4.1): Financing a Business: Debt Finance Flashcards

1
Q

What is debt finance?

A

how businesses obtain finance by borrowing money

two types: loans and debt securities

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2
Q

What are loans?

A

business borrows money from bank or other lender

bank overdraft, term loan and revolving credit facility

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3
Q

What are debt securities?

A

IOUs issued by company to investors in return for cash

repaid at an agreed future date

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4
Q

What checks must a company make before borrowing money?

A

ensure borrowing is allowed in company constitution

Post-October 1 2009 companies: no restrictions on voting in MAs

Pre-October 1 2009 companies: check memorandum for restrictions

If restrictions exist: special resolution required to remove restrictions.

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5
Q

What should be considered in terms of director’s authority when borrowing money?

A

directors must have authority to act on behalf of the company: MA 3

if company has amended or bespoke articles: check there are no restrictions

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6
Q

what should partnerships do before borrowing money?

A

check partnership agreement has no restriction

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7
Q

What are the consequences of failing to repay a loan?

A

if security is given:

lender may take possession of some of the borrower’s property to sell it and recoup the money owed

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8
Q

What are the two ways loans can be granted?

A

Loans can be:

Secured: Lender takes security over borrower’s assets.

Unsecured: Higher interest due to lack of security.

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9
Q

What is an overdraft facility?

A

Allows business to overdraw on its current account to cover day-to-day expenses.

Advantages:
Flexible, easy to arrange.

Disadvantages:
High interest, immediate repayment demand risk, expensive.

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10
Q

What is a term loan?

A

Fixed amount borrowed for a specific term, repaid at the end of the term.

May be secured or unsecured, and bilateral (single lender) or syndicated (multiple lenders sharing the risk).

Drawdown option: Borrow all at once or in instalments to reduce interest.

Advantages: Certainty of terms, greater borrower control.

Disadvantages:
Time-consuming and costly to arrange; once repaid, cannot be reborrowed.

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11
Q

What are revolving credit facilities?

A

Bank provides maximum credit limit that can be borrowed, repaid, and re-borrowed during facility’s term.

Combines features of overdrafts and term loans.

Suitable for businesses with uneven income streams.

May be secured or unsecured, and bilateral or syndicated.

Advantages: Highly flexible, interest savings by reducing borrowings.

Disadvantages: Expensive to negotiate and agree, high fees.

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12
Q

What is the similarity between a term loan and revolving credit facility?

A

both are committed facilities

so once loan agreement is signed, bank must provide business with loan monies when it requests them

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13
Q

What must a bank do when requesting re-payment?

A

bank cannot demand re-payment of term loan or revolving credit facility whenever it wants

bank can only do so in accordance with facility agreement

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14
Q

What are the ways a loan can be repaid?

A

bullet payment: in one go at the end of the term

amortisation: equal instalments over the term of the loan

balloon repayment: unequal instalments with last one being the largest

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15
Q

Explain the rules surrounding interest rates payable?

A

Agreed Rate: No statutory control for companies; terms are stated in the facility agreement.

Fixed Rate: Remains constant throughout the loan period.

Variable/Floating Rate: Adjusted periodically based on a formula linked to the B of E’s base rate.

Default Interest: Higher interest for missed payments, subject to contract law restrictions on penalty clauses.

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16
Q

What are express covenants?

A

contractual promises by the borrower to safeguard the lender’s interests and ensure loan repayment

17
Q

What types of express covenants may be included in the facility agreement?

A

limitation of dividends

min. capital requirements

No disposal of assets, or change of business

no further security over the assets

provision of info on the business

18
Q

What are implied covenants in the facility agreement?

A

Terms may be implied by trade usage or necessity.

Courts can only imply terms that are obvious or essential and cannot contradict express terms.

19
Q

What are common events that allow a lender to terminate the agreement?

A

Failure to make payments.

Insolvency proceedings.

Breach of contractual obligations.

20
Q

What is a debenture?

A

generally a loan agreement between borrower and lender that is registered at CH

gives lender security over borrower’s assets

only companies and LLPs can enter into these

21
Q

What is the benefit of a secured lender?

A

lender with security has the right to claim specific assets if the business fails to meet its obligations

have priority in claiming assets during insolvency

22
Q

What is the position of unsecured creditors?

A

subject to the ‘pari passu’ principle, meaning debts are reduced proportionally if insufficient funds are available.

23
Q

What are the main differences between debt and equity finance?

A

Equity finance provides long-term capital but dilutes ownership and involves higher statutory control.

Debt finance offers greater flexibility, lower statutory control, and tax advantages, but requires regular interest payments and timely capital repayment.