Collective action clause

Last updated

A collective action clause (CAC) allows a supermajority of bondholders to agree to a debt restructuring that is legally binding on all holders of the bond, including those who vote against the restructuring. Bondholders generally opposed such clauses in the 1980s and 1990s, fearing that it gave debtors too much power. However, following Argentina's December 2001 default on its debts in which its bonds lost 70% of their value, CACs have become much more common, as they are now seen as potentially warding off more drastic action, but enabling easier coordination of bondholders.

During the financial crisis of 2011–12, the Greek government imposed, with the support of the IMF and ECB, a retroactive CAC with a threshold of 75%. [1] That impacted 90% of the bonds, which issued under the jurisdiction of Greek courts. [1] On 9 May 2012, the required supermajority was obtained, with 85.8% of domestic-law bonds tendered in favour. [2] An investor named Bill Gross said, "The sanctity of their contracts is certainly lessened. Bondholders have that to look forward to going into the future," [2] but the French Minister of Finance celebrated the deal. [2] In the exchange, investors will receive new bonds with a face value of 31.5 percent of the old ones, together with notes from the EFSF. [2] The new debt is governed by English law and comes with warrants that may provide extra income in years if Greek economic growth exceeds thresholds. [2] [3]

In accordance with the treaty establishing the European Stability Mechanism, all bonds issued by Eurozone member states with maturities exceeding one year, issued after January 1, 2013, have a mandatory collective action clause. [4]

Related Research Articles

<span class="mw-page-title-main">Bond (finance)</span> Instrument of indebtedness

In finance, a bond is a type of security under which the issuer (debtor) owes the holder (creditor) a debt, and is obliged – depending on the terms – to repay the principal of the bond at the maturity date as well as interest over a specified amount of time. The interest is usually payable at fixed intervals: semiannual, annual, and less often at other periods. Thus, a bond is a form of loan or IOU. Bonds provide the borrower with external funds to finance long-term investments or, in the case of government bonds, to finance current expenditure.

<span class="mw-page-title-main">Government bond</span> Bond issued by a government

A government bond or sovereign bond is a form of bond issued by a government to support public spending. It generally includes a commitment to pay periodic interest, called coupon payments, and to repay the face value on the maturity date.

Debt restructuring is a process that allows a private or public company or a sovereign entity facing cash flow problems and financial distress to reduce and renegotiate its delinquent debts to improve or restore liquidity so that it can continue its operations.

<span class="mw-page-title-main">Holdout problem</span> Economic issue of securities

In finance, a holdout problem occurs when a bond issuer is in default or nears default, and launches an exchange offer in an attempt to restructure debt held by existing bond holders. Such exchange offers typically require the consent of holders of some minimum portion of the total outstanding debt, often in excess of 90%, because, unless the terms of the bond provide otherwise, non-consenting bondholders will retain their legal right to demand repayment of their bonds at par. Bondholders who withhold their consent and retain their right to seek the full repayment of original bonds, may disrupt the restructuring process, creating a situation known as the holdout problem.

<span class="mw-page-title-main">1998–2002 Argentine great depression</span> Economic disaster in Argentina

The Argentine Great Depression was an economic depression in Argentina, which began in the third quarter of 1998 and lasted until the second quarter of 2002. It followed the fifteen years stagnation and a brief period of free-market reforms.

<span class="mw-page-title-main">Collateralized mortgage obligation</span> Type of debt security backed by mortgages

A collateralized mortgage obligation (CMO) is a type of complex debt security that repackages and directs the payments of principal and interest from a collateral pool to different types and maturities of securities, thereby meeting investor needs.

<span class="mw-page-title-main">Cleary Gottlieb Steen & Hamilton</span>

Cleary Gottlieb Steen & Hamilton LLP is an American multinational law firm headquartered at One Liberty Plaza in New York City. Known as a white shoe law firm, Cleary employs over 1,200 lawyers worldwide.

Distressed securities are securities over companies or government entities that are experiencing financial or operational distress, default, or are under bankruptcy. As far as debt securities, this is called distressed debt. Purchasing or holding such distressed-debt creates significant risk due to the possibility that bankruptcy may render such securities worthless.

<span class="mw-page-title-main">Vulture fund</span> Fund that invests in distressed assets

A vulture fund is a hedge fund, private-equity fund or distressed debt fund, that invests in debt considered to be very weak or in default, known as distressed securities. Investors in the fund profit by buying debt at a discounted price on a secondary market and then using numerous methods to subsequently sell the debt for a larger amount than the purchasing price. Debtors include companies, countries, and individuals.

<span class="mw-page-title-main">Argentine debt restructuring</span> Process following Argentinas Great Depression

The Argentine debt restructuring is a process of debt restructuring by Argentina that began on January 14, 2005, and allowed it to resume payment on 76% of the US$82 billion in sovereign bonds that defaulted in 2001 at the depth of the worst economic crisis in the nation's history. A second debt restructuring in 2010 brought the percentage of bonds under some form of repayment to 93%, though ongoing disputes with holdouts remained. Bondholders who participated in the restructuring settled for repayments of around 30% of face value and deferred payment terms, and began to be paid punctually; the value of their nearly worthless bonds also began to rise. The remaining 7% of bondholders were later repaid in full, after centre-right and US-aligned leader Mauricio Macri came to power in 2015.

A sovereign default is the failure or refusal of the government of a sovereign state to pay back its debt in full when due. Cessation of due payments may either be accompanied by that government's formal declaration that it will not pay its debts (repudiation), or it may be unannounced. A credit rating agency will take into account in its gradings capital, interest, extraneous and procedural defaults, and failures to abide by the terms of bonds or other debt instruments.

In finance, a GDP-linked bond is a debt security or derivative security in which the authorized issuer promises to pay a return, in addition to amortization, that varies with the behavior of Gross Domestic Product (GDP). This type of security can be thought as a “stock on a country” in the sense that it has “equity-like” features. It pays more/less when the performance of the country is better/worse than expected. Nevertheless, it is substantially different from a stock because there are no ownership-rights over the country.

<span class="mw-page-title-main">Debt crisis</span>

Debt crisis is a situation in which a government loses the ability of paying back its governmental debt. When the expenditures of a government are more than its tax revenues for a prolonged period, the government may enter into a debt crisis. Various forms of governments finance their expenditures primarily by raising money through taxation. When tax revenues are insufficient, the government can make up the difference by issuing debt.

In the context of sovereign debt crisis, private sector involvement (PSI) refers, broadly speaking, to the contributions or efforts of private sector creditors to the crisis resolution process, and, specifically, means that the private sector shares some of the costs of a financial crisis by incurring itself financial losses.

The Puerto Rican government-debt crisis was a financial crisis affecting the government of Puerto Rico. The crisis began in 2014 when three major credit agencies downgraded several bond issues by Puerto Rico to "junk status" after the government was unable to demonstrate that it could pay its debt. The downgrading, in turn, prevented the government from selling more bonds in the open market. Unable to obtain the funding to cover its budget imbalance, the government began using its savings to pay its debt while warning that those savings would eventually be exhausted. To prevent such a scenario, the United States Congress enacted a law known as PROMESA, which appointed an oversight board with ultimate control over the Commonwealth's budget. As the PROMESA board began to exert that control, the Puerto Rican government sought to increase revenues and reduce its expenses by increasing taxes while curtailing public services and reducing government pensions. These measures provoked social distrust and unrest, further compounding the crisis. In August 2018, a debt investigation report of the Financial Oversight and management board for Puerto Rico reported the Commonwealth had $74 billion in bond debt and $49 billion in unfunded pension liabilities as of May 2017. Puerto Rico officially exited bankruptcy on March 15, 2022.

The Second Economic Adjustment Programme for Greece, usually referred to as the second bailout package or the second memorandum, is a memorandum of understanding on financial assistance to the Hellenic Republic in order to cope with the Greek government-debt crisis.

Beginning in 1969, the government of Peru issued sovereign bonds as compensation for land expropriation during the Peruvian land reform under General Juan Velasco Alvarado. The government's aim was to redistribute land and reform the country's agrarian infrastructure. Payments on these bonds halted in 1992 due to periods of hyperinflation. The agrarian bonds have been recognized as outstanding sovereign debt obligations by Peru's highest courts, who have stated that these bonds should be repaid. However, today the debt remains unpaid, and the government of Peru has yet to clarify means and ultimate value of compensation to current bondholders.

<span class="mw-page-title-main">Greylock Capital Management</span>

Greylock Capital Management, LLC is a U.S. Securities and Exchange Commission registered alternative investment adviser that invests in undervalued, distressed, and high yield assets worldwide, particularly in emerging and frontier markets. As is the case with comparable funds, the firm's investor base consists largely of institutional investors and a limited number of high net worth individuals. As a group, institutional investors may include banks, credit unions, insurance companies, pension funds, hedge funds, REITs, endowments and mutual funds. As is common with many asset management firms, Greylock Capital is organized across a series of onshore and offshore limited partnerships.

State defaults in the United States are instances of states within the United States defaulting on their debt. The last instance of such a default took place during the Great Depression, in 1933, when the state of Arkansas defaulted on its highway bonds, which had long-lasting consequences for the state. Current U.S. bankruptcy law, an area governed by federal law, does not allow a state to file for bankruptcy under the Bankruptcy Code. Certain politicians and scholars have argued that the law should be amended to allow states to file for bankruptcy.

References