Commercial Paper (CP) is a short-term financial instrument, consisting of unsecured promissory notes issued in bearer form which can be therefore be readily traded. At maturity, the CP issuer pays the amount due to the person presenting the paper.
Commercial paper is an example of ‘securitization’ i.e raising loan funds by issuing negotiable debt securities rather than by bank borrowing. A bank acts as agent for a CP issue, packaging and selling the paper to investors, but does not advance its own funds. (Securitsation, such as CP is also a form of disintermediation, i.e raising funds directly from investors without the banks acting as intermediaries through their loans and deposit business.)
CP is issued as a series of notes, and each note promises to pay the bearer a stated sum of money at the maturity date. Each note shows:
- The name of the issuer
- The amount (value) of the note
- The issue date
- The maturity date
- A certificate of authentication, signed by an authorized signatory of the issuer’s issue agent
Each note will also indicate that the note is negotiable, its bearer is entitled to payment, and the payment will be made (on presentation of the note at maturity through a recognised bank) by the issue agent on behalf of the company. An issuing or paying agent handles the administrative processes.
An investment bank will help arrange the issuance of CP by its large corporate clients, and provide them an immediate market by undertaking to bid for the paper and on-trade it to the investor market .A CP trader at a bank hopes to make a small margin of profit on huge volume turnover. This margin might be small as 2 basis points, i.e USD 50 on a USD 1m CP issued for 90 days. The investor in CP is buying the unsecured debt of the corporate issuer, but in buying through a bank dealer the investor is also getting a moral obligation from the bank dealer to buy it back again, at the prevailing market price, if the investor wishes to return to cash. This obligation is not enforceable.
Origins of the CP market
Like CDs, commercial paper (CP) originated in the US market and its creation and volume growth is very much a product of the banking environment there. The Us banking industry is still very fragmented, (despite some mergers and takeovers). About 10 or 15 years ago it was even more so, with a large number of local banks. In such an environment, it was often the case that major trading and manufacturing companies were a better credit risk than the banks. These institutions needed a channel through which money could be directed from cash-rich companies that needed short term financing. The invention of commercial paper provided such a channel avoiding the need of banks to intermediate through the loans and deposits market.
The elimination of banks as intermediaries creates cost benefits which are shared between:
- The borrowers, who achieves cheaper funding than from bank lending, and
- The investor, who achieves an improved yield, at low risk, compared with bank deposits
Maturing of CP
In the US CP market, commercial paper is limited to a 270 days tenor, with 14 days being the most common maturity. CP is negotiable and is in bearer form. Settlement takes place on the same day. All issues must carry a credit rating .Only US dollar issues are possible. The benchmark cost of funds is the Federal Reserve Composite rate.
In the Euromarkets and in the domestic sterling market, CP can have a tenor of up to one year (364 days), but the average life at issue is about 60 days. Issues are made in the following main currencies. USD, GBP, DEM, JPY and CHF. However about 80% of issues are denominated in US dollars.
Rates on US Commercial paper, like those on bills and Bas are quoted on a discount basis. (However, a small amount is issued in interest-bearing form.) In the markets outside the US, CP is issued on a discount to yield basis, meaning that the face value of the paper which will be payable at maturity is discounted back to the date of issue at a rate of yield rather than at a straight discount.
Some small amounts of CP in the Euromarkets are issued with a rate of interest and therefore can be treated mathematically in the same way as a CD.
Investors do not have the time or resources to investigate credit, so the use of credit ratings is essential to the working of the CP market. The majority of the paper is rated by two agencies, Standard and Poors and Moodys.
A rating of A1/P1 might be necessary to persuade investors to buy the paper.