UK prospectus regime reform – key changes for DCM issuers in the FCA’s final rules

On 15 July 2025, the Financial Conduct Authority (FCA) published Policy Statement PS25/9: “New rules for the public offers and admissions to trading regime” (PS25/9). PS25/9 sets out the FCA’s final rules for the admission of securities to trading on UK regulated markets and UK primary multilateral trading facilities under The Public Offers and Admissions to Trading Regulations 2024. 

We recently published a briefing (UK prospectus regime reform – key changes for regulated market issuers in the FCA’s final rules) that considered the general areas in which the FCA has made changes relevant for issuers with, or seeking admission of, equity and non-equity securities to trading on UK regulated markets. This includes coverage of certain exemptions and exclusions including in respect of further issuance of fungible securities, historical financial information, protected forward looking statements and changes to the listing applications process.

This follow-on briefing reflects on changes in the FCA’s new rules that are specific to non-equity securities (such as bonds), including measures to encourage wider participation of retail investors. This briefing goes beyond the UK regulated market and considers reforms relevant to issuers that have their securities admitted to trading on the London Stock Exchange’s International Securities Market.

For more information on the upcoming prospectus regime changes please get in touch with your usual Freshfields debt capital markets contact.