C HAPTERS 9 , 18 , 19 & 20

CHAPTERS 9, 18, 19&20 Interest Rates (Chapter 9) Corporate Bonds(Chapter 18) Government Bonds (Chapter 19) Mortgage-Backed Securities(Chapter 20) Introduction to Bonds (Lecture Notes) “Gentlemen Prefer Bonds” Andrew Carnegie

What are Bonds? • Negotiable, publicly traded long-term debt securities, whereby the issuer agrees to pay a fixed amount of interest over a specified period of time and to repay a fixed amount of principal at maturity • a.k.a. “Fixed-income” Securities, “Debt Financing” • A bond is really just an IOU issued by… • A corporation – “Corporate Bonds” • A municipality (state or local) – “Municipal Bonds” • The Federal government – “Treasury Bonds” • The bondholder loans money to the bond issuer Bonds are loans. Investors who buy bonds are “loaners” instead of “owners” (stocks, equities).

Trust Indenture • Contract that sets forth the terms between the issuer and the bondholders • Describes bondholders’ rights and issuer’s obligations • Appoints a trustee to oversee that these obligations are carried out • Trustee is usually a commercial bank or a trust company • Stipulates protective covenants • Obligations of the bond issuer to keep doing business, keep equipment in good working order, make payments on time, etc.

Why Invest in Bonds? • Bondholders receive… • Interest during the life of the bond • Normally paid every six months • Principal is returned when the bond is redeemed • Typical bond maturity is from 1 to 30 years • Potential for a capital gain or a capital loss • If interest rates fall, there is a potential for a capital gain but there is also a potential for a capital loss if interest rates rise (much more about this later) • But if you intend to hold the bond to maturity (when you are paid back), capital gains or losses will not affect you • Some bonds offer tax advantages • Some bonds can be converted into stocks • “Convertible bonds” (a.k.a. “Convertibles”) • We will deal with convertibles in detail at a later time

Why Invest in Bonds? (continued) • Bondholders are first in line for repayment if there is default on the loans • After taxes & payroll expenses • (The stock holders are last in line) • Bond prices are far less volatile than stocks • But bond prices still fluctuate • Bond prices can go down and do go down when interest rates rise • Average returns over decades – 4% to 8% • 4% to 6% – Municipal and Treasury Bonds • 6% to 8% – Corporate Bonds (some pay much higher) Currently, many bonds are paying far less than their historical returns. Only a few are paying more.

Bonds and Interest Rates • By far, the most misunderstood feature about bonds is their inverse relationship with interest rates • When interest rates fall, bond prices rise • When interest rates rise, bond prices fall When interest rates fall, …bond prices rise, and vice-versa.

Bonds versus Stocks • Over the long term, stocks have outperformed bonds. So why invest in bonds? • Stocks are far more volatile (i.e. carry more risk) • Bonds offer an element of stability to your portfolio • For some investors, stocks are simply too risky • They reason: If I can obtain my long-term goals without taking on the risk of being invested in stocks, so be it • The “I-Can-Sleep-Better-At-Night” Factor • Bonds also make good intermediate-term investments • Stocks are good long-term investments • Sometimes, bonds are just screaming good deals!

The Risks of Bond Investing • Interest Rate Risk • When rates fall, bond prices rise & vice-versa • If you intend to sell the bonds in the future, a rise in interest rates can translate into capital losses • Purchasing Power Risk • The risk that your purchasing power will fall if inflation outstrips your return from bonds • Business / Financial Risk • The risk that the bond issuer will default on interest payments or principal repayments • Much less a risk with municipal and Treasury bonds • Although some muni’s have gone “belly up” in the past

The Risks of Bond Investing (continued) • Liquidity Risk • The risk that there may not be sufficient buyers when and if an investor wants to sell their bonds • Less of a problem with Treasuries / muni’s • Can be a big problem with thinly-traded bonds • Call Risk – a.k.a. Prepayment Risk • The risk that a bond will be “called away” from the investor before its scheduled maturity date • Much like a home mortgage can be refinanced • Some bonds are non-callable More about the call feature of some bonds later.

Bond Interest and Principal • Coupon Rate • The feature of a bond that defines the amount of annual interest income • a.k.a. Nominal Rate, Coupon Yield, Nominal Yield • The interest is usually paid every six months • Although a scant few bonds pay from every month to quarterly to once a year The term “coupon rate” came from the fact that bonds used to have coupons attached to them. When the interest was due, an investor was required to send the coupon into the bond issuer and the issuer would then send the bondholder the interest. To this day, earning interest from a bond is often called “clipping the coupon” even though now virtually all transactions are done electronically.

Bond Interest and Principal (continued) • Principal • The amount of capital that must be paid at maturity • i.e. The amount of the loan • a.k.a. Par Value, Face Value • The principal of most bonds is $1,000 • i.e. Bonds are denominated in $1,000 increments Putting coupon rate and principal together tells you how much interest you will receive each year. For example, a coupon rate of 7% and a principal of $1,000 gives $70 of interest each year. And since almost all bonds are denominated in $1,000 increments, knowing the coupon rate gives you the amount of interest. Therefore, normallybond investors simply refer to their bonds by the coupon rate and maturity. “I bought a 7% 30-year bond.”

Maturity Dates and Bonds • Maturity Date • The date on which a bond matures and the principal must be repaid • Term bonds mature all at once • They are the most common • For example, a company will issue 20-year bonds that all mature in 20 years on the same date • Serial bonds have a series of maturity dates • For example, a company may issue “series” of 20-year serial bonds with 20 maturity dates, each series maturing each year for 20 years • Each year, a certain portion of the issue would come due and be paid off (i.e. the series matures)

Maturity Dates and Bonds (continued) • Bonds versus Notes • Technically, there is a difference between a bond and a note • Notes mature in 2 to 10 years • Bonds mature in 10 or more years • Usually 20 to 30 years • Some bonds mature in 50 or 100 years • Railroads and other industries of the late 19th century • A very small number of bonds never mature • They are often referred to as perpetuities or consols However, in practice, most investors (including myself) use the term bond to refer to both bonds and notes.

Call Provision of Bonds • Call Provision • Provision that specifies whether and under what circumstances the issuer can retire (prepay) the bond prior to the maturity date • If interest rates drop, just as a homeowner would want to refinance their mortgage, a bond issuer would want to refinance their bond loans • The issuer “calls in” the bonds • The bonds are “called away” from the bond investor • a.k.a. Prepayment of bonds All others factors being equal, investors would prefer non-callable bonds to callable bonds.

Call Provision of Bonds (continued) • Three Types of Call Provisions • Freely Callable • Can be retired at any time • Non-callable • The issuer is prohibited from retiring the bond before the maturity date • Deferred Call • a.k.a. Call Protection Period, Call Deferment Period • The issuer must wait for a certain length of time to pass before the bonds can be called Most corporate and municipal bonds are freely callable or have a deferred call. Treasuries are always non-callable. Which of the above provisions is the least desirable? Which is the most desirable?

Call Provision of Bonds (continued) • Call Premium • The amount that is added to a bond’s par value and paid to investors when a bond is retired prematurely • Example: $85 premium • Like the “prepayment penalty” of a home mortgage • Call Price • The price the issuer must pay to retire a bond prematurely • Equal to the par value plus the call premium • Example: $1,000 par + $85 premium = $1,085 call price If there is no call premium, the bond is said to be “callable at par.”

Principals of Bond Price Behavior • Premium Bond • A bond with a market value greater than the par value • Occurs when prevailing interest rates drop below the coupon rate • Discount Bond • A bond with a market value lower than par value • Occurs when prevailing interest rates are greater than the coupon rate • Also occurs when and if the investment community believes that the bond issuer is in danger of defaulting on interest payments or principal payments If there is no premium nor discount, the bond is said to be “selling at par.”

Principals of Bond Price Behavior (continued) • “Wait a minute. Why would a bond sell at a premium or a discount to its par value? • If the loan is for $1,000, the bond would always sell for $1,000, right?” • No. Since the interest rate of your bond doesn’t change (it is fixed), the price of the bond changes to reflect the change in the prevailing interest rates within the financial industry Remember the image of the see-saw?

Principals of Bond Price Behavior (continued) • Example 1 – Premium: Bond paying 10% • The bond’s face value is $1,000 • The bond’s interest per year is $100 • 10% of $1,000 = $100 • Interest rates fall to 8% • Now, investors have to pay $1,250 to get the same amount of interest • 8% of $1,250 = $100 • The result is your bond is now worth more than it was (capital gain if sold) • The bond could be sold at a high premium

Principals of Bond Price Behavior (continued) • Example 2 – Discount: Bond paying 10% • The bond’s face value is $1,000 • The bond’s interest per year is $100 • 10% of $1,000 = $100 • Interest rates rise to 12% • Now, investors need only pay $833.33 to get the same amount of interest • 12% of $833.33 = $100 • The result is your bond is now worth less than it was (capital loss if sold) • The bond would be sold at a large discount

Principals of Bond Price Behavior (continued) • The amount of the premium or discount is not only related to the amount of the fall or rise of interest rates • In general, the greater the fall or rise in interest rates, the greater the premium or discount • The maturity date is also very important • In general, the longer the maturity, the greater the premium or discount Just like a see-saw, the farther out you are, the greater the rise or fall. This is why long-term bonds are riskier than short-term bonds. Interest Rates Rise 2 yr 10 yr 30 yr Price of Bonds Fall

Principals of Bond Price Behavior (continued)

Principals of Bond Price Behavior (continued) • In general, • Long-term bonds exhibit greater price volatility • And a greater opportunity for capital gain or loss • Intermediate-term and short-term bonds exhibit lesser price volatility • And a lesser opportunity for capital gain or loss • Bonds very close to maturity act very similar to short-term investments such as money markets However, if you intend to keep the bonds until they mature, then you are not concerned about the price volatility. You will always receive the par value of the bond (except in the rare case of a bond default).

Principals of Bond Price Behavior (continued) When would you be buying bonds? When would you be selling?

Treasury Bonds & Notes • Treasuries, Governments, T-bonds, T-notes • Treasury Notes • 2 to 10 years • Treasury Bonds • Greater than 10 years • Treasury Inflation-Indexed Obligations – TIPs • Principal is adjusted each year by inflation rate • Agency Bonds (example: Gov’t National Mortgage Assoc.) • Not direct obligations of the United States Treasury • Technically not the same weight as Treasuries • But considered very safe with almost no risk of default (Example: Fannie & Freddie were bailed out in the debacle!) Don’t confuse T-bonds & T-notes with Treasury Bills (T-bills). T-bills are short-term debt obligations. Treasuries are exempt from state income taxes.

Treasury Bonds & Notes (continued) • Treasury Inflation-Indexed Obligations – TIPs • A type of Treasury security that provides protection against inflation by adjusting investor returns for the annual rate of inflation • Initially, pay less interest than other Treasuries but… • Par value is adjusted upward each year to keep pace with inflation, therefore… • The interest payment goes up every year as the par value increases, however… • You must pay taxes on the interest and the increase in the par value even though you did not receive the increase in par value as cash

Mortgage-Backed Bonds • A debt issue secured by a pool of home mortgages; issued primarily by government-sponsored entities • A type of agency bond that pools together home mortgages and repackages them into bonds • a.k.a. Pass-through Securities, Participation Certificates, Collateralized Mortgage Obligations (CMOs), Collaterialzed Debt Obligations (CDOs), Mortgage-Backed Securities • Monthly payments consist of interest and principal • Responsible for 70% of home loan funding • Government National Mortgage Association (“Ginnie Mae”) • Federal Home Loan Mortgage Corporation (“Freddie Mac”) • Federal National Mortgage Association (“Fannie Mae”) For decades, Fannie & Freddie had been very successful. They were hit hard in the 2008/2009 crisis. Much of the crisis revolved around these CDO’s / MBS’s.

Asset-Backed Securities • “Securitization” • The process of transforming lending vehicles such as mortgages into marketable securities • But can be done with almost any debt or asset • Success of mortgage-backed bonds spread into… • Asset-Backed Securities • Securities similar to mortgage-backed securities that are backed by a pool of bank loans, leases, and other assets • Car loans, credit card loans, patents, stocks and bonds, even David Bowie – “Bowie Bonds” • a.k.a. Collateralized Bond Obligations (CBOs), Structured Investment Vehicles (SIVs)

Municipal Bonds • Municipal Bonds – a.k.a. Muni’s, Muni Bonds • Debt securities issued by states, counties, cities, and other political subdivisions; most of these bonds are tax-exempt (free of Federal income tax on interest income) • But capital gains, if any, are not tax-exempt • Careful! Some are not tax-exempt if you are subject to the Alternative Minimum Tax (AMT) • Municipal bonds are very popular with individual investors • Especially high income and high net worth taxpayers • Some muni bonds are insured (desirable feature)

Municipal Bonds (continued) • Types of Municipal Bonds • General Obligation Bonds (a.k.a. GOs) • Municipal bonds backed by the full faith, credit, and taxing power of the issuer • Revenue Bonds • Municipal bonds that require payment of principal and interest only if sufficient revenue is generated by the issuer • Less desirable than GO bonds – Why? • Special Tax Bonds • Municipal bonds that are payable from the proceeds of a special tax • Propositions R and Z bonds are Special Tax Bonds • The South Bay voters had to approve the tax

Municipal Bonds (continued) • Municipal Bond Tax Advantages • Free from Federal income taxes • Taxable Equivalent Yield for Federal tax-exempt • If purchased by investors in that municipality, they are also often free from state and local taxes • Taxable Equivalent Yield for both Federal & state tax-exempt • Example: California taxpayers do not have to pay Federal income tax nor California income tax on California Municipal Bonds • The higher the tax bracket of the investor, the higher the taxable equivalent yield • However, capital gains, if any, are never exempt

Corporate Bonds • Secured • Senior Bonds – a.k.a. Senior Lien Bonds • Backed by a claim on specific property of the issuer • Mortgage Bonds (example: real estate) • Collateral Trust Bonds (example: airplanes, railroad equipment) • Junior Bonds – a.k.a. Junior Lien Bonds • a.k.a. Second Mortgage Bonds • Second in priority (like a second mortgage on your home) • Unsecured • Debentures, Subordinated debentures • Backed by the “full faith and credit” of the corporation • Income Bonds • Unsecured bonds requiring that interest be paid only after a certain amount of income is earned

Zero-Coupon Bonds • Bonds with no coupons (i.e. no interest payments) that are sold at a deep discount from par value • Instead of receiving interest in cash, the bonds simply accrue (grow) in value until maturity • Example: $1,000 bond maturing in 20 years at 6.25% would cost $300 • After 10 years, it would be worth $550 • Disadvantages • Very sensitive to interest rate changes exhibiting wide price swings • The IRS expects you to pay taxes on the accrued interest even though you didn’t receive it in cash! • Often used in tax-sheltered accounts such as IRAs

Junk Bonds • High-risk securities that have low ratings but produce high yields • a.k.a. High-yield bonds, non-investment grade • Issued primarily by corporations but there are some municipal junk bonds • Traditionally, reserved for bonds that were in distress • In the 1980’s, junk bonds became an industry as companies not large enough to issue bonds began to issue bonds with very high interest rates • Very high risk but often offer the opportunity for large capital gains as well as high income • Unlike most all bonds, junk bonds tend to follow the stock market (a.k.a. high correlation with stocks)

Foreign Bonds • U.S.-Pay Bonds • Interest and principal payments paid in U. S. dollars • a.k.a. Dollar-Denominated Bonds • No risk of currency fluctuations • Foreign-Pay Bonds • Interest and principal payments paid in foreign currencies • Incur currency fluctuation risk along with all the normal risks associated with bonds • If the U.S. dollar rises relative to the foreign currency, the value of the bond will fall • If the U.S. dollar falls relative to the foreign currency, the value of the bond will rise • Very difficult for an individual investor to purchase • Best done via a global bond mutual fund

Bond Ratings • Letter grades that designate investment quality and are assigned to a bond issue by rating agencies • The higher the rating, the better the quality of the bond • Two largest rating agencies • Standard & Poor’s • Moody’s • Think of them as “idiot lights” on your dashboard In the wake of the 2001/2002 corporate scandals, the rating agencies were caught completely off guard. They didn’t downgrade Enron and WorldCom until they were practically in default. They were again called to task because of the 2008/2009 mortgage-backed bond crisis. Yep, you guessed it! They screwed up again, but this time, they almost brought down the entire economy!

Bond Ratings (continued) Anything Baa or BBB or above is “investment-grade.”

Bond Ratings (continued) • The rating agencies further fine tune their ratings • Standard & Poor’s might add a “+” or a “-” its rating • Example: AAA, AA+, AA, AA-, A+, A, A-, BBB+, BBB, BBB-, etc. • Moody’s might add a “1,” “2,” or “3” • Example: Aa1, Aa2, Aa3, Kinda’ silly, dontcha’ think?

Bond Trading • Bond trading is very difficult for retail investors • Trading volume is often thin • Most bonds trade over-the-counter • Bond traders normally trade in the $100,000 range • Expect poor prices for transactions under $10,000 • Unless you are big, don’t expect to be treated well • Remember John Meriweather? • Investors use banks and other entities to trade bonds (as well as brokers) • Example: The Bond Buyer • Exceptions are Treasury bonds, notes, & bills • Can be purchased directly from the Treasury • http://www.treasurydirect.gov

Bond Quotes • Bonds are normally quoted as a percentage of par • Example: 97.25 means 97.25% of par • Since par is almost always $1,000, one bond would cost 97.25% * $1,000 = $972.50 • (Or simply multiply the 97.25 times 10) • (Move the decimal point one to the right) 97.25 is a bond quote for a bond selling at a discount. A bond selling at a premium would be quoted over 100. A bond selling at par would be quoted at 100. You can use www.finra.org for bond quotes. (I think they are using Morningstar for their bond quotes.)

CHAPTERS 9,18,19 & 20 Interest Rates (Chapter 9) Corporate Bonds(Chapter 18) Government Bonds (Chapter 19) Mortgage-Backed Securities(Chapter 20) Introduction to Bonds (Lecture Notes) Next week: Chapter 10, Bond Prices, Valuation and Yields

C HAPTERS 9 , 18 , 19 & 20