| Exchangeable bonds(EB for short)refers to bonds which are legally issued by shareholders whose issuers are listed companies and are transferred into shares of the listed companies within beforehand prescribed time limit;Exchangeable bonds are based on pure debt,stock call option embedded target with stock features,whose coupon rate is lower than those of same period and rating,and there may be expired certain interest compensation.For the issuer(shareholders of listed companies),exchangeable bonds can be regarded as a way of financing,also may be the issuer as a stock holder in the means of underweight stocks;Exchangeable bonds as collateral to the underlying stocks,if fail to exercise the right to exchange,exchangeable bonds in the later is equivalent to a lower coupon,loan-to-value ratio higher equity pledge financing.In our country,may exchange the bond market is not mature.At present,China’s bond market is not yet mature,according to the total amount,development of discontinuity,the small size;Structurally,the enterprise financing excessive reliance on equity financing,and ignored the bond financing;Corporate bond issuance and rhythm can’t make adaptive response to changes in the macroeconomic indicators.Shareholders of listed companies in China for a long time the lack of legal financing channels,big shareholders to invest only after the good assets of listed companies hold the equity of idle fixed,the financing channel not free and under the premise of their own lack of funding,part of the major shareholders of listed companies desperate,illegally occupied funds of listed company,damage the interests of small and medium-sized investors.In addition,with the smooth completion of the equity division reform,more and more of the original non-tradable shares held by a shareholder equity remove restricted,into marketable state,the market has brought the huge psychological pressure,which seriously affected the smooth running of the securities market,the stock market undulatory ups and downs,if the stock market continued to fall will trigger a series of social and economic problems.The emergence of exchangeable bonds implements the plans to reduce its large shareholders as the issuer of the stock in advance can get money put into operation,and through the conversion price and conversion during design,transform the speed and scale of the stock can be controlled in advance,thereby reducing the impact of major shareholders holdings.Therefore,for the stock market,issuing exchangeable bond is equivalent to install an automatic stabilizer,the market tends to equilibrium of supply and demand,so as to minimize the impact of the "size" underweight and panic.In addition,allowing large shareholders of listed companies issuing exchangeable bonds,will be conducive to guide the major shareholders of listed companies financing through legal channels,thereby preventing the behavior of big shareholders occupy huge sum funds of listed company,improve the quality of listed companies.Exchangeable bonds issue will be conducive to China’s bond market innovation,improve the pattern of the bond market,broaden the financing channels.The Paper is based on the reduction of exchangeable bonds function as the main research content,combined with "14 Baosteel EB" case,to involve stake in an in-depth and comprehensive study.First of all,the concept of carding,to simply explain of exchangeable bonds,enterprise holdings way were analyzed;Second,"14 Baosteel EB" case for detailed description,analysis the realization of the function of the underweight;Finally make conclusion,and puts forward relevant improvements and the use of exchangeable bonds in the capital markets cut its guidance is put forward.Above all,the logic structure of this paper and the arrangement of the article structure is:This article is divided into five chapters altogether:The first chapter is the introduction part,mainly introduces the background of the selected topic significance and literature review the research status at home and abroad,for the whole thesis.The second chapter for concept part,firstly generalizes the concept of exchangeable bonds,describes the function of exchangeable bonds,and then generalizes the method of shareholders holdings,to prepare for the later research.The third chapter is overview of cases and mainly includes two parts company introduction and case introduction,company introduction including 14 EB issuers Baosteel group and Baosteel shares underlying Xinhua insurance companies is introduced;Case is introduced mainly on 14 Baosteel EB has carried on the detailed description,including its issuance and the survival time and so on,the investors were also described briefly.The fourth chapter is case analysis part,its main logic for the first analysis of the necessity of Baosteel group choose exchangeable bonds,second find 14 Baosteel EB problems existing in the offering,then from the two aspects of internal cause and external cause analysis of the causes of problems.The fifth chapter is summary section.In the chapter,the revelation of the case and advice are described,and opinions are provided,which offers some suggestions for the issue of exchangeable bonds of capital market in the future. |