IDBI outrages investors by seeking conversion of bonds

Tags: bonds, IDBI, Banking
IDBI Bank is pushing investors of $140 million of its bonds to accept a controversial change in terms that grant the state-run lender the right to write down the debt or convert them into shares.

IDBI is seeking the change for the Basel II-compliant bonds sold in December of 2012, which have no maturity but are redeemable in 10 years. The lender wants to make them compliant with newer Basel III capital norms, according to a letter sent to investors seen by Reuters. It asks investors to provide permission within 30 days of receiving the communication.

Yet the letter, dated January 30, makes no mention of any additional compensation to investors, sparking outrage about what is seen as a brazen attempt by a lender to force through changes unfavourable to the holders of the debt.

The letter comes as critics are denouncing Basel III-compliant bond sales from Indian banks as offering excessively low compensation without enough explanation about the risks.

Indian banks need to raise at least 5 trillion rupees in capital to comply with Basel III norms by March 2018, at a time when the sector continues to struggle with bad loans and weak profitability.

Banks are thus seeking to keep their borrowing costs down, but some analysts worry mispriced Basel III bond sales create more systemic risks in the sector.

"This is not a banana republic," said an official at a domestic institution that holds the IDBI bonds under dispute.

"This is a pure breach of trust. We are not keen to convert these bonds to Basel III. Let them buy back or extinguish the bonds and issue a new tranche," he added.

When contacted by Reuters, IDBI Chairman and Managing Director M.S. Raghavan said the lender was ready to offer additional compensation, while noting investors had the option to hold onto the debt under existing terms.

"We are not going to forcibly convert these bonds. It is only an option that we are trying to judge from the investor," Raghavan said.

"If the letter sounds like we are not giving them any option then we will edit and resend the letter."

However, the investor at the domestic institution said on Thursday he had not been contacted by IDBI beyond the letter. Another investor told Reuters on Wednesday he had also not been informed about alternative options by the lender.

"If you go by the letter, it is simply imposing a completely new structure without mentioning any change in the pricing. We feel pushed to accept a tighter spread despite higher risk," said the second investor.

IDBI had raised nearly 9 billion rupees of the Basel II perpetual Tier I bonds at 9.40 percent in December 2012, before Basel III rules were implemented.

IDBI's letter comes as other issuers are facing criticism for selling riskier Basel III bonds at yields that may not reflect the risks in the debt.

India's corporate bond markets are only two decades old, and lack the sophisticated products of more developed markets. The central bank, for example, just last month re-introduced bond futures, allowing investors to hedge their debt exposure.

Under a common clause of Basel III bonds, an issuer can write down the debt or convert them into common shares, thus sending debt holders to the back of the queue in any asset recovery process. The norms are meant to preserve a lender's capital in case they are found to be not viable.

As a result, in developed markets, a Basel III Tier I bond is priced about 250-300 basis points above Basel II. Yes Bank Ltd (YESB.NS), the first Indian bank issuer sold a Basel III Tier I at 10.5 percent, although dealers said traders felt it should have yielded around 14 percent.

The perceived mispricing is also being influenced by credit agencies which have assigned top ratings with the understanding that banks in India would be backed by the government.

However, India has a history of forced bank mergers. IDBI itself has first-hand experience after it acquired a private lender called United Western Bank in 2006 that the government was keen to have sold because of bad loans.

At the same time, Indian banks can ill afford paying excessive borrowing costs given their weak financial standings.

IDBI Bank's net profit in the October-December quarter plunged 75 percent, so far the steepest among mid- and large-size banks in India, as net bad loans rose to 2.9 percent of total assets from 1.93 percent.

"We have avoided recommending or investing in bank perpetual and upper Tier II as we have never found the spreads on offer commensurate to the risk," said Arvind Chari, head of fixed income and alternatives at Quantum Advisors.

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