Our ‘Wholesale Debt Approach’

The wholesale debt approach (WDA) is a risk-focused method designed to review wholesale debt documents. It aims to ensure we target resources at key areas of risk.


‘Wholesale’ debt documents, in the context of the WDA, means those involving the issuance of minimum EUR 100,000 denomination debt securities, as well as ‘low denomination’ documents directed at sophisticated investors. As the name suggests, the WDA does not extend to bona fide retail issuances (e.g. public offers or retail structured products).

We apply the WDA to almost all wholesale debt documents, with the exception of:

  • standalone documents involving the issuance of UK financial institutions’ regulatory capital
  • on a very exceptional basis, other unusual or high-risk wholesale debt documents.

The exemption regarding standalone regulatory capital does not capture programme documents that provide for the issuance of senior and subordinated debt documents. The latter are in general treated under the WDA.

Situations that we may decide are unusual or involve high risk may include such things as major debt restructurings, companies in significant financial or operational distress, instruments backed by novel types of security, and issuances regarding major M&A or other transformative transactions.

We inform submitters as soon as possible if, when we receive a wholesale debt document, we decide we cannot apply the WDA. If you are in doubt, we encourage you to discuss your document / transaction with us before submission via our new enquiry service.’