Linklaters advises on landmark rights issue in Belgium structured without a prospectus

Linklaters has advised the underwriters on TINC’s €113 million rights issue, the first transaction of its kind in Belgium to proceed without a prospectus. TINC is an infrastructure investment company listed on Euronext Brussels. The transaction was structured as a novel type of equity capital markets transaction: using a short-form information document of just 11-pages, which did not require regulatory approval. 

This new approach leverages the recently introduced “Annex IX”- exemption under the EU Listing Act, removing the obligation to produce a prospectus for certain rights issues. No Rule 144A offering took place in the U.S. as part of this transaction. 

This is the first rights issue in Belgium to use this structure, representing a significant development in the Belgian equity capital markets.

The underwriters were KBC Securities, Belfius Bank, ABN AMRO, and Bank Degroof Petercam.

The Linklaters team was led by partner Filip Lecoutre and senior counsel Thierry L'Homme, supported by Shaziea Habibi and Julie Vandermeeren.