Wednesday, November 25, 2009

What Does Topless Meeting Mean?



Please don’t think other way round…………


Topless meeting is a meeting where, participants are not allowed to use laptops. A topless meeting organizer can also ban the use of smart phones, cell phones and other electronic devices. The purpose of this is to create an environment free from distraction, to foster enhanced focus and to generate more discussions.

Topless meetings were originally popularized at high tech companies where personal computers and smart phones first began creeping into company meetings. It can also be used to describe classrooms that have banned the use of laptops for note taking, which can be a distraction to students sitting around the laptop user. 

Monday, November 23, 2009

Lease Rent Discounting





When we think about Project Financing we consider various means of finance like FCCB, ECB, NCD, PE, and so on. These means of finance no doubt is very effective and economical, but not every company is blessed with good financial and good track record. In addition to this the current financial crisis has made banks very cautious about financing to new and small corporate. Hence Lease Rent Discounting (LRD) can be considered as one of the best and simplest means of finance for new and needy corporate.

Lease Rental Discounting:

(Loan against Future Rent Receivables /Loan against Rental Income)



Lease rental discounting offers immediate liquidity, against commercial property, to lessors/ property owners who have leased out their properties.
This product is aimed at providing Term Loan to owners of commercial or residential properties who have let them out to reputed companies Commercial, Industrial, Software, Multinational Companies), Banks, Financial- Institutions, Insurance Companies etc. on lease basis thus having fixed rent receivables.

These receivables can be clubbed and discounted at attractive rates. The property owners can then utilize these funds for any purpose including meeting business and personal needs for generating further assets, which can yield higher returns for themselves. Further, the funds could also be deployed for expansion of their business activities. This will give a source to accelerate the rotation of their funds.


Information evaluated in the product offering includes:

Lessee details
Lessor details
Property profile including criticality of the premises for the lessee's operations
Deal structure and
Cash flow pattern envisaged in the agreement(s)
The actual discounted amount will be determined after taking into account factors like rent receivables during the unexpired period of tenancy, tax deducted at source and other. 
Rate of Interest:
The Rate of Interest on LRD however is very expensive. It varies between 13% to 15%.

FAQ on Lease Rent Discounting:


Q. Who is the loan meant for?
The product is designed to finance the business needs of:

Sole Proprietors / Proprietorship firms
Partnership Firms
Pvt. Ltd. and Public Limited Companies
Professionals – Doctors, Architects, Chartered Accountants, Business Consultants, Business entities in the turnover range INR 90 lakhs to 110 Crores are eligible.

Q. What is the maximum loan amount offered for LRD?
You can avail a maximum loan of INR 22 crores (May vary from Bank to Bank)

Q. What is the maximum tenure of the loan?
The maximum tenure for which you can avail the facility is determined by the lease tenor and is capped at 12 years. (May vary from Bank to Bank)

Q. What do I need to give as security?
Rent receipts are payable by the tenant directly to an escrow account with Bank.
The underlying tenanted property, which may be commercial property or quasi commercial property will be taken as collateral. No plot, self construction or under construction properties will be allowed.


Q. What is the interest rate on the facility?
This may vary between 13% to 15%. (This will vary from Bank to Bank)

Q. What are the basic documents required for applying for the facility?


Lease Agreement
Bank statements for last 6 months
3 year financials including Profit & Loss (P&L) Statement , Balance sheet and Income Tax returns.
Documents related to establishment of entity, identity and address proof documents.
Property title documents


     Please follow the following link to Lease Rent Discounting Template created and published by me on Finance 3.0:

Sunday, November 22, 2009

FCCB Basics

What is Foreign Currency Convertible Bond (FCCB)?


A Foreign Currency Convertible Bond (FCCB) is a type of convertible bond issued in a currency different than the issuer's domestic currency. 

In other words, the money being raised by the issuing company is in the form of a foreign currency. It gives two options:



a   One is, to get the regular interest and principal and
b)  The other is to convert the bond in to equities. It is a hybrid between bond and stock.
How FCCB is different to Company while raising though Equity and Debt?
Equity
Immediate Equity dilution, and
Dividend distribution
Debt
High Interest rate in borrowing
High Coupon rate in Bond
ECB is limited to capital goods, capacity augmentation, and overseas acquisitions
FCCB
Very low coupon/interest as compared to debt
No immediate dilution of equity
No cash payment in good market conditions
All transactions in foreign currency



ADVANTAGES TO ISSUER


ADVANTAGES TO INVESTORS
·         It may appear to be more stable and predictable than their domestic currency.
·         Safety of guaranteed payments on the bond.
·         It gives issuers the ability to access investment capital available in foreign markets.
·         Can take advantage of any large price appreciation in the company's stock
·         Companies can use the process to break into foreign markets.
·         Redeemable at maturity if not converted
·         The bond acts like both a debt and equity instrument. Like bonds it makes regular coupon and principal payments, but these bonds also give the bondholder the option to convert the bond into stock.
·         Easily marketable as investors enjoys option of conversion in to equity if resulting to capital appreciation.
·         It is a low cost debt as the interest rates given to FCC Bonds are normally 30-50 percent lower than the market rate because of its equity component.
·         To bring down their exposure in one country by diversifying their portfolio.
·         Conversion of bonds into stocks takes place at a premium price to market price. Conversion price is fixed when the bond is issued. So, lower dilution of the company stocks.
·         Investors buy FCCBs not as an instrument of debt but for the lure of equity.


Are there any disadvantages to the Investors And Company?
Yes, like any financial instrument, FCCBs also have disadvantages. Some of these are:
ü  The exchange risk is more in FCCBs as interest on bond would be payable in foreign currency. Thus companies with low debt equity ratios, large forex earnings potential only opted for FCCBs.


ü  FCCBs mean creation of more debt and a forex outgo in terms of interest which is in foreign exchange.


ü  In case of convertible bond the interest rate is low (around 3 to 4 per cent) but there is exchange risk on interest as well as principal if the bonds are not converted in to equity.


ü  If the stock price plummets, investors will not go for conversion but redemption. So, companies have to refinance to fulfill the redemption promise which can hit earnings.


ü  It will remain as debt in the balance sheet until conversion.




RBI recent Guidelines:
In December 2008, RBI relaxed guidelines of FCCBs to companies by allowing premature buy-back of FCCBs through rupee resources


On March 13, 2009, RBI further liberalized the norms by extending the deadline for companies to complete the buyback by nine months from March 31, 2009 to December 31, 2009


In April 2009, under approval route, RBI relaxed amount of buy back from $50 Mn of the redemption value per company to $100 Mn


The FCCBs bought back/repurchased from the holders must be cancelled and should not be re-issued or re-sold.


In detailed analysis on the same ………….


RBI's recent policy changes: FCCB buyback route


In order to cushion the effects of the global financial slowdown on the Indian economy, the RBI announced that it will consider proposals for FCCB buyback under the approval route if funding for such buyback is financed either out of:
• Existing foreign currency resources of the company held in India or abroad; or
Fresh external commercial borrowing (ECB).


The RBI's quick fix move has been viewed in some quarters as inadequate because:


FCCB issuers did not have adequate overseas foreign currency resources;
It would be difficult to raise more ECB especially for discharging existing debt; and
The buyback, permissible under the approval route, would still require the RBI's approval which may be time consuming and discretionary.


In a circular of 8 December 2008 (Circular)2, the RBI further liberalized the buyback process by permitting FCCB buyback under the automatic route and also permitting use of Indian Rupee proceeds for buyback (subject to certain conditions).


The Circular permits FCCB issuers to buy back FCCBs under the automatic route and approval route subject to the following conditions:




Specific conditions for Automatic route
Specific Conditions for Approval Route
Internal accruals
Buyback of FCCBs out of internal accruals is not permitted.


Buyback of FCCBs out of internal accruals is permitted subject to prior approval of the RBI and fulfillment of conditions listed below.


Discount on book value


The buyback of the FCCB is done at a discount of at least 15 per cent on the book value.


The buyback value of the FCCB is done at a minimum discount of 25 per cent on the book value.
Funding for buyback


Funds used for buyback are either out of:


existing foreign currency funds held either in India (including funds held in an "Exchange Earners" Foreign Currency Account with an AD3 in India) or abroad; and/or


• Fresh ECB is raised in conformity with the current ECB norms. If the fresh ECB is coterminous with the residual maturity of the original FCCB and is for less than three years, the all-in-cost ceiling should not exceed six month LIBOR plus 200 bps; and in other cases as per the existing guidelines of the RBI.


The funds used for the buyback
are:


Out of internal accruals, to be evidenced by the statutory auditor of the issuer and a bank's4 certificate; and


The total amount of buyback does not exceed US$50m of the redemption value per company.


General conditions for FCCB Buyback applicable under both routes:


Compliance


The FCCBs that are proposed to be bought back should have been issued in compliance with the extant guidelines and registered with the RBI. Further, the issuer should not have any pending proceedings for contravention of the Foreign Exchange Management Act 1999 (FEMA).


Cancellation of FCCBs


The FCCBs bought back must be cancelled and cannot be re-issued or resold.


FCCB holder's consent


The right of buyback is vested with the FCCB issuer but the FCCB holder's consent will be required for actual buyback. This would mean that the FCCB buyback will not have any effect on the FCCB holders not opting for the buyback.


Escrow account


FCCB issuers are required to open an escrow account with the branch or subsidiary of an Indian bank overseas or an international bank to ensure that the funds proposed to be used for the buyback are earmarked and not used for any other purpose.


Filing requirements


After completion of the buyback procedure the FCCB issuer is required to make the following filings with the AD:
ECB2 form prescribed under the guidelines issued from time to time by the RBI under the FEMA on ECBs (ECB Guidelines); and
Report stating details of the buyback including outstanding amount of the FCCBs, book value of the FCCBs, rate at which the FCCBs were bought back, amount paid and the source of funds.




Points to ponder:


·         Increase (from $50M to $100M) in limit of premature buy-back of FCCBs using Indian currency - Very less impact because of unavailability of sellers and a scarcity of funds with Indian companies.


·         Another option is to buy back those bonds using foreign currency reserves or through fresh borrowing in foreign currency (No limit) - But raising funds in foreign markets at this moment is a big challenge (Global credit crunch).


·         So it benefits only those companies who have enough cash in their internal accruals - But there are not many companies.








Parting thought …


"Some debts are fun when you are acquiring them, but none are fun when you set about retiring them.  
~ Ogden Nash