In the FastLane – LuxSE introduces simplified admission process for EuroMTF listings

The Luxembourg Stock Exchange has introduced a simplified new admission process for trading on its EuroMTF market.

As the name of this new service suggests, FastLane creates a time-efficient admission process in which eligible issuers are now granted an exemption from the mandatory requirement to prepare a prospectus to be reviewed and approved by the Luxembourg Stock Exchange (LuxSE).

FastLane was introduced on 10 October 2022 afterthe LuxSE published a revised version of its Rules and Regulations (the R&R).

The EuroMTF is an attractive listing venue for issuers seeking a listing of their securities in Europe as it benefits from less costly and less stringent financial reporting obligations.

Eligible issuers and securities

The FastLane admission process is open to:

• 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 (excluding EU member states), 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, 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.

FastLane admission process

Instead of submitting a prospectus for approval to the LuxSE in accordance with the prospectus requirements of the R&R, the eligible issuers may now chose to use the FastLane and file a disclosure document prepared in a searchable, electronic format, containing at least the terms and conditions of the securities for which admission to trading on the Euro MTF is sought (the Admission Document).

A draft Admission Document needs to be submitted to the LuxSE at least three business days prior to the expected listing date.

In addition to the Admission Document, the completion of a specific application form (the Application Form) is mandatory in order to obtain a FastLane admission and no admission procedure may be initiated by the LuxSE in the absence of such Application Form. Such Application Form is a standardised document that may be downloaded on the LuxSE's website.

The Application Form allows the eligible issuer to choose between an application to admission to trading without prospectus approval on either the Euro MTF or the Professional Segment of the Euro MTF.

The Application Form must include public sources of information about the issuer and the securities. The LuxSE may require submission of any other document which it deems necessary for the examination of the request for the admission to trading, according to the particular conditions and nature of the operation and the financial position of the issuer or guarantor.

In order to ensure a speedy processing of the FastLane admission request, the LuxSE recommends to submit the Application Form together with the Admission Document.

The Admission Document does not require formal approval by the LuxSE.

Publication of the Admission Document and ongoing obligations

The final version of the Admission Document must be submitted by the Issuer for publication on the LuxSE’s website at the latest at the beginning of the admission to trading of the securities.

Following the admission to trading of the securities, the issuer is required to comply with all usual applicable disclosure obligations, including but not limited to market abuse related obligations.

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Disclaimer

This client briefing has been prepared for clients and professional associates of Ogier. The information and expressions of opinion which it contains are not intended to be a comprehensive study or to provide legal advice and should not be treated as a substitute for specific advice concerning individual situations.

Regulatory information can be found under Legal Notice