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Convertibe Bond Structures

Size range for convertible bond issues vary enormously, from just a couple of millions of dollars, up to blockbusters of several billion dollars. [Please note that all references to $ are to US$]

Our focus however is on issues of between $25 million and $250 million:

 

  • Issues in the range $25 million to $100 million are frequently on a "club" type basis with just a small group of investors:

    • These issues are tailor-made to the needs of both the issuer and investor and may include features like amortizing capital, PIK (payment in kind, i.e., shares) conversion price resets, carve-outs etc

  • Issues of $100 million and above are usually marketed to multiple institutions, once cornerstone investors have been identified:

    • An excellent way for a potential issuer to feel confident about the success of an issue is through a non-deal virtual (or real) road-show with a number of potential cornerstone investors

    • More recently $150 million and above is becoming the preferred size, as institutions seek the higher marketability in secondary markets associated with such issues

  • Not all issues are listed, as most trading occurs in the OTC markets:

    • Larger marketed issues are usually listed, as it is frequently mandated for the institution to only invest in listed securities​

    • However, the listing is often on a "convenience" exchange, like Frankfurt, and frequently no listing particulars are required, other than the final termsheet

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