Wolf Structured Trade Finance
Commodity traders selectively provide financial inter-mediation services to their most important and long-standing counter-parties. These services often take the form of structured trade finance (“STF”) transactions that incorporate funding, trade credit, risk management with trading-related services like supply, off-take, storage, processing and shipping. STF transactions are a natural extension of the underlying physical trading relationship between buyer and seller which is self-liquidating in nature.
OVERVIEW OF STF TRANSACTIONS
STF transactions are increasingly a feature of longer term supply and off-take contracts. Compared to traditional trade finance, STF transactions are typically longer-dated, more complex in structure and require more in-depth understanding of the underlying assets and counter-parties. In addition, banks and trade credit insurers are generally a few steps removed from the trader-producer relationship, and generally have to depend on traders to obtain credible track record information. It is therefore no surprise that the STF transactions undertaken by traders are well-supported by a plethora of banks, insurers and other non-bank financial institutions in the major trading centres around the world.
BENEFITS OF STF TRANSACTIONS
To producers
Provides additional working capital buffer to optimise cashflows
Such structures usually attract greater lending appetite because risk profile predominantly shifts from being the credit risk of producer to production risk of producer
Offers flexible and tailored financing terms
Requires giving away less securities as compared regular bank financing
Financing can also be done with full recourse to the stronger counter-party in the transaction chain, so as to achieve better pricing compared to unsecured/corporate loans
Possible to achieve a positive balance sheet impact subject to internal accounting policy, notably on debt component of the producer
To traders
Creates a more sticky relationship between producer and trader, resulting in higher barriers to entry for competitors to break into the relationship
Mitigates credit risk through the ability to set-off proceeds from underlying payment obligation
Provides an avenue to extract more value out of the trading relationship
Possible to achieve a positive balance sheet impact subject to internal accounting policy, notably on debt component of the trader
DRAWBACKS OF STF TRANSACTIONS
To producers
Dependent on trader’s ability to lay off risk, which introduces an element of uncertainty
Harder to switch trader once producer is dependent on funding from the STF transaction
Transaction costs are typically higher versus a vanilla off-take/supply agreement, and are usually borne by the producer
To traders
Working capital intensive, as banking lines designed for regular trading activities have to be stretched to fund STF transactions that are full-recourse to the trader
Success of the STF transaction is dependent on the ability to syndicate credit risk to banks and trade credit insurers e.g. Lloyd’s market
Labour-intensive, as it requires joint efforts from many functional areas outside of trading like legal, tax, compliance, accounting policy, trade finance and other specialised areas
PRE-EXPORT FINANCING (PXF)
Buyer and Seller enter into a Commercial Contract and a Prepayment Agreement
Bank provides a limited recourse financing facility to the Buyer, who assigns its rights under the Commercial Contract to the Bank as security
Bank advances Seller a percentage of the total approximate contract value on day 1
Advance is attached to periodic cargo deliveries under the Commercial Contract
Repayment of advances done by the Buyer to the Bank after delivery of product by the Seller
Buyer and Seller agrees a discount on the initially agreed commercial price of the cargos
COMMERCIAL PREPAYMENT
Buyer and Seller enter into a Commercial Contract and a Prepayment Agreement
Bank provides a full recourse financing facility to the Buyer, which makes the loan to the Seller
Buyer advances Seller a percentage of the total approximate contract value on day 1
Advance is attached to periodic cargo deliveries under the Commercial Contract
Repayment of advances done via set-off of Buyer’s payment obligations for each delivery of product
Buyer and Seller agrees a discount on the initially agreed commercial price of the cargos
Buyer may enter into a trade credit insurance policy without notifying the Seller, with Bank appointed as loss payee or co-insured under the insurance policy
EXTENDED / DEFERRED PAYMENT TERMS
Buyer and Seller enter into a Commercial Contract which includes extended /deferred payment terms (e.g. 90 days instead of 30 days) to alleviate Buyer’s working capital requirement
Seller may require a corporate guarantee from the Buyer’s parent or ultimate beneficial shareholder as a credit mitigation measure
Seller may also require a controlled bank account to be set up between Buyer and Seller to ensure the Buyer’s end customer pays into that specific controlled account
In some cases, Buyer may offer a reverse discounting facility to the Seller to enable Seller to discount its long-dated receivables with Buyer’s relationship bank on a non-recourse basis
SLEEVING
Buyer and Seller into a Commercial Contract
Seller enters into a back-to-back Commercial Contract with the Buyer’s end supplier
Seller buys cargo from Buyer’s end supplier, holding title and financing shipment upon delivery to the Buyer, eliminating the need for the Buyer to bear working capital
Title can be passed to specialised commodity financing firms and certain commodity traders
STOCK FINANCING
Bank funds working capital requirements against security over stock
Bank funds working capital requirements against security over stock
Title over goods are pledged to Bank
Storage facility owner issues Holding Certificates in favour of Bank as evidence of possession
In terms of control, goods cannot be moved without Bank’s approval
Deal subject to legal, operational and financial DD but involves physical segregation of pledged/financed goods within a bonded area
Holding certificates/warehouse receipts must also be countersigned by inspector and/or collateral manager
Haircuts applied to financing value depending on price volatility of underlying goods and tenor
REPO STRUCTURES
Initially involves a purchase contract between the Borrower and the Bank with title passing to the bank within an approved storage location
Bank signs a storage agreement with the storage facility owner, or in some cases, a contractual assignment of an existing storage agreement with the Seller
When Borrower needs to sell the goods, Bank sells back the goods to Borrower for the latter to on-sell to its counterparty under a sale contract
Deal subject to legal, operational and financial DD as well
SYNTHETIC SWAP
Netting off payment obligations due under sales of feedstock and purchase of finished products with a refinery or a smelter
TOLLING AGREEMENT
Seller and processing plant (“Plant”), which may be an oil refinery or a metals smelter, enter into a tolling agreement
Seller sells feedstock to Plant at an agreed market price
Seller holds title and risk of the inventory work-in-progress and finished goods at Plant
In return, the Seller pays a processing fee/tolling charge to the Plant
Seller off-takes the product from Plant at an agreed market price