The US MTN market is renowned as an issuer-driven credit market with large vanilla trades. When the euro was introduced dealers thought the Euro-MTN market would become increasingly like the US MTN market. Two years on, it has developed and is heading for the liquidity and easy issuance that comes with a single currency. This year has seen less structured private placements than previous years and investors are moving down the credit curve. Has the US MTN market got anything left to offer that the Euro-MTN market can't? Diageo set up its US MTN programme in October 1999 and Matthew Antoniou, head of capital markets at Diageo, says: "We use MTNs in general to smooth out our maturity profile. We like to have maximum flexibility in funding so we are not held hostage to any one market and the more markets we have access to the better." And one US issuer also finds that the US market provides long maturities. Chris Nolan, manager of treasury and foreign exchange at Coca Cola Amatil, says: "You can go out for a much longer duration in the US market of around 30 years. The US investors are willing to take a little more risk than Euro investors, but that is changing." Bruce Cairnduff, director of iBrax, ran the Deutsche US MTN desk in New York until two years ago. He says: "There is a huge benefit in having a US domestic programme as well as a Euro programme. Every major issuer should and probably does have both programmes or a global MTN. Markets throughout the world behave in different ways at different times, so it is an advantage if you've created access to markets in the US, Europe and Japan." But some dealers feel the US market lacks the excitement of the Euromarket. There are still three main differences between the two markets. The Euromarket remains a multi-currency market, with just 34% of the trades this year done in euro. This gives arbitrage opportunities that are not possible in the US MTN market. Michael Maita, vice president, debt capital markets at Morgan Stanley Dean Witter in New York, says: "The Euro-market is fragmented and flexible in terms of currency. Historically the Euro-MTN has two purposes - as a platform for Eurobonds and for reverse enquiry for private placements." Secondly, US MTNs are almost exclusively vanilla products. This eliminates much of the more intellectually stimulating work of devising structures. There have been strict regulations governing the issuance of structures in the US following the bankruptcy scandal of Orange County in 1994. More than $1.6 billion was lost from one of the US' most profitable derivatives-based investment pools. And thirdly, US programmes are closed to reverse enquiry. Cairnduff, who also worked in the UK heading the desks at Lehman Brothers and then Sumitomo, says: "US issuers only work with their dealer group. It's difficult for dealers on a competitive basis to show opportunities to issuers. The whole process is homogeneous and there is no opportunity for dealers to be creative." Bank of Scotland set up both its US and Euro-MTN programmes in 1996, but has used the Euro programme much more. Stephen Lorimer, senior dealer, capital markets at the bank, says: "Virtually everything we do is off our Euro-MTN programme." One particular aspect of the US market can be off-putting to issuers that are used to the flexible attitude to credits in the Euromarket. Lorimer, at Bank of Scotland, which is rated A1/Aa3, says: "Rating is all-important. Some will buy a split-rated issuer and some won't, so it can be frustrating for issuers on the cusp. I think the European investor base is prepared to sit down and do its own credit work." But the uniform approach to credit ratings can also mean increased liquidity in the US market. Whereas a European investor might prefer a well-known issuer of its own nationality, US investors see the rating and may not need further details of the issuer's credit story. Lafarge's US subsidiary has a US MTN programme, but Lafarge itself has not yet felt the need to set one up. Jean-Marc Doucet, long-term funding manager at Lafarge, says: "As a French issuer, about 30% or 40% of the bonds and notes we place are in French investors' hands, so liquidity in the Euromarket is not as high as in the US." One downside of the US market is rule 133 of the US Financial Accounting Standards Board (FASB). US investors have to mark-to-market currency swaps and as a result these transactions are more complex than in the Euromarket. Brian McCarthy, director, head of Euro-MTNs at Lehman Brothers, says: "FASB 133 is a major concern for US issuers that want to look to issue in other currencies. This makes the EMTN market all the more fascinating since the US MTN market is almost entirely dollar based." But another rule, 2a-7, ensures that the share price of a money market fund and the market value of its portfolio do not differ too much. This protects investors, and permits the short-term money market funds to invest only in highly-rated notes. McCarthy says: "It's easier for issuers to get lots of large MTNs done in the US in the front-end of the curve by using the named agents on their MTN programmes. Many of the US banks and finance companies take advantage of this aggressive front-end bid and can be in and out of the market for $500 million in a few hours by merely posting MTN levels."
December 08, 2000