LuxSE Euro MTF FastLane admission procedure

The Luxembourg Stock Exchange (the “LuxSE”) has launched a new procedure concerning the listing of certain securities on the Euro MTF by updating the Rules & Regulations of the LuxSE (the “Rules & Regulations”) on 10 October 2022 (the “FastLane Admission”). Certain types of securities issued by In-Scope Issuers, as defined below, may be fully exempted from the need to provide a prospectus approved by the LuxSE under the Luxembourg law of 16 July 2019 on prospectuses for securities, as amended. The FastLane Admission process complements the other exemptions from the publication of a prospectus, among other things, item 203.3 of the Rules & Regulations. The FastLane Admission further improves the competitiveness of the LuxSE, particularly in relation to debt securities issued by issuers whose shares are admitted to trading on an EU-regulated market or equivalent.

1. Scope

Indeed, the procedure of FastLane Admission is detailed in Chapter 4: Admission to trading without the approval of a prospectus of Part 2 of the Rules & Regulations. The FastLane Admission concerns the following type of issuers and securities:

  • Non-equity securities and equity convertible bonds issued by issuers whose shares are admitted to trading on an EU-regulated market or equivalent;
  • Non-equity securities issued or guaranteed by states (Member States excluded), their regional or local authorities;
  • Non-equity securities issued by or guaranteed by Member States’ regional or local authorities;
  • Non-equity securities issued by multilateral institutions which are not public international bodies, as defined in the Rules and Regulations, and of which at least one OECD Member State is a member;
  • Securities issued by central banks; and
  • Securities issued by associations with legal status or non-profit-making bodies, recognized by a Member State or an OECD Member State, in order to obtain the means necessary to achieve their non-profit-making objectives. (Each being referred to as an “In-Scope Issuer”, altogether being the “In-Scope Issuers”)

2. Admission Document and FastLane Admission procedure

The In-Scope Issuers shall publish an admission document, being any disclosure document that at least contains the terms and conditions of the securities for which admission to trading on the Euro MTF is sought and is prepared in a searchable, electronic format (the “Admission Document”). The draft of the Admission Document shall be submitted at least three business days before the expected listing date. At the latest at the beginning of the admission to trading of the securities, the final version of the Admission Document must be submitted by the In-Scope Issuer for publication on the LuxSE’s website.

The LuxSE does not approve the Admission Document, but the In-Scope Issuer may opt for the approval of the prospectus voluntarily.

Furthermore, the In-Scope Issuer shall fill out an application form which mentions the public sources for information about the In-Scope Issuer and the securities.

Attention should be put on the fact that when deemed necessary, the LuxSE may require submission of any other document for the examination of the request for admission to trading, according to the particular conditions and nature of the operation and the financial position of the Issuer or guarantor.

Finally, the admission to trading of its securities based on the FastLane Admission does not exempt the In-Scope Issuer from complying with all applicable ongoing disclosure obligations, such as the Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse, as amended from time to time (commonly referred to as the Market Abuse Regulation).

Please feel free to contact our capital markets team in case you have any questions relating to admission to listing on LuxSE.