RE: SM Exchangeable Bond?21 Aug 2019 18:37
I think SXX do stick to one name for them - "Convertible".
The TR-1 is filed by the shareholder, in this case Citi, who choose their own text, dates and numbers...
There is nothing hybrid here - the Bonds are convertible into SXX shares by means of a financial soft-shoe shuffle that occurs when a bondholder notifies the issuer that he wishes to convert his bond...in the first instance, he gets a preference share in Sirius Minerals Finance No.2, then this is automatically converted into shares in SXX:
"Subject to and as provided in the terms and conditions of the Bonds, each Bond shall entitle the holder to convert each U.S.$200,000 principal amount of a Bond into one fully paid Preference Share, with each such Preference Share being issued and allotted at a price equal to the Paid-Up Value. All Preference Shares issued on conversion of the Bonds shall (without any further action being required to be taken by the relevant Bondholder) automatically be transferred on and as at the relevant Conversion Date from the relevant Bondholder to the Guarantor and in consideration therefor the Guarantor shall either issue or transfer and deliver to the relevant Bondholder such number of Ordinary Shares as is determined in good faith by the calculation agent by dividing the aggregate Paid-Up Value in respect of such Preference Shares by the Exchange Price in effect on the relevant Conversion Date (and, where necessary, rounding down to the nearest whole number of Ordinary Shares)." CB Prospectus, p.11.