Form 8281 Information Return for Publicly Offered Original Issue D

8281

Form
(Rev. September 2014)
Department of the Treasury
Internal Revenue Service

Part I

Information Return for Publicly Offered
Original Issue Discount Instruments
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OMB No. 1545-0887

Information about Form 8281 and its instructions is at www.irs.gov/form8281.

Issuer Information

1a Issuer’s name

2 Issuer’s taxpayer identification number

1b Present address (number, street, apt. or suite no., or P.O. box)

1c City

1d State

1e ZIP code

3a Name of representative (see instructions)

3b Telephone number

3c Present address (if different from issuer’s)

3d City

Part II

3e State

3f ZIP code

5b SEC registration date

6 Maturity date

Debt Instrument Information

4 CUSIP number

5a Issue date

7 Type of instrument (see instructions)
Fixed rate

Inflation-indexed

Variable rate

Contingent payment

8 Issue price (percent of principal amount)

9a Stated interest rate (see instructions)

9b

Variable

9c

Contingent

10 Interest payment dates

11 Amount of OID for entire issue

12 Yield to maturity

13 Stated redemption price at maturity of the entire issue. If the redemption price
of each debt instrument within the issue is other than $1,000, indicate the
stated redemption price of each debt instrument.

14 Description of debt instruments

15 Attach a schedule of OID per $1,000 principal amount for the life of the instrument. If the principal amount is other than $1,000, indicate the actual OID per principal
amount per year. The schedule must be based on a 6-month accrual period. It must show the daily portion of OID for each accrual period and the total OID for each
calendar year. For additional requirements, see the instructions.

Part III

Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge
and belief, it is true, correct, and complete.

Signature

For Paperwork Reduction Act Notice, see instructions.

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Please
Sign
Here

Signature. Within 30 days after the date of issuance of an OID debt instrument or, if registered with the
SEC after the date of issuance, within 30 days after the date the OID debt instrument is registered with
the SEC, send two copies of Form 8281 and any attachments to: Department of the Treasury, Internal
Revenue Service, Ogden, UT 84201-0209.

Title
Cat. No. 62024G

www.irs.gov/form8281

Date

Form 8281 (Rev. 9-2014)

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Form 8281 (Rev. 9-2014)

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Form 8281 (Rev. 9-2014)

General Instructions
Section references are to the Internal Revenue Code unless
otherwise noted.

Future Developments

2. Instruments on which OID is de minimis, as defined in
section 1273(a)(3) and Regulations section 1.1273-1(d).
3. Tax-exempt obligations (interest on them is not taxable).
4. Short-term obligations (those that mature in 1 year or less
from their issue date).

For the latest information about developments related to Form
8281, such as legislation enacted after this form and
instructions were published, go to www.irs.gov/form8281.

5. Certificates of deposit (CDs) issued by banks or other
financial institutions.

Purpose of Form

7. A public offering of stripped bonds or stripped coupons,
including instruments issued under the Department of the
Treasury’s STRIPS program and instruments that constitute
ownership interests in U.S. Treasury securities.

If you are the issuer of publicly offered debt instruments having
original issue discount (OID), file Form 8281 to provide the
information required by section 1275(c). The reporting
requirements of section 1275(c) were designed to facilitate the
IRS’s collection and publication of the OID information needed
by brokers and middlemen in order for them to provide
information returns to holders of OID debt instruments. Since
1984, the IRS has compiled the OID information reported by the
issuer on Form 8281 and made that information available to the
public in the OID tables, which can be found at
www.irs.gov/pub1212 by clicking the link under Recent
Developments.

Use and Availability of Information on This
Form
For each year a debt instrument is outstanding, the following
information reported on Form 8281 will be published in the OID
tables, which can be found at www.irs.gov/pub1212 by clicking
the link under Recent Developments.
1. The issuer’s name.
2. The CUSIP number.
3. The issue date.
4. The maturity date.
5. The issue price.
6. The annual stated interest rate.
7. The yield to maturity.
8. The daily OID per $1,000 of maturity value for each accrual
period.
9. The OID per $1,000 of maturity value for each calendar
year.
10. The total OID as of the beginning of the calendar year.

Who Must File
An issuer of a publicly offered debt instrument (obligation)
having OID, such as a bond, debenture, or note, must file Form
8281. Publicly offered debt instruments also may include:
1. Serial obligations.
2. Debt instruments issued in exchange for other debt
instruments or for stock.
3. A debt instrument sold together with options or warrants
(an investment unit).
4. Sinking fund instruments.
5. Convertible instruments.
An obligation registered with the Securities and Exchange
Commission (SEC) is a publicly offered debt instrument. An
obligation exempt from SEC registration may be publicly
offered. See Regulations section 1.1275-1(h).
Exceptions. Do not file this form for the following:
1. Regular interests of a real estate mortgage investment
conduit (REMIC) or collateralized debt obligations (CDOs).
REMICs and issuers of CDOs must file Form 8811, Information
Return for Real Estate Mortgage Investment Conduits (REMICs)
and Issuers of Collateralized Debt Obligations.

6. CDs that are sold by brokers or other middlemen.

When To File
File two Forms 8281 and any attachments within 30 days after
the date of issuance of an OID debt instrument or, if registered
with the SEC after the date of issuance, within 30 days after the
date the OID debt instrument is registered with the SEC. File a
separate Form 8281 for each issue.

Definitions
Original issue discount means the excess of the stated
redemption price at maturity over the issue price.
Stated redemption price at maturity means the sum of all
payments provided by the debt instrument other than qualified
stated interest payments. Generally, qualified stated interest is
stated interest unconditionally payable in cash at least annually
at a single fixed rate.
Issue price, in the case of publicly offered instruments not
issued for property, means the first price at which a substantial
amount of such instruments was sold to the public (excluding
bond houses and brokers).
For more information about OID instruments and the OID
reporting requirements, see Pub. 1212, Guide to Original Issue
Discount (OID) Instruments.

Penalty
An issuer who fails to timely file Form 8281 will be subject to a
penalty of 1% of the aggregate issue price of the debt
instruments, unless such failure is due to reasonable cause and
not to willful neglect. The maximum penalty with respect to any
issue is $50,000.

Specific Instructions
Part I. Issuer Information
For serial obligations, complete boxes 1 through 3 and attach a
list showing the information for boxes 4 through 15 for each
obligation within the series. For all other obligations, complete
all boxes.
To revise a form, write “Revised” across the top of this form
and staple a copy of the previously filed form to this form.
Complete all boxes on this form.
Boxes 3a-3f. Enter the name, address, and telephone number
of an official or representative of the issuing company who has
personal knowledge of this offering and who can be contacted if
additional information is needed.

Part II. Debt Instrument Information
Box 4. Enter the Committee on Uniform Security Identification
Procedures (CUSIP) number assigned to the instruments.
Box 5a. Enter the date the issue was first sold to the public at
the issue price.
Box 5b. Enter the date the issue was registered with the SEC
for OID debt instruments not registered at the time of issuance.

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Form 8281 (Rev. 9-2014)

Box 7. Check the appropriate box for type of instrument.
• A fixed rate debt instrument (including a zero coupon debt
instrument),
• A variable rate debt instrument,
• A contingent payment debt instrument, or
• An inflation-indexed debt instrument.
Box 8. Enter the issue price as a percentage of the principal
amount. For example, XYZ bonds were first offered to the public
at $900 with a principal amount of $1,000. The issue price of
$900 expressed as a percentage of principal is 90. If the
percentage is 100 or more, explain in box 14.
If the instrument is part of an investment unit or exchange
offering, attach a description of the method used to determine
the issue price.
Box 9. Enter the annual stated interest rate or coupon rate. If
zero, enter “0.” If the interest rate is variable or contingent,
check the appropriate box and explain in box 15 how the rate
will be determined.
Box 10. Enter the interest payment dates. Attach additional
information as necessary.
Box 11. Enter the amount of OID for the entire issue. For
example, if the issue price for the entire issue totals $890,000,
and the stated redemption price at maturity totals $1 million, the
OID for the entire issue is $110,000.
Box 12. Enter the yield to maturity as a percentage rounded to
two decimal points. For example, if the yield to maturity is
9.5784%, enter 9.58%. The yield to maturity should be based
on semiannual compounding. If the debt instrument is a variable
rate debt instrument, enter the yield to maturity of the equivalent
fixed rate debt instrument. If the debt instrument is a contingent
payment debt instrument, enter the comparable yield.
Box 14. Provide a complete description of the instrument,
including any terms and conditions (for example, put or call
options) that could affect the stated payment schedule of the
instrument. For a contingent payment debt instrument, provide
the projected payment schedule. In addition, indicate whether
the instrument is:
• Part of an investment unit,
• Issued in an exchange offering described in section 368(a), or
• Part of a serial issue.
You may provide two copies of the prospectus or offering
circular instead of the required description.

Box 15. You must attach two copies of the schedule of OID per
$1,000 principal amount for the life of the instrument. However,
if the principal amount is other than $1,000, indicate the actual
OID per principal amount per year and specify the actual
principal amount. The schedule must be based on a 6-month
accrual period. It must show the daily portion of OID for each
accrual period and the total OID for each calendar year. Also, if
you checked box 9b (Variable) or box 9c (Contingent), explain
how the interest rate will be determined.
To compute the OID allocable to a short accrual period for a
debt instrument, you may use any reasonable method. Indicate
what method you used.
Paperwork Reduction Act Notice. We ask for the information
on this form to carry out the Internal Revenue laws of the United
States. You are required to give us the information. We need it
to ensure that you are complying with these laws and to allow
us to figure and collect the right amount of tax.
You are not required to provide the information requested on
a form that is subject to the Paperwork Reduction Act unless
the form displays a valid OMB control number. Books or
records relating to a form or its instructions must be retained as
long as their contents may become material in the
administration of any Internal Revenue law. Generally, tax
returns and return information are confidential, as required by
section 6103.
The time needed to complete and file this form will vary
depending on individual circumstances. The estimated average
time is:
Recordkeeping

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. 5 hr., 15 min.

Learning about the
law or the form
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. 30 min.

Preparing, copying,
assembling, and
sending the form to the IRS

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. 37 min.

If you have comments concerning the accuracy of these time
estimates or suggestions for making this form simpler, we would
be happy to hear from you. You can send us comments from
www.irs.gov/formspubs/. Click on “More Information” and then
on “Give us feedback.” Or you can write to Internal Revenue
Service, Tax Forms and Publications Division,
SE:W:CAR:MP:TFP, 1111 Constitution Ave., NW, IR-6526,
Washington, DC 20224. Do not send this form to this address.
Instead, send Form 8281 to the address shown on the form.