Top deals of 1999
 

Top deals of 1999
 
Best convertible bond deal  


British Aerospace

Investors eager to buy into growth sectors but wary of the creditworthiness of young companies found the answer to their prayers in 1999 – a convertible bond issued by a blue-chip company, but exchangeable into a telecom stock. UK defence and avionics company British Aerospace decided on an equity-linked issue to unwind its 5% holding in UK mobile phone service provider Orange, assisted by
US investment banks Goldman Sachs and
JP Morgan.

Jim Ziperski of joint bookrunner Goldman Sachs: says the deal was “unique in the market place”

Issuer: British Aerospace
Issue date: June 23, 1999
Amount: €685.96 million
Underlying share: Approximately 59.96 million Orange shares
Exchange premium: 29.4%
Annual coupon: 3.75%

Maturity: 7 years
Joint bookrunners : Goldman Sachs, JP Morgan

“I would have to say British Aerospace into Orange was a classic,” says Philippe Jarbre, partner at specialist convertible bond asset manager GLG Partners, a London-based division of US investment bank Lehman Brothers. It offered the “opportunity to invest in a high-growth area without the credit risk”,
he says.

“That combination was unique in the market-place,” says Jim Ziperski, managing director of equity capital markets at Goldman Sachs in London. But the banks still faced a challenge in spite of all the attractive qualities of the deal – it was to be sterling-denominated. “We know that since January 1, 1999 the euro-denominated markets have flourished in size and liquidity. Sterling became a non-core currency for the dedicated convertible crowd.”

The deal was also being launched into a market spooked by the prospect of higher interest rates, which had absorbed a record amount of equity-linked supply in the first half of 1999. In spite of this, the banks closed the books in one day, even though a two-day marketing period had been planned. The deal was more than three times oversubscribed.

After originally offering a way into a UK telecoms stock, the issue could be a gateway to all the major players in the sector. Since the issue, Orange has been taken over by German telecoms firm Mannesmann. In turn, UK telecoms firm Vodafone Airtouch is now bidding for Mannesmann.

“It’s going to be quite interesting to see what you end up with,” says Steve Thornber, a fund manager at UK fund management firm Threadneedle Investments. “It looks like it will be based on Orange but convertible into Vodafone shares and maybe a few in the new Orange vehicle as well. It’s a winner all-round.”

 
© Financial Engineering Ltd, 2000