Why Structured Notes Might Not Be Right for You

Discover some of the pitfalls of investing in structured notes

To the ordinary investor, structured notes seem to make perfect sense. Investment banks advertise structured notes as the ideal vehicle to help you benefit from excellent stock market performance while simultaneously protecting you from bad market performance.

Who wouldn’t want upside potential with downside protection? However, investment banks (which are to some extent sales and marketing machines that focus on promoting their investment products) may not reveal that the cost of that protection can often outweigh the benefits. But that’s not the only investment risk you’re taking on with structured notes. Let's take a closer look at these investments.

Key Takeaways

  • Investment banks issue structured notes, which are debt obligations with an embedded derivative component.
  • The value of the derivative is derived from an underlying asset or group of assets, also known as a benchmark.
  • Investment banks claim structured notes offer asset diversification, the ability to benefit from stock market performance, and downside protection.
  • A major disadvantage of structured notes is that the investor must undertake significant credit risk in the event the issuing investment bank forfeits its obligations, as was the case with the collapse of Lehman Brothers in 2008.
  • Call risk, lack of liquidity, and inaccurate pricing are other disadvantages of structured notes.

What Is a Structured Note?

A structured note is a debt obligation—basically like an IOU from the issuing investment bank—with an embedded derivative component. In other words, it invests in assets via derivative instruments. A five-year bond with an options contract is an example of one kind of structured note.

A structured note can track a basket of equities, a single stock, an equity index, commodities, currencies, interest rates, and more. For example, you can have a structured note deriving its performance from the S&P 500 Index, the S&P Emerging Market Cores Index, or both. The combinations are almost limitless, as long as they fit the concept: to benefit from the asset's upside potential while also limiting exposure to its downside.

What Are the Advantages of Structured Notes?

Investment banks advertise that structured notes allow you to diversify specific investment products and security types in addition to providing overall asset diversification. However, there can be such a thing as over-diversification, whereby overall returns can be negatively impacted. It is important to understand how a particular structured note achieves diversification. For example, is there a high degree of correlation between assets held in the note?

Investment banks also often advertise that structured notes allow you to access asset classes that are only available to institutions or hard for the average investor to access. But in today’s investing environment, it’s easy to invest in almost anything via mutual funds, exchange-traded funds (ETFs), exchange-traded notes (ETNs), and more. Besides that, do you think investing in a complex package of derivatives (structured notes) is considered easy to access?

The only benefit that makes sense is that structured notes can have customized payouts and exposures. Some notes advertise an investment return with little or no principal risk. Other notes offer a high return in range-bound markets with or without principal protections. Still, other notes tout alternatives for generating higher yields in a low-return environment. Whatever your fancy, derivatives allow structured notes to align with any particular market or economic forecast.

Additionally, the inherent leverage allows for the derivative's returns being higher or lower than its underlying asset. Of course, there must be trade-offs, since adding a benefit in one place must decrease the benefit somewhere else. As you no doubt know, there is no such thing as a free lunch.

What Are the Disadvantages of Structured Notes?

Credit Risk

If you invest in a structured note, then you have the intention of holding it to maturity. That sounds good in theory, but did you research the creditworthiness of the note's issuer? As with any IOU, loan, or other types of debt, you bear the risk that the issuing investment bank might get into trouble and forfeit its obligation. 

If that happens, the underlying derivatives can have a positive return, and the notes could still be worthless—which is exactly what happened to investors in 2008 during the collapse of Lehman Brothers structured notes. A structured note adds a layer of credit risk on top of market risk. And never assume that just because the bank's a big name, the risk doesn't exist.

Lack of Liquidity

Structured notes rarely trade on the secondary market after issuance, which means they are highly illiquid. If you need to get out for any personal reason or because the market is crashing, your only option for an early exit is to sell to the original issuer.

Should you need to sell your structured note before maturity, it's unlikely the original issuer will give you a good price—assuming they are willing or interested in making you an offer at all.

Inaccurate Pricing

Since structured notes don’t trade after issuance, the odds of accurate daily pricing may be low. Prices are usually calculated by a matrix, which is very different than net asset value. Matrix pricing is essentially a best-guess approach. And it's the original issuer the one who does the guessing.

Other Risks You Need to Know

Call risk is another factor that many investors overlook. For some structured notes, it’s possible for the issuer to redeem the note before maturity, regardless of the price. This means it’s possible that an investor will be forced to receive a price that’s well below face value.

The risks don’t end there. You also have to consider the tax factor. Investors may be responsible for paying federal taxes on structured notes, even if the note hasn’t reached maturity and the investor has not received any cash. Also, when sold, the proceeds may be taxed at the ordinary income rate, rather than at the more favorable capital gains rate. Each offering is different, and the SEC advises investors to carefully read the prospectus of a structured product in order to understand the tax implications.

As far as price goes, you will likely overpay for a structured note, which relates to the issuer's costs for selling, structuring, and hedging.

Pulling Back the Curtain

What if you don't care about credit risk, pricing, or liquidity? Are structured notes a good deal? Given the extreme complexity and diversity of structured notes, we'll limit the focus to the most common type, the buffered return-enhanced note (BREN). Buffered means it offers some but not complete downside protection. Return-enhanced means it leverages market returns on the upside. The BREN is pitched as being ideal for investors forecasting a weak positive market performance but also worried about the market falling.

Example of a Structured Note

A good example is a BREN linked to the MSCI Emerging Markets Price Index. This particular security is an 18-month note offering 200% leverage on the upside, a 10% buffer on the downside, and caps on the performance at 24%. For example, on the upside, if the price index over the 18-month period was 10%, the note would return 20%. The 24% cap means the most you can make on the note is 24%, regardless of how high the index goes.

On the downside, if the price index was down -10%, the note would be flat, returning 100% of the principal. If the price index was down 50%, the note would be down 40%. I'll admit that sounds pretty darn good—until you factor in the cap and the exclusion of dividends. The following graph illustrates how this security would have performed versus its benchmark from December 1988 to 2009.

MSCI Emerging Markets Price Index vs. BREN performance, 1988-2009. Image by Sabrina Jiang © Investopedia 2020

Understanding Index vs. BREN Performance

First, please note the areas marked "Capped!" in the graph showing how many times the 24% cap limited the note's performance versus the benchmark. For example, the 18-month return of the index ending in February 2000 was 107.1%, whereas the note was capped out at 24%. Second, notice the areas marked "Protection?" See how little the buffer was able to protect the downside against loss?

For example, the 18-month return of the index ending September 2001 was -49.7% versus the note, which was -39.7% due to the 10% buffer. Yes, the note did better, but a -39.7% drop hardly seems like protecting the downside. More importantly, what these two periods show is that the note gave up 83.1% (107.1% - 24%) to save 10% on the downside, which seems like a pretty bad trade.

Special Considerations

Remember that the note is based on the MSCI Emerging Markets Price Index, which excludes the dividends. If you were investing directly in the MSCI Emerging Markets Index via a mutual fund or ETF, you would be reinvesting those dividends over the 18 months. This is a huge deal that is mostly overlooked by retail investors and barely mentioned by the investment banks.

For example, the average 18-month return for the Emerging Price Index between 1988 and September 2009 is 18%. The average 18-month return for the Emerging Total Return Index (price index, including dividends) is 22.4%. So the correct comparison for the performance of a structured note isn't against a price index but against the total return index.

Finally, we need to understand how much downside protection the 10% buffer provided, considering how much of the upside was surrendered. Looking back at the period between October 1988 and September 2009, the buffer would have saved you only 6.6% on average, not 10%. Why? The dividends decrease the value of the buffer.

For example, for the 18-month period ending July 2001, the MSCI Emerging Total Return Index was -36.4%, the MSCI Emerging Price Index was -38.6%, and the structured note, therefore, was -28.6%. So for these 18 months, the 10% buffer was only worth 7.8% (36.4% - 28.6%) compared to just investing directly in the index.

The Bottom Line

Structured notes are complicated and may not be a suitable investment strategy for the average individual investor. The risk/reward ratio can often be simply too poor. The illustrations and examples provided by investment banks tend to highlight the best features while downplaying the limitations and disadvantages. The truth is that on a historical basis, the downside protection of these notes is limited, and at the same time, the upside potential is capped. In addition, consider the fact that there are no dividends to help ease the pain of a decline.

If you choose structured notes anyway, be sure to investigate fees and costs, estimated value, maturity, whether or not there is a call feature, the payoff structure, tax implications, and the creditworthiness of the issuer.

Investopedia does not provide tax, investment, or financial services and advice. The information is presented without consideration of the investment objectives, risk tolerance, or financial circumstances of any specific investor and might not be suitable for all investors. Investing involves risk, including the possible loss of principal. Investors should consider engaging a qualified financial professional to determine a suitable investment strategy.

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  1. U.S. Securities and Exchange Commission. "Structured Notes with Principal Protection: Note the Terms of Your Investment."

  2. Cantella. "Investor's Guide to Structured Products," Page 5.

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The offers that appear in this table are from partnerships from which Investopedia receives compensation. This compensation may impact how and where listings appear. Investopedia does not include all offers available in the marketplace.