Bonds The Private Investor perspective.

Transcription

1 Bonds The Private Investor perspective

2 APCIMS Balanced Portfolio

3 Why Bonds? Defined outcome Income Lower volatility Diversification from equity Trading & speculation

4 Directly investing in bonds Information & awareness Market access ECP and minimum piece Tax shelters ISAsand SIPPs Bonds vs bond funds

5 Investor activity Preference for medium to high quality corporates (BBB to AA) Also high yield, PIBS, prefs 5 10 year maturity Modal target YTM 5 6% Typical deal size 5,000 10,000

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7 Recent opportunities New issues Lloyds, Prov Fin, Tesco bank High yield e.g. Ecclesiastical Insurance prefs 8.5% Speculative punts e.g Dixons at 9.5% Index linked bonds e.g. Gilts, National Grid, RBS

8 Summing up A whole new asset class to explore Gross coupon payments + SIPPS & ISAs Good value new issues Growing participation

9 Fixed Income Investor and Investors Intelligence are divisions of Stockcube Research ltd, which is authorised and regulated by the FSA. The research provided by Stockcube on the Website (and any other Stockcube website) is provided solely to enable investors to make their own investment decisions and does not constitute personal investment recommendations. No recommendations are made directly or indirectly by Stockcube as to the merits or suitability of any investment decision or transaction which may result directly or indirectly from having viewed the investment research on the Website or having received it by . Investors are therefore urged to seek independent financial advice. The value of investments and the income derived from them can go down as well as up, and the investor may not get back the full amount originally invested. Bonds, as with all investments, are subject to price volatility and in the event of a default an investor may lose some or all of his or her original investment. This site also contains references to derivatives. These are particularly high risk, high reward investment instruments and investors may lose more than their initial margin requirement. Some foreign currency instruments are also featured and if investors decide to acquire any investment denominated in a currency different from their own, they should recognise that changes in foreign exchange rates may have an adverse effect on the value, price and income of the investment in the base currency. Stockcube ltd and/or its subsidiary companies may from time to time provide investment or other services to, or solicit such business from, any of the entities referred to in this service. Accordingly, information may be available to Stockcube ltd that is not reflected in this material and Stockcube Plc and/or its subsidiary companies may have acted upon or used the information prior to or immediately following its publication. In addition, the directors and employees thereof and/or any connected persons may have an interest in the securities, warrants, futures, options, derivatives or other financial instrument of any of the entities referred to on the website and may from time to time add to or dispose of such interests. Stockcube Plc does not accept any liability whatsoever for any loss or damage of any kind arising out of the use of all or any of this material. Copyright Stockcube Research Limited

10 A presentation for Journalists and Investment Professionals only Differences Between Listed Bonds and Savings Bonds Ben Board, Structured Retail, RBS Global Banking & Markets

11 RBS Bonds RBS serves institutional clients, professional and private investors, and savers RBS issues: Benchmark bonds into the wholesale markets Bonds on the LSE s Order Book for Retail Bonds (ORB) for professional and self-directed investors Savings bonds on the high street These are all designed to help customers in their respective markets They all have the shared feature of being an IOU with capital to be paid back at a fixed point in the future They have differences in terms of size, delivery and additional protection available 2

12 RBS Benchmark Bonds RBS regularly issues bonds into the institutional market These typically have: Denominations in excess of GBP50,000 Issue sizes in excess of GBP1 billion As with most major banks and institutions these are standard fund raising instruments The priority of bonds can vary in seniority Buyers tend to be other major institutions 3

13 RBS Listed Bonds on the LSE s ORB RBS regularly issues listed bonds on the ORB These bonds have a much wider range of payouts versus benchmark bonds and are tailored to the needs of professional and self directed investors They are always senior unsecured debt of RBS Plc RBS bonds on the ORB typically have: Denominations of GBP100 Liquid secondary market Can be bought through a stockbroker Payouts linked to inflation, rates and step-ups ORB bonds help diversify RBS s funding profile but are not a key part of its funding schedule RBS was the first issuer of a bond on the ORB in February 2010 and is a major supporter of the LSE s initiative 4

14 Savings Bonds RBS Savings Bonds can be found in RBS branches across the UK Savings Bonds give savers the ability to potentially earn a higher rate of interest in return for lending the bank money for fixed period of time Savers do not need a stockbroker to access a savings bond Savings bonds are not corporate bonds listed on the LSE Savings bonds are deposits Deposits of up to GBP85,000 are covered by the Financial Services Compensation Scheme (FSCS) 5

15 Key Points and Risks about Listed Bonds on the ORB Listed Bonds issued by RBS on the ORB can provide attractive rates of return but they are corporate bond investments rather than deposits Multiple and potentially attractive pay-outs The price of the bond can move between issue and maturity dates The price paid may be higher than the price at which investors sell or the par value at maturity There is also a credit risk associated with corporate bonds. Issuers need to be solvent in order for investors to receive their money back at maturity. If the issuer defaults or goes bankrupt investors could lose some or all of their investment Corporate bonds are not covered by the FSCS 6

16 RBS Listed Bonds on the ORB an example Inflation Inflation Linked Bond Product code: RBPI ISIN: GB00B4P95L57 Fixed 3.9% per year income payment paid quarterly (gross) or the year-on-year change in the UK RPI (Retail Price Index) whichever is higher Coupon paid quarterly 12 year term Capital is 100% protected at maturity (subject to the risk of RBS defaulting or going bankrupt) 7

17 Inflation Linked Bond Key Features Flexibility to buy or sell at any time during trading hours without redemption fees under normal market conditions Daily pricing at rbs.co.uk/markets, the LSE and brokers under normal market conditions A 1.00% bid/offer spread under normal market conditions Key Risks In the unlikely event that The Royal Bank of Scotland plc ( RBS ) were to default or go bankrupt, investors may lose some or all of their investment and will not be eligible for compensation under the UK Financial Services Compensation Scheme The price of the Bond will rise and fall during its life and if sold before maturity investors may get back less than the Issue Price The annual interest is calculated on the Issue Price which may be less than the price paid for the Bond. Subject to any technical problems, RBS will endeavour to offer a secondary market in line with LSE rules and market making obligations. However, RBS may be the only market maker in the Listed Bonds, which may affect liquidity. 8

18 RBS Listed Bonds on the ORB an example Rising Interest Rates UK Rates Plus Bond Product code: RBRP ISIN: GB00B42SH312 Quarterly coupon (gross) calculated on the basis of an annual interest rate equal to 3 month GBP LIBOR plus 2% Maximum interest rate (gross) capped at 8% per year Coupon paid quarterly 6 year and 2 weeks term Capital is 100% protected at maturity (subject to the risk of RBS defaulting or going bankrupt). 9

19 UK Rates Plus Bond Key Features Flexibility to buy or sell at any time during trading hours without redemption fees under normal market conditions Daily pricing at rbs.co.uk/markets, the LSE and brokers under normal market conditions A 1.00% bid/offer spread under normal market conditions Key Risks In the unlikely event that The Royal Bank of Scotland plc ( RBS ) were to default or go bankrupt, investors may lose some or all of their investment and will not be eligible for compensation under the UK Financial Services Compensation Scheme The price of the Bond will rise and fall during its life and if sold before maturity investors may get back less than the Issue Price The annual interest is calculated on the Issue Price which may be less than the price paid for the Bond. Subject to any technical problems, RBS will endeavour to offer a secondary market in line with LSE rules and market making obligations. However, RBS may be the only market maker in the Listed Bonds, which may affect liquidity. 10

20 RBS Provides Opportunities for Private Investors RBS is the leading issuer of LSE listed investment products All easily traded like a share, through a stockbroker RBS has been providing investment opportunities for self-directed investors in Europe for over a decade RBS aims to remove the barriers to investing through: Low denominations Tight spreads Freephone

21 Disclaimers

22 The contents of this document are indicative and are subject to change without notice. This document is intended for your sole use on the basis that before entering into this, or any related transaction, you will ensure that you fully understand the potential risks and return of this, and/or any related transaction and determine it is appropriate for you given your objectives, experience, financial and operational resources, and other relevant circumstances. You should consult with such advisers as you deem necessary to assist you in making these determinations. The Royal Bank of Scotland plc ( RBS ) will not act and has not acted as your legal, tax, accounting or investment adviser nor does it owe any fiduciary duties to you in connection with this, or any related transaction and no reliance may be placed on RBS for advice or recommendations of any sort. RBS makes no representations or warranties with respect to the information, and disclaims all liability for any use you or your advisers make of the contents of this document. Where the document is connected to financial instruments you should be aware that such instruments can provide significant benefits but may also involve a variety of significant risks. All financial instruments involve risks which include (inter-alia) the risk of adverse or unanticipated market, financial or political developments, risks relating to the counterparty, liquidity risk and other risks of a complex character. In the event that such risks arise, substantial costs and/or losses may be incurred and operational risks may arise in the event that appropriate internal systems and controls are not in place to manage such risks. RBS and its affiliates, connected companies, employees or clients may have an interest in financial instruments of the type described in this document and/or in related financial instruments. Such interest may include dealing, trading, holding, acting as market-makers in such instruments and may include providing banking, credit and other financial services to any company or issuer of securities or financial instruments referred to herein. RBS is authorised and regulated in the UK by the Financial Services Authority, in Hong Kong by the Hong Kong Monetary Authority, in Singapore by the Monetary Authority of Singapore, in Japan by the Financial Services Agency of Japan, in Australia by the Australian Securities and Investments Commission and the Australian Prudential Regulation Authority ABN (AFS Licence No ) and in the US, by the New York State Banking Department and the Federal Reserve Board. The financial instruments described in the document are made in compliance with an applicable exemption from the registration requirements of the US Securities Act of 1933, as amended. The Royal Bank of Scotland plc is an authorised agent of RBS N.V. in certain jurisdictions. The Royal Bank of Scotland plc. All rights, save as expressly granted, are reserved. Reproduction in any form of any part of the contents of this brochure without our prior written consent is prohibited unless for personal use only. 13

23 What is a Bond? The Emerging Retail Corporate Bond Market in the UK Simon White Group Corporate Treasury, Lloyds Banking Group

24 DISCLAIMER This presentation has been prepared by Lloyds TSB Bank plc ( LTSB ) and is for information purposes only. Neither this presentation nor any other statement (oral or otherwise) made at any time in connection herewith is an offer, invitation or recommendation to acquire or dispose of any securities or to enter into any transaction. This presentation may not be suitable for all types of investors. Potential investors should review independently and/or obtain independent professional advice and draw their own conclusions regarding the suitability of any transaction including the economic benefit and risks and the legal, regulatory, credit, tax and accounting aspects in relation to their particular circumstances. Figures quoted herein are indicative only and past performance is no guarantee of future results. Any investment may involve economic and market risks, and the value of any investment may go down as well as up. LTSB does not make any representations as to any matter or as to the accuracy or completeness of any statements made herein or made at any time orally or otherwise in connection herewith and all liability (in negligence or otherwise) in respect of any such matters or statements is expressly excluded, except only in the case of fraud or wilful default. LTSB may from time to time have a long or short position in, or buy, sell or offer to buy or sell securities, commodities, futures and/or options identical to or related to those described in this document as principal or agent. Distribution of this document does not oblige LTSB to enter into any transaction. The information in this presentation is subject to change without notice and may be amended, superseded or replaced in its entirety by subsequent documents. LTSB s registered office is at 25 Gresham Street, London EC2V 7HN and it is registered in England and Wales under no LTSB is authorised and regulated by the Financial Services Authority. 2

25 INTRODUCTION There are a number of reasons why a retail bond market has not developed in the UK 1. There was a bond culture in the UK in the 18 th, 19 th and early 20 th centuries: E.g. Consols, War loans, Railway bonds 2. Dominant late 20 th century investment themes: Austerity post WWII Property (MIRAS and CGT breaks) Equities (1980 s privatisations, PEPS and ISAs) Inflation So why the change of heart? 3

26 SO WHAT HAS CHANGED? 1. Inflation (largely) under control 2. Boom / bust cycle of equity markets 3. Boom / bust cycle of property markets 4. Low base / short term / money market rates 5. Positive, upward sloping yield curves / quantitative easing 4

27 AS A CONSEQUENCE 1. Market demand highlighted by the Association of Private Client Investment Managers ( APCIMs ) 2. Launch of the Orderbook for Retail Bonds ( ORB ) by the London Stock Exchange in February Opportunities for larger borrowers to diversify their investor bases 4. Opportunities for smaller borrowers to access a new source of funds as an alternative to the bank market 5

28 WHAT IS A CORPORATE BOND? A Corporate Bond is: A financial instrument, essentially a promise (or IOU) by a borrower to repay money to an investor, normally with interest paid periodically Can also be called a Fixed Income security regular coupon payments allow an investor to receive a known and stable income from their investment A tradable instruments that can be bought and sold at any time during the life of the security assuming there are buyers and sellers ( liquidity ) Earns a yield that may differ from the coupon 6

29 TYPES OF BONDS Government Bonds examples include: - UK Gilts - US Treasuries - Bunds Corporate Bonds examples of issuers include: - Banks - Insurance Companies - Utilities - Corporates Different types of Corporate Bonds: Senior Secured Bonds RMBS / Covered bonds Subordinated Lower Tier II / Upper Tier II / Tier 1 Contingent Capital Preference Shares 7

30 CORPORATE BONDS NOT TO BE CONFUSED WITH a myriad of products in the retail market that are also called bonds, such as: Insurance bonds With profits bonds Premium bonds Savings bonds E-bonds Online bonds Property bonds Holiday bonds None of the above are tradable securities! Corporate Bonds do not benefit from any protection under the Financial Services Compensation Scheme or by the Lending Code 8

31 THE UK RETAIL BOND MARKET There has always been some demand for bonds from UK retail investors, but it has never been mainstream In addition to the historic factors outlined earlier, it has been inhibited by: Issuers easy access to other bond markets Smaller issue sizes associated with the retail bond market Restrictions around retail targeted bonds e.g. a requirement for greater disclosure when issuing bonds with less than 100k minimum denominations Short subscription periods making it harder for retail buyers to get involved Lack of pricing transparency So what is needed? More retail supply from a variety of different high street names across different structures Increased awareness of the product across investors, brokers, market makers, other intermediaries and the financial press Easier access to the market online dealing & lower dealing fees 9

32 BOND FEATURES Feature Institutional Bonds Retail Bonds Denominations Minimum 100,000 with 1,000k increments Typically minimum 1,000 with 100 increments Bookbuilding Period Launch and priced over 1 or 2 days Typically have a 5-10 day book building period Pricing Priced after book build period Priced before book building Pricing Convention Priced to three decimal places with coupon rounded to nearest 1/8 th percent Priced at Par with coupon rounded to nearest 1/8 th percent Underwriting Typically a best efforts basis Often underwritten to guarantee a minimum deal size Settlement Settle via Euroclear / Clearstream Also settled via CREST Documentation Standard EMTN Additional disclosure required prospectus must be PD compliant & contain additional risk factors Listing LSE Regulated Market LSE Regulated Market & LSE Order Book for Retail Bonds Trading Over the Counter OTC and via ORB 10

33 RISKS A bond is an investment in the issuer (or Guarantor, if applicable) and is subject to the following risks: Type of Risk Credit Risk Market Risk Liquidity Risk Consequences If the issuer fails or becomes insolvent an investor may lose some or all of their investment Bonds are not covered by the Financial Services Compensation Scheme Changes in interest rates will affect the value of the investment and the price at which bonds can be bought/sold Market conditions will affect what the bid/offer spread will be for a bond and whether or not there will be a market Credit ratings are opinions on the current (& predicted future) creditworthiness of an issuer and may not reflect the potential impact of all risks related to the bonds 11

34 CASE STUDY: THE LLOYDS 5.500% RETAIL BOND Issuer Lloyds TSB Bank Plc Issuer Credit Rating Aa3 (Moody s) / A+ (Standard & Poor s) / AA- (Fitch) Status Senior, Unsecured, Unsubordinated Offer Period 12 business days commencing 8 th March 2011 Principle Amount GBP 150,000,000 Coupon 5.500% payable semi-annually Tenor 5 ½ years Settlement Date 25 March 2011 Maturity Date 25 September 2016 Denominations 1,000 plus increments of 100 thereafter Issue Price % (Par) Redemption % (Par) on the maturity date Settlement Euroclear / Clearstream Crest Eligibility Yes via the issue of Crest Depositary Interests (CDIs) Listing London Regulated Market & the London Stock Exchange ORB System 12

35 CASE STUDY: THE LLOYDS 5.500% RETAIL BOND THE LLOYDS RETAIL DISTRIBUTION MODEL Issuer Joint bookrunners Roles: Coordinate the selling group, guarantee a minimum size transaction via underwriting and provide liquidity in the secondary markets Authorised Distributors a selected group of retail brokers Roles: To sell bonds to retail end investors & smaller retail brokers (Authorised Sub Distributors) for further distribution. ADs are paid a fee for this where applicable (subject to MiFID rules) Authorised Sub Distributors Selected by the ADs for further distribution of bonds Roles: Further sale of bonds to retail end investors Retail End Investors Retail investors can either hold their bonds in Euroclear form or CREST via CDIs in a broker account or in a SIPP or ISA. They are free to trade the bonds at any point during their life 13

36 When is a bond not a bond

37 Why do borrowers want to issue retail bonds? 2 Evolution Securities Debt Advice & Origination

38 A new Target Investor Base Collectively forming a major segment of the savings market With different investment requirements Who see value differently from wholesale investors Meeting their requirements means 3 Evolution Securities Debt Advice & Origination

39 Retail Corporate Bonds... the form, settlement, distribution mechanism and price making differ from the wholesale bond market 4 Evolution Securities Debt Advice & Origination

40 Who are these investors? New Investors - Onshore with small portfolios - Mid market savers - with shares, funds and bank deposits - fed up with equity and fund performance, depressed by low cash rates - looking to invest in business they can understand and management they trust - Looking for predictable income and tax efficiency as tax rates go up - maximising use of SIPPs and ISAs -Average subscription < 10k -Need for price visibility and ease of execution 5 Evolution Securities Debt Advice & Origination

41 This drives the Distribution Mechanism and Price Making Platform Authorised and regulated retail distributor At present - Retail Stockbroker - TX Only Broker/ investment - Wealth manager - Private Bank Potentially - Greater use of proprietary channels and networks - European style access at Banks Advertising - Newspapers, Web, Own Website Timetable - Decision making period - Account opening KYC, AML 6 Evolution Securities Debt Advice & Origination

42 Transparency and Price Making Tradability - more buying than selling but still very important - flexibility and efficiency Sell a Bond from an S&S ISA and you keep cash protected Not the same in a cash ISA Visibility - Ability to value very important even for buy and hold investors Important for Brokers - No surprises 7 Evolution Securities Debt Advice & Origination

43 So who is going to use this market? Potential to serve a wide range of borrowers as a source of consistent, medium term funding With special appeal for Supranationals, public sector entities, utilities Retail sensitive businesses with good name recognition Companies looking for diversity of funding source alongside bank lending and wholesale bonds... Not forgetting 8 Evolution Securities Debt Advice & Origination

44 So who is going to use this market? the Banks Evolution Securities Debt Advice & Origination

45 100 Wood Street London EC2V 7AN Tel: 44 (0) Fax: 44 (0) This document is issued by Evolution Securities Ltd (ESL) (Incorporated in England No ), which is authorised and regulated in the United Kingdom by the Financial Services Authority (FSA) for designated investment business and is a member of the London Stock Exchange. This document is for information purposes only and should not be regarded as an offer or solicitation to buy the securities or other instruments mentioned in it. Expressions of opinions are those of the authors only and are subject to change without notice. No representation or warranty, either expressed or implied, is made nor responsibility of any kind is accepted by any Evolution Group company, its directors or employees either as to the accuracy or completeness of any information stated in this document. ESL and/or its officers, directors and employees may have or take positions in securities mentioned in this document (or in any related investment) and may from time to time dispose of any such securities (or instrument). ESL may sell or buy from customers on a principal basis and may also perform underwriting services for or relating to those companies. The stated price of any securities mentioned herein is as at the end of the business day immediately prior to the publication date on this document unless otherwise stated and is not a representation that any transaction can be effected at this price. No personal recommendation is being made to you; the securities referred to may not be suitable for you and should not be relied upon in substitution for the exercise of independent judgement. ESL shall not be liable for any direct or indirect damages, including lost profits arising in any way from the information contained in this material. This material is for the use of intended recipients only and only for distribution to professional and institutional investors, i.e. persons who are authorised persons or exempted persons within the meaning of the Financial Services and Markets Act 2000 of the United Kingdom, or persons who have been categorised by ESL as professional clients under the rules of the FSA. This document is being supplied to you solely for your information and may not be reproduced, re-distributed or passed to any other person or published in whole or in part for any purpose. The material in this document is not intended for distribution or use outside the European Economic Area. This material is not directed at you if ESL is prohibited or restricted by any legislation or regulation in any jurisdiction from making it available to you.