We analyze one frequently used clause in public bonds called covenant defeasance. Covenant defeasance allows the bond issuer to remove all of the bond's covenants by placing the remaining outstanding payments with a trustee in an escrow account to be paid out on schedule. Bond covenants are predominantly noncontingent, action-limiting covenants. By giving the issuer an option to remove covenants, noncontingent control rights can be made state-contingent even when no interim signals are available. We provide a theoretical justification for covenant defeasance and show empirically that such a clause allows for the inclusion of more covenants in public bond issues. In line with the model's prediction, our empirical analysis documents a 13-25 basis points premium for defeasible bonds. This premium amounts to an annual saving of about $1m per year, or $11m over the lifetime of an average bond.
JEL Classification Nos.: G32, D86, G12Keywords: Bonds, Covenants, Defeasance, Renegotiation 4 We would like to thank Bruno Bias, Catherine Casamatta, Paolo Fulghieri (discussant), RaDenis Gromb, Alexander Gümbel, Michel Habib, Florian Heider (discussant), Rachel Hayes, Michael Lemmon, Jean-Jaques Rochet, Narayan Naik, Michael Roberts (discussant), Rafael Repullo, Javier Suarez, Jean Tirole, Karin Thorburn, and Walter Torous (discussant) as well as conference and seminar participants at the 2010 AFA Meeting, CEPR 2009 Conference on Financial Markets, the EFA 2009 Meetings, the European Winter Finance Conference 2009 in Klosters, the IRMC 2010, the WFA 2010, CEMFI, Dauphine, Development Bank of Japan, Geneva, HEC, Kobe, Nagoya, Toulouse, Waseda, and WU Vienna for helpful comments. All remaining errors are our responsibility.
The Defeasance of Control RightsThis version: August 30, 2010.
ABSTRACTWe analyze one frequently used clause in public bonds called covenant defeasance. Covenant defeasance allows the bond issuer to remove all of the bond's covenants by placing the remaining outstanding payments with a trustee in an escrow account to be paid out on schedule. Bond covenants are predominantly noncontingent, action-limiting covenants. By giving the issuer an option to remove covenants, noncontingent control rights can be made state-contingent even when no interim signals are available. We provide a theoretical justification for covenant defeasance and show empirically that such a clause allows for the inclusion of more covenants in public bond issues. In line with the model's prediction, our empirical analysis documents a 13-25 basis points premium for defeasible bonds. This premium amounts to an annual saving of about $1m per year, or $11m over the lifetime of an average bond.JEL Classification Nos.: G32, D86, G12