Release Of Updated Model Form Note Purchase Agreements For Private Placement Transactions

On March 31, the American College of Investment Counsel (ACIC) released comprehensive updates to all four Model Form Note Purchase Agreements used in domestic and cross-border private placement transactions.

These are the first full revisions to the Model Forms since 2016 and reflect current market practice, evolving investor expectations, and recent legal and regulatory developments.

Key Takeaways

• First comprehensive update since 2016. The Model Forms, first introduced in 1994, remain the foundational documentation for domestic and cross-border private placements.

• Developed with broad market input. The revisions were prepared over a two-year period with input from institutional investors, law firms, including ArentFox Schiff, and investment banks.