Capital markets – latest FCA guidance in Primary Market Bulletin 63

The FCA has published Primary Market Bulletin 63 (PMB 63). It focuses on developments following the implementation of the Public Offers and Admissions to Trading Regulations 2024 (POATRs) in January 2026 (see our blog post here for more information).

The key matters covered in PMB 63 include:

• Guidance Note on sponsor record-keeping – the FCA has finalised its Guidance Note on sponsor-record keeping requirements (Primary Market/TN/717.3) as consulted on (having received no feedback on its proposed draft published in PMB 61).
• Consultation on guidance on working capital statements – the FCA is consulting on further revisions to its Guidance Note on the preparation of working capital statements in prospectuses (Primary Market/TN/619.2). It did not take forward its previous proposed amendments to this guidance (as set out in PMB 58 and discussed in our blog post here) to allow for further engagement. It is now planning to allow limited reliance on uncommitted facilities in working capital calculations, with appropriate disclosure, to enable alignment with an issuer’s going concern disclosures. The revised Guidance Note also emphasises the need for clear disclosures explaining the basis of preparation for the statement. The consultation closes on 15 June 2026.