Contents

Cover

Series

Title Page

Copyright

Dedication

Preface

About the Author

1: Main Strategic Equity Derivative Instruments

1.1 EQUITY FORWARDS

1.2 EQUITY SWAPS

1.3 STOCK LENDING AND BORROWING

1.4 CALL AND PUT OPTIONS

1.5 Dividend Swaps

1.6 VARIANCE SWAPS AND VOLATILITY SWAPS

2: Equity Capital Markets Products

2.1 MAIN EQUITY CAPITAL MARKETS PRODUCTS

2.2 INITIAL PUBLIC OFFERINGS

2.3 CASE STUDY: GOOGLE'S DUTCH AUCTION IPO

2.4 RIGHTS ISSUES (OR RIGHTS OFFERINGS)

2.5 RIGHTS ISSUES OF CONVERTIBLE BONDS

2.6 ACCELERATED BOOK-BUILDINGS

2.7 AT THE MARKET OFFERINGS

3: Convertible Bonds and Mandatory Convertible Bonds

3.1 INTRODUCTION TO CONVERTIBLE BONDS

3.2 WHO BUYS CONVERTIBLE BONDS?

3.3 CONVERTIBLE BONDS: THE ISSUER PERSPECTIVE

3.4 CASE STUDY: INFINEON'S CONVERTIBLE BOND

3.5 DELTA SHARE REPURCHASE STRATEGY

3.6 MANDATORY CONVERTIBLE BONDS

3.7 RATIONALE FOR ISSUING MANDATORY CONVERTIBLES

3.8 RATIONALE FOR INVESTING IN MANDATORY CONVERTIBLES

3.9 FIXED PARITY MANDATORY CONVERTIBLES

3.10 VARIABLE PARITY MANDATORY CONVERTIBLES

3.11 DIVIDEND ENHANCED CONVERTIBLE SECURITIES

3.12 CASE STUDY: UBS's DECS

3.13 SPECIAL CLAUSES IN CONVERTIBLES

3.14 CONTINGENT CONVERTIBLES: FRESHES, CASHES AND ECNS

4: Strategic Equity Transactions around Convertible/Exchangeable Bonds

4.1 ISSUING AN EXCHANGEABLE WITH A THIRD-PARTY GUARANTEE

4.2 ISSUING A CONVERTIBLE THROUGH A THIRD PARTY

4.3 CRYSTALLIZING A GAIN IN A CONVERTIBLE INVESTMENT THROUGH WARRANTS

4.4 MONETIZING A STAKE WITH AN EXCHANGEABLE PLUS A PUT

4.5 INCREASING LIKELIHOOD OF CONVERSION WITH A CALL SPREAD

4.6 DECREASING LIKELIHOOD OF CONVERSION WITH A CALL SPREAD

4.7 DOUBLE ISSUANCE OF EXCHANGEABLE BONDS

4.8 BUYING BACK CONVERSION RIGHTS

4.9 BUYING BACK CONVERTIBLE/EXCHANGEABLE BONDS

4.10 PRE-IPO CONVERTIBLE BONDS

5: Hedging and Yield Enhancing Strategic Stakes

5.1 HEDGING A STRATEGIC STAKE

5.2 YIELD ENHANCEMENT OF A STRATEGIC STAKE

6: Disposal of Strategic Stakes

6.1 MOST COMMON DISPOSAL STRATEGIES

6.2 DETERMINISTIC DISPOSAL STRATEGIES

6.3 ENHANCED DISPOSAL STRATEGIES

6.4 DERECOGNITION STRATEGIES

6.5 COMBINATION OF ABB AND A CALL OPTION/EXCHANGEABLE

7: Strategic Equity Derivatives in Mergers and Acquisitions

7.1 KEEPING VOTING RIGHTS IN PROXY CONTESTS

7.2 SUBMITTING RESOLUTIONS TO AN AGM

7.3 INCREASING LIKELIHOOD OF SUCCESS OF A MERGER ARBITRAGE POSITION

7.4 AVOIDING MANDATORY OFFER RULES

7.5 INCREASING LIKELIHOOD OF SUCCESS OF A TAKEOVER

8: Stock Options Plans Hedging

8.1 MAIN EQUITY-BASED COMPENSATION PLANS

8.2 IFRS ACCOUNTING FOR EQUITY-BASED COMPENSATION PLANS

8.3 CASE STUDY: ABC'S ESOP AND SAR

8.4 MAIN ESOP/SAR HEDGING STRATEGIES

8.5 HSBC'S PERFORMANCE SHARE PLAN

9: Equity Financings

9.1 CASE STUDY: EQUITY COLLATERALIZED BOND

9.2 SALE + EQUITY SWAP

9.3 PREPAID FORWARD + EQUITY SWAP + PLEDGE

9.4 REPO FINANCING

9.5 STOCK LOAN FINANCING

9.6 PUT FINANCING

9.7 COLLARED FINANCING

9.8 REVOLVING MARGIN LOAN FACILITIES

10: Share Buybacks and Other Transactions on Treasury Shares

10.1 OPEN MARKET REPURCHASE PROGRAMS

10.2 ACCELERATED REPURCHASE PROGRAMS

10.3 VWAP-LINKED REPURCHASE PROGRAMS

10.4 PREPAID COLLARED REPURCHASE PROGRAMS

10.5 DEEP-IN-THE-MONEY CALL PURCHASE

10.6 ASIAN CALL PURCHASE

10.7 PUBLICLY OFFERED REPURCHASE PROGRAMS

10.8 PUBLIC OFFER OF PUT OPTIONS

10.9 PRIVATE SALE OF A PUT OPTION

10.10 ACQUISITION OF SHARES WITH A RANGE ACCRUAL

10.11 OTHER TRANSACTIONS ON TREASURY SHARES

11: Bank Regulatory Capital

11.1 AN OVERVIEW OF BASEL III

11.2 TIER 1 CAPITAL

11.3 TIER 2 CAPITAL

11.4 DEDUCTIONS FROM COMMON EQUITY TIER 1 CAPITAL

11.5 OTHER CAPITAL BUFFERS

11.6 TRANSITIONAL ARRANGEMENTS

11.7 LEVERAGE RATIO

11.8 LIQUIDITY COVERAGE RATIO

11.9 NET STABLE FUNDING RATIO

11.10 CASE STUDY: CALCULATION OF MINORITY INTERESTS

11.11 CASE STUDY: CREATING MINORITY INTERESTS

11.12 CASE STUDY: REDUCING RISK WEIGHTING

11.13 CASE STUDY: RELEASING COMMON EQUITY

11.14 CASE STUDY: REDUCING AN UNCONSOLIDATED FINANCIAL STAKE

11.15 CASE STUDY: COMMERZBANK'S CAPITAL STRUCTURE ENHANCEMENT WITH CREDIT SUISSE

Bibliography

Index

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