Convertible Debentures: A Comprehensive Guide

What are convertible debentures?

One type of long-term hybrid debt instrument is a convertible debenture. Convertible debentures are a means for a business to acquire money for growth or working capital requirements. You have the choice to convert your convertible debentures into equity shares at a certain date. 

These plans provide set interest payments on a monthly, yearly, or cumulative basis. Furthermore, you have the option to exercise your right to exchange the holding for shares of the firm when it matures. Each issue's conversion factor is unique. Businesses issue convertible debentures in order to profit from the tax advantages associated with interest payments. Debentures often have no collateral security attached to them. Because a convertible debenture may be converted into equity shares, it lowers the risk associated with owning unsecured debt investment.
 

Example of Convertible Debenture

Let's look at illustration of how convertible debentures function: Assume you own convertible debentures worth ₹ 2 lakh that have annual interest rate of 4%. It provides a 1:20 ratio conversion to equity upon maturity. This implies that you will receive 20 equity shares for each debenture with a value of ₹ 1,000.

At the time of the debenture issue, the issuer determines the conversion ratio. The debenture may be held to maturity without being converted into equity. It offers you the option to choose based on market conditions. Conversion is advantageous if the share price is high; if the stock is not performing well, you may choose not to convert.

By giving the bondholder this option, some of the dangers related to investing in unsecured debt are reduced.
 

Types of Convertible Debentures

Investors in this asset class can choose between the following two types of convertible debentures:

1. Partially Convertible Debentures: Debentures that are partially convertible combine characteristics of both convertible & non-convertible debentures. In this case, only a portion of the debentures may be converted to equity at a given moment by the firm. 

You receive your money back at maturity, & the remaining portion accrues interest on schedule. Debentures that are partially convertible shield organization's equity against dilution. The issuer offers partly convertible debentures & determines the overall debt-equity balance after carefully weighing the tax consequences.

2. Fully Convertible Debentures: These loan instruments allow you to convert all of your debt into firm equity shares at a predetermined date. When the debenture is issued, the terms of conversion are stated. Typically, newly established businesses with short track records provide completely convertible debentures. Investors find this option appealing since it provides greater interest rates together with equity ownership.

Convertible debentures are a type of debt instrument that can be converted into equity shares of the issuing company after a certain period, providing the bondholder with potential ownership. In contrast, non-convertible debentures do not have this option & remain purely debt securities until maturity.
 

Fully Vs Partially Convertible debentures

Optionally Convertible Debentures

Optionally Convertible Debentures (OCDs) are hybrid financial instruments that combine features of both debt & equity. Issued by companies to raise capital, OCDs pay interest to investors until maturity. The unique aspect of OCDs is the option for investors to convert them into equity shares at a predetermined price & time, based on specific conditions. This flexibility allows investors to benefit from potential equity appreciation while receiving fixed interest payments. Companies favour OCDs as they provide a way to attract investment without immediately diluting equity.
 

Compulsorily convertible debentures (CCD)

Bonds that, at maturity, must be converted by investors into business stock are known as compulsory convertible debentures. Investors gain from this structure as well, as they will eventually own business shares & get a fixed interest income, enabling the company to pay down its debt without depleting cash reserves.

Features of Convertible Debentures

Let's examine the salient characteristics of convertible debentures in more detail:

1. Rate of Conversion: The rate of conversion of a debenture is the quantity of equity shares you obtain upon conversion.

2. Cost of Conversion: The conversion price, which is stated at the time of issue, is the price of equity share at which a debenture holding is converted. Depending on a stock's market price, book value, anticipated price movement, mood in the market, etc., the issuers determine a conversion price. Although a high conversion price may not be preferred by investors, it keeps equity dilution low in the company's books.

3. Convertible Value: The amount of equity shares multiplied by the current share price is the value you will get upon conversion.

4. Quantum of Conversion: The quantum of conversion is the proportion of debenture holdings that are converted into equity shares. At the time of debenture issuance, the issuer determines the quantity. The quantum is a portion of the face value of the debenture.

5.Conversion Date: This is the day on which you can exchange your ownership of debentures for equity shares. It is contingent upon the terms of the specific debenture issue as well as the debenture's duration.

6. Interest: Issuers' interest rates on debentures differ based on a variety of factors, including their credit standing, track record of performance, payment history, & reputation. Interest is paid either annually or semi-annually, & it is defined at the time of issuance. After the debenture holding is converted to equity, the coupon expires.

7. Premium: A premium is the amount that separates the market price of equity share at the moment from the price of a debenture. It assists you in determining the premium that a debenture would cost you over direct equity. Debentures offer a set coupon, but the risk is reduced. Hence, before making investment, the premium aids in balancing risk & reward.
 

Advantages of Convertible Debentures

The following are some ways that you can benefit from convertible debentures' hybrid nature:

1. Fixed Interest: Like fixed deposits, convertible debentures typically pay out a fixed interest rate. In most cases, interest rates are greater than those on fixed deposits. It makes sense if you're searching for steady profits.
2. Equity Upside: The option to convert your ownership into equity is the most alluring aspect of convertible debentures. It enables you to gain from the future upside potential of stock.
3. Conversion Option: You are under no need to convert your holding into equity shares, although you are free to do so. You can maintain the debenture until maturity & keep receiving interest payments if you think the stock price is unfavourable.
4. Lower Risk: Owning direct stocks entails a risk of volatile markets & maybe even negative profits. The finest features of both fixed income & equity choices are combined in convertible debentures.
5. Preference: In the case of insolvency or liquidation, holders of debentures have the right of precedence over equity.
 

Disadvantages of Convertible Debentures

Interest rates on convertible debentures are lower than those on conventional debt instruments issued by a corporation because of the stock conversion option. Reduced fixed interest translates into more upside potential.

1. Equity Risk: The price of equity shares may fluctuate. The value of your investment after conversion will decrease if the share price drops.
2. Default Risk: Unlike fixed deposits, debenture investments are also subject to default risk.
3. Rights of Investors: In the case of a liquidation, holders of convertible debentures are not entitled to first dibs on the company's assets, but investors holding conventional bonds & debt instruments do.
 

Conclusion

Convertible & non-convertible debentures are a kind of finance instruments which are suitable for the different kind of investor, depend upon one wants to be owner or the debtor. Convertible debentures meaning is really simple that a kind of debenture which can get convert into equity at a predetermine rate at pre determine price.