Cross-Receipt
(Registered Debt Offering)


Summary

This cross-receipt template may be used in a closing for an offering of debt securities registered with the Securities and Exchange Commission (SEC). A cross-receipt acknowledges receipt by the underwriters of the securities and receipt by the company of the purchase price for the securities. This template includes practical guidance, drafting notes, and alternate clauses. This cross-receipt template is drafted as a joint receipt (rather than a letter), includes a separate paragraph in the body of the document for each party's acknowledgement, and is executed by both parties. Some cross-receipts are in the form of a letter to the company from the representative of the underwriters, with the representative's acknowledgement in the body of the letter and the company's acknowledgement at the bottom after the representative's signature. Generally, cross-receipts are not heavily negotiated. As long as the cross-receipt includes receipts from both parties and accurately states the purchase price and amount of securities, you may use any template of cross-receipt you wish. For an example of a cross-receipt in the context of an initial public offering of equity, see Cross-Receipt (IPO). For additional information on the closing of a registered debt offering, see Closing Memorandum (Non-Shelf Registered Debt Offerings) and Closing Checklist (Non-Shelf Registered Debt Offerings), as well as the documents linked to therein.