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Bought deal: Explained | TIOmarkets

BY TIO Staff

|July 1, 2024

In the world of trading, a 'bought deal' is a term that refers to a specific type of financial arrangement between an issuer of securities and an investment bank. In this arrangement, the investment bank agrees to buy the entire issue of securities from the issuer at a predetermined price, taking on the risk of selling these securities to the public or other investors. This comprehensive guide aims to delve deep into the concept of bought deals, exploring its various facets, implications, and real-world applications.

The term 'bought deal' may sound simple, but it encompasses a wide range of complex financial mechanisms and considerations. Understanding this term and its implications is crucial for anyone involved in trading, as it can significantly impact the dynamics of a transaction and the potential profits or losses that can be realized. This guide will provide a thorough and detailed explanation of bought deals, helping you to navigate this complex area of trading with confidence.

Definition of a Bought Deal

A bought deal is a type of underwriting contract where an investment bank or a syndicate of investment banks, known as underwriters, purchase the entire issue of a new security from the issuer at a fixed price. The underwriters then assume the risk of selling these securities to other investors at a potentially higher price. The key characteristic of a bought deal is that the risk of selling the securities is transferred from the issuer to the underwriters.

This type of deal is common in initial public offerings (IPOs), secondary offerings, and private placements. It is particularly popular in volatile markets where the issuer wants to ensure that they can raise a certain amount of capital, regardless of market conditions. The issuer benefits from the certainty of raising capital, while the underwriters have the opportunity to make a profit if they can sell the securities at a higher price.

Components of a Bought Deal

A bought deal involves several key components, each of which plays a crucial role in the transaction. The first component is the issuer, the company or entity that is issuing the securities. The issuer may be a corporation seeking to raise capital for expansion, a government issuing bonds to fund public projects, or any other entity that needs to raise funds.

The second component is the underwriter, typically an investment bank, that agrees to buy the entire issue of securities. The underwriter takes on the risk of selling these securities to other investors. If the underwriter can sell the securities at a higher price, they stand to make a profit. However, if they are unable to sell the securities or can only sell them at a lower price, they may incur a loss.

Process of a Bought Deal

The process of a bought deal begins with the issuer deciding to issue new securities. The issuer then enters into an agreement with an underwriter. In this agreement, the underwriter commits to buying the entire issue of securities at a fixed price. This price is typically lower than the expected market price of the securities, allowing the underwriter the potential to make a profit.

Once the agreement is in place, the underwriter takes on the task of selling the securities to other investors. This can be a complex and risky process, as the underwriter must navigate market conditions, investor demand, and other factors. If the underwriter is successful in selling the securities at a higher price, they make a profit. If not, they may incur a loss.

Advantages and Disadvantages of a Bought Deal

Like any financial arrangement, a bought deal comes with its own set of advantages and disadvantages. These can vary depending on the specific circumstances of the deal, the market conditions, and the parties involved.

One of the main advantages of a bought deal for the issuer is the certainty of raising capital. Since the underwriter commits to buying the entire issue of securities, the issuer can be confident that they will raise the agreed-upon amount of capital. This can be particularly beneficial in volatile markets, where the issuer may otherwise struggle to sell their securities.

Advantages for the Underwriter

For the underwriter, a bought deal can offer the potential for significant profits. If the underwriter can sell the securities at a higher price than they paid for them, they stand to make a profit. This profit can be substantial, particularly for large issues of securities.

Additionally, by taking on the risk of selling the securities, the underwriter can also gain a competitive advantage. If the underwriter is successful in selling the securities, they can enhance their reputation in the market, potentially attracting more business in the future.

Disadvantages for the Issuer and Underwriter

However, a bought deal also comes with potential disadvantages. For the issuer, one of the main disadvantages is that they may receive a lower price for their securities than they would in a traditional public offering. This is because the underwriter needs to buy the securities at a discount in order to make a potential profit when selling them.

For the underwriter, the main disadvantage is the risk of not being able to sell the securities at a higher price. If market conditions are unfavorable, investor demand is low, or other factors come into play, the underwriter may be unable to sell the securities or may have to sell them at a lower price, potentially incurring a loss.

Real-World Examples of Bought Deals

Bought deals are common in the world of trading and have been used in many high-profile transactions. These real-world examples can help to illustrate the concept of a bought deal and how it works in practice.

One notable example of a bought deal occurred in 2014, when Alibaba Group Holding Limited, a Chinese multinational conglomerate specializing in e-commerce, retail, Internet, and technology, decided to go public. The company entered into a bought deal with a syndicate of underwriters, who agreed to buy the entire issue of securities at a fixed price. The underwriters then sold these securities to other investors, making a substantial profit.

Another Example of a Bought Deal

Another example of a bought deal took place in 2015, when Hydro One, a large electricity transmission and distribution utility in Ontario, Canada, decided to go public. The company entered into a bought deal with a syndicate of underwriters, who agreed to buy the entire issue of securities at a fixed price. The underwriters then sold these securities to other investors, making a profit.

These examples illustrate the potential benefits and risks of a bought deal. In both cases, the issuers were able to raise a significant amount of capital, while the underwriters took on the risk of selling the securities and were able to make a profit.

Conclusion

In conclusion, a bought deal is a complex financial arrangement that can offer significant benefits and risks for both issuers and underwriters. Understanding this concept is crucial for anyone involved in trading, as it can significantly impact the dynamics of a transaction and the potential profits or losses that can be realized.

This guide has provided a comprehensive explanation of bought deals, exploring their definition, components, process, advantages, disadvantages, and real-world examples. With this knowledge, you can navigate the world of trading with greater confidence and understanding.

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TIO Staff

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