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Thursday <strong>05</strong> <strong>Apr</strong>il <strong>2018</strong><br />

18 BUSINESS DAY<br />

C002D5556<br />

Investor<br />

Helping you to build wealth & make wise decisions<br />

Q1’18: NASD grows value,<br />

volume of securities traded<br />

… First review of OTC securities to hold this month<br />

IHEANYI NWACHUKWU<br />

In the first quarter<br />

(Q1) of <strong>2018</strong>, NASD<br />

reported growth in<br />

trading activities<br />

on the Over-The-<br />

Counter (OTC) market for<br />

unlisted securities. The OTC<br />

market recorded 112percent<br />

increase in value of stocks<br />

traded from N1.61 billion<br />

in Q1 of 2017 to N3.59<br />

billion in Q1 <strong>2018</strong>. NASD<br />

OTC Securities Exchange<br />

continues to play a leading<br />

role in transparently creating<br />

liquidity for shareholders in<br />

securities of unlisted stocks.<br />

Also recorded was<br />

45percent increase in<br />

volume of unlisted securities<br />

traded from 239.93 million<br />

units in Q1 2017 to 351.96<br />

million units in Q1 <strong>2018</strong>.<br />

Interestingly, in the<br />

review Q1’18 period Central<br />

Securities Clearing System<br />

(CSCS) Plc led the market by<br />

volume traded, as investors<br />

traded 218 million units<br />

of its shares in 180 deals,<br />

while Afriland Properties Plc<br />

followed as 67 million units<br />

of its share were traded in<br />

49 deals.<br />

Central Securities<br />

Clearing System Plc led the<br />

market by value traded,<br />

trading shares worth<br />

FMDQ Learning<br />

N1.8 billion, followed by<br />

Niger Delta Exploration<br />

& Production Plc with<br />

transactions worth N1.09<br />

billion.<br />

The NASD OTC market<br />

ended the trading week<br />

to March 29 <strong>2018</strong> with an<br />

increase as its Unlisted<br />

Securities Index (USI)<br />

increased by 0.15percent<br />

and closed at 663.82 points<br />

as against 662.80 points the<br />

preceding trading weekend.<br />

Consequently, total market<br />

capitalisation gained<br />

0.15percent last week and<br />

closed higher at N449.23<br />

billion compared to N448.53<br />

billion the preceding Friday.<br />

The NASD will on Friday<br />

<strong>Apr</strong>il 27, <strong>2018</strong> conduct a first<br />

review of all securities on the<br />

OTC market. The review is in<br />

line with the OTC Securities<br />

Exchange efforts to promote<br />

transparency in this market.<br />

Last year, NASD OTC<br />

Securities Exchange<br />

commenced a classification<br />

of admitted securities into<br />

categories that reflect the<br />

level of financial disclosure,<br />

adherence to corporate<br />

governance standards,<br />

dematerialisation of shares<br />

and liquidity of the 36<br />

securities trading on the<br />

OTC Market. At the end of<br />

this exercise, Twelve (12)<br />

securities were ranked in<br />

the ‘Blue Category’, Eight (8)<br />

in the ‘Pink Category’, and<br />

Fifteen (15) were in the ‘Red<br />

Category’.<br />

“This review will update<br />

the categorisation rankings<br />

in response to changes<br />

in compliance levels. We<br />

believe that this service will<br />

enhance transparency on<br />

the inherent value in such<br />

companies, improve levels<br />

of investor confidence and<br />

also, improve activities on<br />

the OTC Market”, NASD<br />

noted.<br />

Global IPO outlook remains robust<br />

after promising first-quarter results<br />

Despite geopolitical<br />

uncertainties and<br />

market volatility,<br />

global IPO activity<br />

in the first three months of<br />

<strong>2018</strong> posted strong results<br />

to start the year. Global IPO<br />

markets raised $42.8billion<br />

in first-quarter (Q1) <strong>2018</strong>,<br />

a 28percent year-over-year<br />

(YoY) increase on Q1 2017.<br />

However, with 287 listings<br />

this quarter, volume was down<br />

27percent YoY compared with<br />

Q1 2017, when it produced the<br />

highest number of listings for<br />

first quarter IPOs since 2007.<br />

These and other findings were<br />

published in the EY quarterly<br />

report, Global IPO trends:<br />

Q1 <strong>2018</strong>.<br />

“Global growth in IPO<br />

proceeds outpaced deal<br />

numbers in a relatively<br />

strong first quarter. Driven<br />

by larger transactions, global<br />

IPO activity started out with<br />

a strong increase in proceeds<br />

in what is traditionally<br />

the slowest quarter of the<br />

year, despite a decline in<br />

deal numbers”, said Martin<br />

Steinbach, EY Global and<br />

EMEIA IPO Leader.<br />

“However, market volatility<br />

in February did slightly<br />

dampen investor confidence,<br />

slowing momentum gained<br />

from calendar year 2017,<br />

the highest performing 12<br />

month period since 2007.<br />

Looking ahead, the outlook<br />

remains positive in many<br />

markets around the world<br />

and we expect to continue<br />

to see IPOs from a range<br />

of sources including large<br />

tech, high growth, crossborder<br />

listings, carve-outs<br />

and state-owned enterprises,”<br />

Steinbach stated.<br />

In the remaining part of<br />

<strong>2018</strong>, the outlook for IPO<br />

looks to be promising, driven<br />

by strong equity markets and<br />

sound corporate earnings.<br />

This is despite expected<br />

interest rate hikes later this<br />

year and uncertainty around<br />

potential trade policies.<br />

Steady investor confidence<br />

is encouraging a healthy<br />

pipeline across sectors and<br />

markets this year.<br />

Americas IPO activity<br />

started out on a high in the<br />

only region up over Q1 2017<br />

in terms of proceeds and<br />

number of deals. There were<br />

44 IPOs in the Americas in Q1<br />

<strong>2018</strong> raising $15.4billion, an<br />

increase of 29percent in terms<br />

of volume and 22percent by<br />

proceeds compared to Q1<br />

last year.<br />

US IPO activity accounted<br />

for 36 IPOs raising US$12.8b,<br />

up 44percent in terms of<br />

volume and 17percent by<br />

proceeds compared with Q1<br />

2017. Additionally, five of<br />

the top ten global deals were<br />

featured in the US. Three<br />

of the top ten deals on US<br />

exchanges were also crossborder.<br />

In total, US exchanges<br />

accounted for 41percent of all<br />

global cross-border activity<br />

in Q1 <strong>2018</strong> compared to<br />

35percent in Q1 2017.<br />

“The first quarter of <strong>2018</strong><br />

built strong momentum for<br />

the US IPO markets. Both the<br />

volume of deals and capital<br />

raised are significantly up<br />

from recent years, in large part<br />

due to strong performances<br />

to start the year in January.<br />

Positive IPO performance<br />

to date provides a strong<br />

backdrop for continued<br />

issuance, though potential<br />

uncertainty surrounding<br />

mid-term elections could<br />

present risk in the second half<br />

of the year,” said Jackie Kelley,<br />

EY Americas IPO Markets<br />

Leader.<br />

Introduction to Securitisation<br />

Securitisation refers<br />

to the issuance of<br />

securities that are<br />

backed by a pool<br />

of assets. The<br />

process involves the pooling<br />

and repackaging of similar<br />

financial assets (which on<br />

their own may be illiquid<br />

(that is difficult to trade))<br />

into a new (consolidated)<br />

financial security which<br />

is subsequently sold to<br />

investors. The pooled<br />

assets are typically sold (or<br />

transferred) to a specially<br />

created third party (a Special<br />

Purpose Vehicle (SPV)),<br />

which uses them as collateral<br />

to issue securities in the<br />

capital market.<br />

Assets with a stable cash<br />

flow (such as corporate<br />

and sovereign loans,<br />

mortgage loans, consumer<br />

credit, project finance,<br />

lease/trade receivables<br />

and individualised<br />

lending agreements) can<br />

be securitised. However,<br />

securitised assets are<br />

generally classified into assetbacked<br />

securities (ABS) and<br />

mortgage-backed securities<br />

(MBS).<br />

ABS are securities created<br />

from the pooling of nonmortgage<br />

securities such<br />

as credit card receivables,<br />

home equity loans, student<br />

loans and auto loans, whilst<br />

MBS are created from the<br />

pooling of mortgages.<br />

Both classifications entail<br />

the purchase of a pool of<br />

financial assets by an ‘issuer’,<br />

who structures the pooled<br />

assets into asset-backed or<br />

mortgage-backed securities<br />

for onward sell to investors.<br />

The fundamentals of ABS<br />

and MBS will be conferred in<br />

the <strong>Apr</strong>il <strong>2018</strong> edition of the<br />

FMDQ Spotlight.<br />

Parties involved in<br />

Securitisation<br />

A securitisation<br />

transaction involves various<br />

parties. Highlighted below<br />

are some of the major parties<br />

and their unique roles.<br />

Originator: A financial<br />

institution that initiates<br />

securitisation transactions<br />

by pooling assets on its<br />

balance sheet and selling<br />

them to an SPV created for<br />

the securitisation purpose<br />

Special Purpose Vehicle:<br />

A legal entity established<br />

to acquire and hold the<br />

pooled assets on behalf of<br />

the investors. The SPV is<br />

essentially the issuer of the<br />

securitised assets sold to the<br />

investors<br />

Rating Agency: An<br />

institution that assesses and<br />

assigns credit ratings to the<br />

pooled assets, based on their<br />

credit quality and ability to<br />

meet payment obligations as<br />

and when due.<br />

Servicer: An institution<br />

that performs administrative<br />

duties (such as mailing and<br />

billing statements, collecting<br />

payments and supervising<br />

delinquencies) on behalf of<br />

the SPV.<br />

Trustee: A financial<br />

institution that ensures<br />

that money raised from<br />

the securities issued is<br />

transferred from the Servicer<br />

to the SPV, and that investors<br />

receive their payments<br />

in accordance with the<br />

contractually agreed period.<br />

Third-party Credit<br />

Enhancer: A creditworthy<br />

third-party (typically a<br />

specialised insurer) that<br />

guarantees securitised<br />

products.<br />

Liquidity Provider: A<br />

bank which provides the SPV<br />

with necessary cash to avoid<br />

any unsteadiness of cash flow<br />

to the investors<br />

Investor: Corporate<br />

institution, bank, pension<br />

fund administrator, insurance<br />

company or investment<br />

fund manager who buys the<br />

securities issued by the SPV.<br />

The investor receives payouts<br />

per the coupon rate of<br />

the securitised investment.<br />

The Securitisation<br />

Process<br />

The basic form of a<br />

securitisation transaction<br />

entails two (2) steps:<br />

(A). A company (the<br />

originator) with loans or other<br />

financial assets identifies<br />

the assets to securitise, and<br />

pools these. The originator<br />

subsequently transfers (or<br />

sells) the pooled assets to an<br />

issuer (the SPV) established<br />

for the securitisation<br />

purpose.<br />

(B). The issuer finances<br />

(pays) for the acquisition<br />

of the pooled assets by<br />

issuing securities (backed<br />

by the collateral of loans/<br />

receivables in the reference<br />

portfolio) such as an ABS<br />

or MBS to capital market<br />

investors. Subsequently,<br />

the investors receive fixed or<br />

floating rate payments from<br />

a trustee account funded<br />

by cash flows generated by<br />

the assets in the reference<br />

portfolio.<br />

Depending on the<br />

structure of the transaction,<br />

securities issued on<br />

the same collateral pool<br />

may carry different credit<br />

ratings. A senior tranche<br />

could have a relatively lower<br />

risk, compared to a junior<br />

(or subordinate) tranche.<br />

This is because the senior<br />

tranches receive overcollateralisation<br />

protection<br />

such that in the event of a<br />

default, obligations to the<br />

senior tranches must be<br />

met first, before the junior<br />

tranches are considered.<br />

Continues next week

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