Citi Deal
They are called “Upper DECS Equity Units“, not that it will stop the blogosphere from promptly analysing the deal as if it was a bond actually a “reverse convertible” no less.
Andrew Clavell at Financial Crookery
Oh dear. Oh dearie dearie me. Gentlemen, there was a clue in first quote. …..”although a particular bond’s structure could affect the interest rate paid”. You bet it can. Lets take a look at the key features of the deal termsheet.
Size: $7.5bn
Type: Mandatory convertible (DECS is the Citi brand for these ubiquitous instruments, otherwise known as reverse convertibles)
Payment rate: 11%, quarterly
Term: Approx 4 years
Settlement amount: (a) 235m citi shares if stock below 31.83
(b) 201.39m shares if stock above 37.24
(c) straight line interpolation between these numbers.
No, ’tis not a reverse convertible, if it was, given the current volatility, it would be the steal of the century from Citi’s point of view.With a reverse convertible you are long a bond and short a put.The coupon is the maximum return you can hope for.If the stock price is below the strike price of the put at expiration you get the stock otherwise you get your cash back.
Clearly not the case here.ADIA is just plain long $7.5 billion of Citi equity.No put option, no call option.The trust preferred equity has tax advantages for Citi so the real cost is 11%*0.615 = 6.76% , pretty much in line or even slightly lower than the current [uncertain] dividend yield.For ADIA, the uncertainty over the actual number of shares they will get upon the mandatory conversion above current market prices gets compensated by some extra guaranteed yield unlike plain equity where the dividend may be impaired in the future.But at the end of the day they are long equity, period.
Let’s get some authority in here, John Bilson, a finance professor at the Illinois Institute of Technology’s Stuart School of Business in Chicago said to Bloomberg:
“Abu Dhabi is on the hook to buy Citigroup stock. This thing does not have any option attached. This is more like a forward contract to purchase the stock.”
Exactly…great and clever deal for both sides, given the current market state.
Related:
Paul Murphy at FT Alphaville Junk journalism and that Citi wotsit and Junk Citi
Felix Salmon at Portfolio.com Why Citi’s 11% Coupon Doesn’t Mean it’s Paying Junk Rates
November 29th, 2007 at 10:11 am
Hmmm. ADIA will definitely get 201.39 million shares. If the price of Citi is less than 37.24 at termination they get additional shares. Since the number of shares is not fixed but is determined by the price of the stock on the termination date it sure looks like an option to me. A forward contract sets a fixed price and a FIXED NUMBER of shares at termination and although that is the bulk of this transaction there are certainly additional moving parts to this thing. John Bilson is wrong and should be embarassed by making such a statement. Don’t base your judgment on the person delivering the message, do some thinking for yourself. Bilson will not be getting any job offers from Wall Street, that’s for sure.
November 29th, 2007 at 10:19 am
[...] The final word on the Citigroup-ADIA investment. (Alea) [...]
November 29th, 2007 at 12:47 pm
grahaminvestor:
I agree with you if you mean that this is not true forward.
A true forward, given the current high dividend yield and the fact that a forward doesn’t get the dividends means that the exercise price would be very low, in fact lower than spot.So “they” boosted the exercise band roughly assuming 0 dividend [$ 37.24] or 50% cut [$ 31.83] if the deal was struck with C around $30.
They could have shown their hand and a set a single price, say $37.24 in which case you would have to conclude that the dividend will go, or $ 31.83 in which case you would get a 50% cut.Instead you are left guessing but the message is clear.
My main point however is that this is an equity deal, the only way it can count as tier 1 capital.
November 29th, 2007 at 5:22 pm
Very interesting analysis by everyone although
I don’t jck,bilson,cavell are wrong. It seems that
the interpretation is different. Bloomberg can
be sensationalist sometimes and might have
misquoted bilson.
Also, jcl isn’t a reverse convertible - long bond
and long put. I think you may have made a typo.
November 30th, 2007 at 1:53 am
sa:
no typo, with a reverse convertible the investor is long bond/preferred and short put.The issuer is long put.