Document background
The Standby Equity Purchase Agreement (SEPA) is a sophisticated financing instrument used in the Irish market when companies seek flexible access to equity capital without the immediate dilution of a traditional equity offering. This document type is particularly relevant for growth-stage companies, listed entities, or companies with variable capital needs. The agreement establishes a framework under which the company can draw down capital by issuing new shares to the investor at predetermined pricing mechanics, typically based on market prices with agreed discounts. The agreement must comply with Irish company law, particularly the Companies Act 2014, and relevant financial services regulations, including Central Bank requirements and, where applicable, Irish Stock Exchange rules. It includes detailed provisions on draw down mechanics, pricing formulae, conditions precedent, and regulatory compliance requirements specific to the Irish jurisdiction.
