business days. Existing clients can connect with their relationship manager through our secure web portal.
All submissions are
promptly reviewed, and all communications are conducted through the intake form or the client portal for a seamless and secure process.
Thank you for considering working with us. A nominal fee of US$500 is required upon completion of each form. This fee covers the time and effort we invest in reviewing your submission and crafting a thorough proposal. We receive numerous inquiries and prioritize those that carry this fee, ensuring serious applicants receive prompt attention.
Trade Finance
Tap into solutions like letters of credit, bank guarantees, and payment facilitation. We address the challenge of global transaction risk through structured strategies that foster cross-border growth. Complete the form to unlock streamlined funding aligned with your commercial objectives.
Submit a RequestProject Finance
Access non-recourse funding for infrastructure, renewable energy, or other capital-intensive ventures. We mitigate capital constraints by isolating project assets and focusing on risk management. Provide your details to receive a structure that drives growth and maximizes returns.
Submit a RequestAcquisitions
Secure financing for business or real estate acquisitions. We ease transaction hurdles by reviewing cash flow, synergy opportunities, and exit plans. Complete the form for a customized proposal that supports your strategic investment objectives.
Submit a RequestFor Banks
Financely assists banks facing Basel III pressures by distributing trade finance deals and providing collateral for letters of credit. We reduce capital burdens while preserving client relationships and fostering service expansion. Submit your request to optimize your trade finance offerings.
Submit a RequestOnce we receive your submission, our team will review your information to determine feasibility. If eligible, you will receive a proposal or term sheet within 1–3 business days. Visit our FAQ and Procedure pages for more information.
Disclaimer: Financely provides financing based on due diligence and feasibility. Approval is not guaranteed, and past performance does not predict future outcomes. All terms are subject to review. Financely primarily assists with structuring and distribution. Qualified parties carry out the project if the client approves the proposal.
