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What is a 'Convertible Bond'

A convertible bond is a type of debt security that can be converted into a predetermined amount of the underlying company's equity at certain times during the bond's life, usually at the discretion of the bondholder. Convertible bonds are a flexible financing option for companies and are particularly useful for companies with high risk/reward profiles. Convertible bonds are sometimes referred to as "CVs."

BREAKING DOWN 'Convertible Bond'

Convertible bonds are issued by companies for a number of reasons. Issuing convertible bonds is one way for a company to minimize negative investor interpretation of its corporate actions. For example, if an already public company chooses to issue stock, the market usually interprets this as a sign that the company's share price is somewhat overvalued. To avoid this negative impression, the company may choose to issue convertible bonds, which bondholders are likely to convert to equity anyway should the company continue to do well.

Another reason for issuing convertible bonds is that investors demand a security that optimally protests their principal on the downside but allows them to participate in the upside should the underlying company succeed. A startup or relatively new company, for example, may have a risky project that loses a great deal of money on one end but may lead the company to profitability and outsize growth. A convertible bond investor can get back some principal upon failure of the company but can benefit from capital appreciation by converting the bonds into equity if the company is successful. Convertible bonds are a useful financing option for both investors and companies when the company's success resembles a binary outcome.

Convertible bonds also allow the companies issuing them to lower their borrowing costs. From the investor's perspective, a convertible bond has a value-added component built into it; it is essentially a bond with a stock option, particularly a call option, attached to it. Thus, it tends to offer a lower rate of return in exchange for the value of the option to trade the bond into stock. Otherwise, the bond just pays interest to the investor for his capital investment.

Example of a Convertible Bond

A company issues a $1,000 face value convertible bond paying 4% interest with a convertible ratio of 100 shares of the company for every convertible bond and a maturity of 10 years for $1,000. At the end of year nine, a year before maturity, the investor is entitled to $1,000 in principal plus $40 in interest payments, a total of $1,040 if the investor does not convert the bond into equity. However, the company's shares are now trading at $11 after a successful quarter; thus, 100 shares of the company are now worth $1,100 (100 share x $11 share price), surpassing the value of the bond. The investor is likely to convert the bond into equity, receiving 100 shares in the process, and he could sell them in the market for $1,100 in total.

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