Santander delivers a shock

The additional tier 1 (AT1) market for bonds is a relatively new addition into the world of finance. They are a mix between debt and equity, essentially meaning that when a bank’s capital ratio falls below a certain level, the AT1 bonds are converted to equity, or shares in the bank. They were introduced by regulators during the 2008 financial crisis, where worries about both banks’ solvency and liquidity brought the global financial system to its knees [1]. So far, coverage on them has been limited, given that fortunately we have yet to see another major event of the same proportions as the financial crisis. However, last week we saw a relatively unusual event, that had not been seen since more than a decade ago.

The first thing to note is that these AT1 bonds have perpetual maturity; in essence, there is no “maturity date” for these bonds so a sum needs to be paid each year, in theory, in perpetuity, unless the bank pays the whole amount in advance. However, a convention is in place whereby investors in these bonds acknowledge that they will be repaid at the earliest possible date, usually around 5 years after the bond has been sold [2]. However, last week Santander opted to roll over an AT1 bond, which is highly unusual given what has been happening for the past 10 years [3]. The news spooked investors in Santander as they sent Santander’s share price falling lower on Wednesday morning. While the decision makes sense for Santander for purely economical reasons, it jeopardises the global AT1 market as investors no longer can claim almost absolute certainty that these bonds will be called on their redemption date. The bond in question’s value fell two percent rapidly following the news, falling to 96.75 cents on the euro.

Moreso, the news sparks fear in some investors that banks are hoarding capital for longer durations due to falling liquidity. In addition, given that the assets and liabilities of investment banks, being so complex and interconnected, are very difficult to value (let alone quickly in a financial crisis), it is very difficult to determine if a bank is solvent in the event of a financial crisis. Given that Santander is such a large and systemically important bank in the financial system, concerns surrounding it inevitably turn to concerns regarding the financial system as a whole. Since the market for complex financial instruments may only have a few financial institutions in it to begin with, many of the assets and liabilities of major banks are interconnected. Hence concerns understandably amplify, explaining the decline in Santander’s share price but also explaining broader investor uncertainty, especially since we are a decade off the financial crisis and a recession is expected in major economies in the next few years, with Italy already having fallen into one [4].

Overall, then, this case represents an example of why always going for the most purely economical option may not always be the best thing to do for a firm. In their actions Santander upset global investors and, significantly, the AT1 bond market, as yields rose on AT1 debt with falling investor confidence in banks’ ability to repay. While the financial system in at least developed countries is in theory much safer (with more stringent capital requirements), the ability of financial institutions to create complex and murky assets knows no bounds. Given this, valuation of these is inevitably going to prove difficult and so caution still needs to be taken with regards to how banks finance themselves. The AT1 debt instruments were a noticeable step forward in handling this but it also goes to show how quickly the market for these sorts of instruments can change, even in seemingly calm conditions.

In future, given that it seems Santander has no actual issue with paying off their debt the impact of this news will be muted. However, whatever reaction there has been will prove an additional disincentive for other banks to undergo similar kinds of action, for fear of not only unsettling their own investor base but also unsettling the market for AT1 (or CoCo) debt instruments. The news enhances Santander’s own reputation for ruthless frugality but they may indeed regret the move in future.

Bibliography

[1] Euromoney. (2018). AT1 capital/CoCo bonds: what you should know. [online] Available at: https://www.euromoney.com/article/b12kqjlwvsz26k/at1-capitalcoco-bonds-what-you-should-know [Accessed 15 Feb. 2019].

[2] Ft.com. (2019). Santander shocks market with bond decision | Financial Times. [online] Available at: https://www.ft.com/content/8539f7b4-2ad9-11e9-a5ab-ff8ef2b976c7 [Accessed 15 Feb. 2019].

[3] Bloomberg.com. (2019). Santander’s CoCo Bond Creates All Kinds of Trouble. [online] Available at: https://www.bloomberg.com/opinion/articles/2019-02-13/santander-s-coco-creates-all-kinds-of-trouble [Accessed 15 Feb. 2019].

[4] BBC News. (2019). Italy in recession amid sluggish eurozone. [online] Available at: https://www.bbc.co.uk/news/business-47068401 [Accessed 15 Feb. 2019].

This article, along with others from my peers, is on the LSE Business and Finance Guild website.

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