|
According to the daily independent
newspaper of August 24th 2010, “management of UACN
Property Development Company has said that its N15
billion bond issue was oversubscribed by 100 per cent.
According to the same paper “The coupon on the bond will
be paid semi-annually in arrears, while the principal
will be repaid in six equal semi-annual installments
commencing on February 17, 2013”. With that bond issue,
UACN has a whole lot of firsts. It is the first and only
listed real estate Company in Nigeria, “it is the
largest corporate bond issue in the history of the
Nigerian capital markets and the first bond issue to get
a credit enhancement” and it is “the first non-bank
corporate bond in recent times” and it is the first
company to issue a serial bond in Nigeria. Succinctly
put, Serial bonds are the bonds which though are issued
together get matured on different dates unlike term
bonds which have a single maturity date. From this
definition one can see that UACN effectively issued 6
distinct bonds of N2.5 billion each with different
maturities. As follows:
|
Bond |
Amount |
Coupon |
Maturity Date |
|
1 |
N2.5b |
10% |
2/17/2013 |
|
2 |
N2.5b |
10% |
8/17/2013 |
|
3 |
N2.5b |
10% |
2/17/2014 |
|
4 |
N2.5b |
10% |
8/17/2014 |
|
5 |
N2.5b |
10% |
2/17/2015 |
|
8 |
N2.5b |
10% |
8/17/2015 |
I
must applaud the management of UACN for using this type
of financing arrangement because, in all intents and
purposes, serial bonds are most suitable for
projects with regular level debt payments like
residential developments. Unlike a term or flat bond,
which may require the issuer to set up a sinking fund,
(not sure if Nigerian Regulators require this), serial
bond has the advantage to the issuer of smoothening
their cash flow because it is known when and how much
will be repaid at every maturity period. The issuer also
has the advantage that the interest burden gets less as
the installment principal repayments are made.
Unfortunately, serial bonds do not offer the flexibility
that a callable bond offers. With a callable bond, the
issuer decides whether to call or not and when to call.
The callability or otherwise of a callable bond depends,
however, on movements in interest rate such that if
interest rate increases, the issuer ends up better off
not calling the bond. With that flexibility, one begins
to wonder why UACN decided to issue a serial bond and
not callable bond. May be their financial crystal ball
gazer or futurist, called analysts in finance parlance,
told them that interest rate in Nigeria is bound to
increase within the next 5 years so much such that there
would be no need to call the bond. This could be a
reasonable assumption in the light of the rumor or fact
that Nigerians low yield is driving capital to Ghana
(see the article entitled “Nigeria’s low yields boost
trading in Ghana’s securities”- BusinessDay, July 9th
2010). Again, the management might have thought that a
callable bond, as an option embedded instrument might
not be priced as high as a serial bond because of the
call option the issuer has. I am sure that a lot of
thought must have gone into the process before the
financial decision to go for a serial bond. But what do
the investors think? By virtue of the fact that the
issue was over subscribed by 100%, one can deduce that
the investors think it is a good deal or could the over
subscription is due to the Nigerian market being awash
with so much liquidity and are therefore looking for
investment outlets?. Your guess is as good as mine.
Valuation
For the bond to have been issued at
par, it implies that the coupon is equal to the yield to
maturity (YTM), because the bond price yield
relationship posits that when the coupon rate on a bond
is the same as the current yield as well as the yield to
maturity, it should sell at par while a bond whose yield
to maturity exceeds the current yield which in turn
exceeds the coupon rate should sell at discount. In the
same vein, a bond with a coupon rate that is greater
than current yield and in turn greater than the yield to
maturity should sell at a premium. One can validate the
par value at issue by calculating the yield to maturity
of the bond. Being a serial bond, the easiest way to do
this is to consider the principal repayments as payments
rather than maturities. By so doing the YTM can be
calculated as the internal rate of return, IRR. Using
the cash flow below ( for brevity, I omitted the zeros
that represent billions and worked with millions), it
can be verified that the semi annual IRR is 5% which
translates to an annual IRR or YTM of 10%, this is the
same as the coupon rate, hence the validation that it
was properly priced at par.
Risk Analysis
Investors who bought this bond may
be interested in knowing what type of risk this
transaction exposes them to. Bond transactions expose
investors to default risk, which is the risk that UACN
will be unable to meet its obligations with respect to
interest and principal payments as at when due. Given
the track history and the performance of the company
over time and the nature of the project for which the
bond was issued, it is expected that the probability of
default is very low. Furthermore, the credit enhancement
that the bond has, reduces credit/default risk of a debt
One worrisome thing though, is that
half of the proceeds from the bond issue will be used to
service other bank loans. According to the Daily
Independent, “The Managing Director of UPDC, Mr. Hakeem
Ogunniran, said half of the proceeds from the bond would
be used to finance outstanding short-term bank
facilities and the rest to fund the development of
various estates, residential and commercial, which the
company is currently executing all over the country”.
This decision will be a good one, if the interest rate
on the bank loan is more than the coupon rate on this
bond, otherwise, the rationality of such decision will
be called to question.
Another risk that investors may run
into is downgrade risk; this is the risk that the rating
agencies will downgrade the bond from its current rating
to a lower rating. The implication of this is that the
price of the bond will decrease and as such current
holders may not realize a good profit if they decide to
sell. Again, with the current financial condition of
UACN, downgrade risk may not be a thing to worry about
within the term to maturity of the bond. There are a
whole lot of other risks that a bond holder is exposed
to, like political/regulatory risk which may be a risk
to be worried about given the current events in the
Nigerian financial system and political environment.
Another risk that may be of concern
is purchasing power risk, which is the risk that the
cash flow from the bond will be worth what it was when
the investment was made in, real terms. With the current
rate of inflation for Nigeria, at 11.5, according to the
CIA World Factbook, the real rate of this bond is 9%, if
the rate of inflation increases between now and 2015,
the real rate will decrease and bond holders will
experience purchasing power risk.
One major risk that a holder of
this bond should really worry about is reinvestment
risk. Reinvestment risk is the risk that the proceeds
from this bond will be reinvested at a lower interest
rate. This risk will be more felt from 2013 when the
installment maturity starts. This however, will depend
on the market rate then but from the look of things, it
appears that interest rate is already low in Nigeria so,
the likelihood that it will go lower is relatively
remote.
Another major risk an investor
should worry about is interest rate risk. This is the
risk that the price of the bond will fall as interest
rate rises. This is taken from the inverse relationship
between interest rate/yield and bond price. As noted
above, interest rate is more likely to rise in the
future and the more that happens, the more apparent the
interest risk on this bond.
Measuring interest rate risk
A measure of interest rate is
duration. Duration is a measure of a bond’s sensitivity
to movements in interest rate. From my quick and dirty
calculation, the duration of the UACN serial bond is
3.041, meaning that for a 100 basis point change in
interest rate, the price of the bond will change by
3.04%. The implication of this is that if a bond holder
holds one million naira worth of this bond, and market
interest rate increases from 10% to 11%, the bond will
be worth nine hundred and sixty nine thousand, six
hundred naira and if interest goes from 10% to 9%, the
bond will be worth one million and thirty four thousand
naira. The good thing about this bond is that because it
is a serial bond, the installment maturity feature
reduced the duration and its sensitivity to interest
rate changes.
Conclusion
The UACN bond is a good investment
with a coupon rate of 10% especially in a current
situation where yield is so low in Nigeria. The risk as
enumerated above is not unique to this bond, but to
every bond though the effect and extent differs. It is
expected that the current low yield in Nigeria will not
go lower, if this correct; the investors may experience
a price decrease in the bond as a result of rising
market interest rate although this is not expected to be
much considering the low duration of the bond. From the
above analysis, I can only say, aha! I now know why it
was over subscribed.
About Me
I work as
Assistant Vice President, Portfolio/Hedge Fund
Accounting and Valuation Analysis for JP Morgan Fund
Services in New York. I hold the Chartered Alternative
Investment Analyst (CAIA) certificate and am also a
professional Risk manager (PRM) having met the
conditions required by the Professional Risk Managers
International Association (PRIMIA). I am a certified
QuickBooks Pro Advisor and I have an MBA from the
University of Phoenix, Arizona.
Uchey Ndimele,
Bs (Econ) Ms (Econ) MBA (Acct), CAIA, PRM
|