The Jolly Contrarian’s Glossary
The snippy guide to financial services lingo.™
The back page of a prospectus, which lists all the participants of the deal, their advisors, friends and relations, laid out in a hopscotch format that looks a little — not a lot — like a football team formation — you know, 4-4-2 — hence the “witty” name.
Of course, in any sizeable deal it will look less like a football team and more like a game of bullrush or just a pitchfork mob. It is not clear which way the team is playing or whose side the various “players” are on (this is rather symbolic of much that goes on in financial services) but one best avoids disappointment — especially if one is the Issuer — if one assumes the team is going in no particular direction and is indeed perfectly happy to sit down and just chomp away on any rent that drifts past that player’s nose. The players are, as ever, really playing for themselves.
Why is there a football team?
Why there was ever a football team, and how it got to resemble one, is lost to the mists of history but these days it sybolises one’s public involvement in the deal and therefore can contribute to one’s standing in the league tables — a curated list of which managers, law firms, accountants and paying agents participate on the most publicly announced deals in a given period.
You would need to find an advisory banker from JP Morgan or Goldman to explain exactly what the significance is of being at the top of the league tables, and whether it helps them stay at the top of the league tables. To the JC it is just one more dubious proxy for substantial quality. Call me a curmudgeon.
Checking the firm’s name is correctly punctuated in the football team — that is Citibank, N.A., note — can be a life’s work for a certain kind inhouse eagle cadet. We call such a fellow a “red herring ninja”.
Beyond even the ISDA ninja, the tax ninja or the Stock loan ninja, she is the purest form of inhouse counsel. She has worked for your DCM team since 1995 and her sole ability — and we should not besmirch it, for it has served her well — is to hover around the Biggs threshold of minimal legal significance, bad-temperedly correcting the typography and punctuation of his employer’s legal name — “
, London Branch acting through its London Branch” is the classic — wherever he finds it on the football team of the firm’s deal prospecti.