Nippon Steel Corp (TYO:5401) shares tumbled on Wednesday following the company's announcement that it will issue almost 600 billion yen in zero coupon convertible bonds to help fund its $15 billion purchase of United States Steel Corp.
In Tokyo trading the stock fell 5.5% to 627.2 yen, hovering close to an intraday low of 624 yen. Nippon Steel was the worst-performing stock on the Nikkei 225 index on the session, even as the index itself rallied to record highs.
Size and purpose of the bond sale
The company said on Tuesday it intends to raise 600 billion yen, roughly $3.9 billion, via an upsized placement of zero coupon convertible bonds. Management says the proceeds are targeted at repaying loans taken to finance the acquisition of United States Steel and form part of an effort to refinance that transaction. The firm also plans a separate program of investments totaling 6 trillion yen over the next five years aimed at promoting growth.
Investor reaction and dilution concerns
Investors reacted negatively to the scale of the bond issuance. While zero coupon convertible bonds do not immediately dilute equity, they carry the option to be exchanged for shares at a predetermined conversion price. That exchange feature means the bonds can result in an eventual increase in the number of outstanding shares, which investors view as potential dilution to existing shareholder value.
Financial stress and earnings outlook
Market unease was compounded by the company widening its net loss forecast for the current fiscal year to 70 billion yen. The company attributed part of the larger loss projection to a fire at a blast furnace and to costs associated with the acquisition of United States Steel. The combination of a large financing package, an elevated loss forecast, and operational disruption from the blast furnace incident contributed to concerns over near-term financial pressure.
With the convertible bond issuance representing the largest corporate bond deal in Japanese history, traders and shareholders have flagged both the magnitude of new debt-like obligations and the potential for future equity dilution as factors weighing on the stock.