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Definition of convertible bond
The convertible bond is a special type of Industrial bond, in which, in addition to the rights from the bond, a right to exchange shares (Section 221 (1) sentence 1 AktG) is evidenced, which can be exercised after a certain blocking period. It is also called a convertible bond.
Convertible bond of an AG on a capital basis
For an AG that wants to expand its capital base, the issue of a convertible bond can be an option if shares or an industrial bond cannot be easily placed because the interest rate on bonds is too high, the level of the share prices too low or the company's prospects of success are muffled.
Convertible bond with conditional capital increase
For the issue of convertible bonds, a conditional capital increase (Sections 192-201 AktG) must be carried out, which must be resolved by a three-quarters majority of the general meeting. Shareholders are to be granted a subscription right that can be determined as a subscription ratio:
Exchange of convertible bonds
The convertible bonds can be exchanged for shares after the blocking period has expired. The exchange ratio does not have to be 1: 1, e.g. B. three convertible bonds can be exchanged for one share. The time of the exchange can be influenced by increasing or decreasing additional payments for the exchange. But they can also be constant.
As security for the convertible bond, the negative clause usually serves as a contractual obligation not to encumber assets in favor of other creditors in the future.