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Amortization with Repurchase

Overview​

Repurchase is the flow in which a new commercial note operation is issued to "repurchase" one or more open extraordinary amortizations of an existing operation. The typical scenario: the debtor has an open operation and, together with the investor, decides to repurchase it — through refinancing or for any other negotiated reason. Instead of paying off the debt with their own funds, they structure a new operation whose disbursement automatically settles the chosen extraordinary amortizations.

The new operation is issued by the same debtor (issuer) as the events being repurchased. The repurchase may cover:

  • A single extraordinary amortization — the most common case, repurchasing one operation.
  • Multiple assets — by passing several extraordinary_event_conciliation_key, including from different security, when the debtor wants to repurchase more than one asset in the same new operation.

Repurchase is not a separate API call: it is declared at the moment the new operation is created, by informing the list of keys of the extraordinary events to be repurchased.

Prerequisite​

Each extraordinary amortization to be repurchased must already exist — previously created through the extraordinary amortization flow — and be in pending_conciliation at the moment the new operation is created. It is these keys (extraordinary_event_conciliation_key) that you reference in the repurchase.

Dates must match the disbursement

The reference_date and due_date informed when creating the extraordinary event must correspond to the disbursement date of the new repurchase operation. If these dates do not match the disbursement, the events are not disbursed correctly and are automatically cancelled — the repurchase does not take effect. Plan the extraordinary event's reference_date/due_date already taking into account when the new operation will be disbursed.

How to trigger it​

Repurchase is declared in the Commercial Note Operation Registration (POST /commercial_paper/operation): simply send, together with the normal operation creation fields, the extraordinary_event_conciliation_key_list field with the keys of the extraordinary events you wish to repurchase.

{
    "issuer_key": "48e2c597-f2ca-487e-9f06-2b628ecb831e",
    "issuer_bank_account": {
        "account_number": "4464541",
        "account_digit": "3",
        "account_branch": "0001",
        "financial_institution_code_number": "329",
        "financial_institution_ispb": "32402502",
        "account_type": "checking"
    },
    "investors": [
        {
            "investor_key": "70b1b638-ca56-4eb3-9a88-2fd5ffd077a7",
            "subscription_percentage": 100,
            "bank_account": {
                "account_number": "33400254",
                "account_digit": "3",
                "account_branch": "0001",
                "financial_institution_code_number": "329",
                "financial_institution_ispb": "32402502",
                "account_type": "checking"
            }
        }
    ],
    "issue_date": "2025-01-23",
    "financial": {
        "interest_type": "pre_price_days",
        "financial_base_date": "2025-01-23",
        "released_amount": 1000000,
        "number_of_installments": 5,
        "prefixed_interest_rate": {
            "interest_base": "calendar_days_365",
            "monthly_rate": 0.05
        },
        "fine_delay_rate": {
            "interest_base": "calendar_days_365",
            "monthly_rate": 0.01
        },
        "contract_fine_rate": 0.02,
        "fees": [
            {
                "amount": 5,
                "amount_type": "percentage",
                "fee_type": "structuring_fee"
            }
        ]
    },
    "extraordinary_event_conciliation_key_list": [
        "11111111-1111-4111-8111-111111111111"
    ]
}

The extraordinary_event_conciliation_key_list is the only addition compared to a common operation registration — all other fields follow the operation creation contract. Refer to that page for the complete reference of each field (issuer_key, issuer_bank_account, investors, issue_date, financial).

Field​

FieldTypeRequiredDescription
extraordinary_event_conciliation_key_listarray of string (UUID)NoList of keys of the extraordinary amortizations to be repurchased. Unique items; one key per repurchased asset. May span multiple security. Omit the field in operations without repurchase.

Amount rule​

The amount of the new operation must be sufficient to cover what is being repurchased. The rule applied at operation creation is:

The sum of the expected_amount of all events referenced in extraordinary_event_conciliation_key_list must be less than or equal to the released_amount of the new operation. Otherwise, creation is rejected with COM000050 (400).

released_amount and fees

released_amount is the issuance amount net of financed fees. Therefore, in practice, the issuance amount of the new operation must cover at least the amount of the repurchased events + fees — only then does the resulting released_amount reach the sum of the expected_amount.

Disbursement​

Internal orchestration. The repurchase itself happens at the disbursement of the new operation and is executed internally by QI Tech — the integrator does not call any additional endpoint at this stage.

When the new operation is disbursed:

  1. The referenced extraordinary amortizations are automatically settled, transitioning from pending_conciliation to paid.
  2. The remainder — released_amount − Σ expected_amount, when positive — is passed on to the debtor.

That is, part of the disbursement pays off the repurchased events and whatever is left goes to the debtor, in a single operation.

See also​