Morgan Stanley

Nathan McMurtray

Serkan Savasoglu

Kevin G Woodruff

Khalid Azim

David Oakes

A straight debt security may include a maturity component, a reset component, and a remarketing component. In general, the maturity component provides a maturity term of the straight debt security. The reset component specifies the terms and conditions for resetting a yield on the straight debt security. The remarketing component provides terms and conditions for remarketing the straight debt security to new investors. After remarketing, the straight debt security remains outstanding and potential recapture of excess tax benefits is postponed until the straight debt security ceases to be outstanding.

Systems and methods for remarketable fixed income securities

A unit may include a forward contract and a remarketable security that secures performance of obligations of the forward contract. The forward contract may require a holder to purchase a quantity of stock from an issuer at a settlement price on or before a settlement date. The remarketable security may have an issue denomination and a maturity date that is later than the settlement date. At the time of issue, the unit may provide that the remarketable security is to be offered to new holders at a remarketing time at a remarketing denomination that is different from the issue denomination. The unit also may provide, at time of issue, that the remarketable security is to be remarketed with a remarketing coupon frequency different from an issue coupon frequency, without subordination to senior debt of the issuer, and/or without a previously available interest rate deferral option to the issuer.

Enhanced remarketable securities

A method for increasing an amount of a security available to an investor for borrow is disclosed. The method includes purchasing a first quantity of a security, and entering into a pre-paid forward purchase contract to subsequently deliver a second quantity of the security to a first entity. The method also includes lending a third quantity of the security to an investor.

System and method for increasing an amount of a security available for borrow

Embodiments of the present invention are directed to a financing structure for generating a source of contingent capital for a company. According to various embodiments, the company enters into a put option agreement with an entity, such as a trust. The put option agreement permits the company to put preferred stock of the company to the trust. The company also enters into a warrant agreement with the trust. The warrant agreement permits the trust to buy equity securities (such as common stock) of the company or a corporate entity related to the company (e.g., a holding company) from the company. The trust issues to investors bifurcated convertible instruments. The instruments include a fixed income instrument and a warrant to purchase equity securities of the related corporate entity (e.g., the holding company). With the proceeds from the offering, the trust purchases eligible assets, such as low risk government securities which pay fixed or floating periodic interest or dividend payments. The interest rate or dividend rate on the fixed income instrument issued by the trust may match the yield on the eligible assets. The operating company's ability to put its preferred stock to the trust in exchange for the put option strike price payment provides the operating company and/or the holding company with the source of contingent (or soft) capital.

Structure for generating a source of contingent capital

A convertible security structured for issuance to at least one investor by an issuer. The convertible security includes a make-whole premium that is payable to the at least one investor upon conversion following occurrence of a fundamental change involving the issuer of at least one underlying security into which the convertible security is convertible, wherein the make-whole premium is determined by using a methodology established at one of prior to issuance and issuance of the convertible security that references a value of an option embedded in the convertible security.

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New York, NY, United States of America

Nathan McMurtray