Mod 3- Debt as a source of financing Flashcards

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1
Q

What are debt agreements?

A

“Debt agreements outline repayment terms, including interest, and any security that a borrower must pledge in order for the financier to be willing to provide such a
loan.”

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2
Q

Advantages and Disadvantages of debt financing?

A

“Advantages:
-Low cost of capital.
-No ownership dilution.
-Tax destructibility of interest.
-Corporate governance and strategic decision making
is usually not impacted significantly
-Less costly and time-consuming to raise
capital, compared to raising equity.
-Can better optimize a company’s weighted
average cost of capital.
Disadvantages:
-Use of funds can be restricted and/or limited
by covenant
- Bankruptcy and default risk is heightened
when companies take out too much debt
financing.
- Regular financial reporting requirements.
- Rigid, inflexible payment requirements.
- Onerous penalties associated with financial
covenant breach or late payments.
- Less alignment of interest between lender and
investor, compared to equity financing.”

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3
Q

Types of debt investors

A

“1) Bank and credit unions

2) Private credit providers: family offices, credit funds(middle market), asset based lending.
3) Institutional investors: pension funds, insurance, endowment funds
4) pubic debt markets
* company size increases with forms above.”

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4
Q

Rights and Features of debt

A

”- Right to principal repayment / recovery.
• Right to interest payment.
• Right to financial reporting: test covenants
• Right to call the loan: demand loans although many agreements still carry provision
• Right to default remedies:
• Right to seize assets: secured vs. non secured and general claim”

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5
Q

Debt classifications?

A

”- Loan vs. bond: Bond from public bondholders while loans are private debt obligations
- Secured vs. unsecured: secured often referred to as Asset backed loans have collateral. General security agreements for all assets.
- Senior debt vs. junior debt:
- Cash flow lending vs. Asset based lending: ABL loan mechanisms are tied to the underlying assets
- Specialized forms of financing: For specific needs such as factoring, floor plan, leasing, vendor take back.

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6
Q

Common debt financing instruments?

A
"- Operating Line of Credit
- Term Loan
- Factoring
- Floor plan financing
- Leasing
- Vendor Take back loan
- Mezzanine Debt
- Convertible debt
"
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7
Q

Operating line of credit

A

“-A short term loan that extends cash to cover short term expenses. Interest is paid on the actual amount loaned.

  • Very flexible and used for business with cyclical business cycles.
  • commonly secured by assets such as AR and inventory.
  • Rates are floating based on prime and range from prime -.5 to prime +3”
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8
Q

Term Loan

A

”- As known as commercial loan. Borrower borrows amount of $ and agrees to pay back plus interest over set period.
- Amortizing can be bullet or zero (principal due at maturity), or paid back equally each year.
- used by business for expansion, acquisition, succession, or other.
- Assets secured are long term -land, property, plant, equip
- Rates an be fixed or variable (prime 0-5%), or ratcheting based on leverage.
- Loans can be issued as asset based on cash flow based.

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9
Q

Factoring

A

”- Factoring similar to ABL of AR, loan based on sale of AR.
- Non-recourse buyer of AR responsible for collection, recourse seller repurchase the receivable and collects
- cost typically 80% of AR, balance less fee(3-5%) collected on payment.

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10
Q

Floor plan financing

A

”- Form of inventory financing where large ticket inventory is purchased from supplier, lender forwards payments establishing line of credit with purchaser. Purchased inventory forms security.

  • used by business largely with main supplier
  • interest similar to LOC and items are paid as sold “
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11
Q

Leasing

A

Common form of asset based lending is a lease agreement. These may accounted as operating or capital. Asset forms security for loan.

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12
Q

Vendor take back loan

A

“-Arise during the acquisition of a company by a 3rd party. Previous owner receive loan from the acquirer as part of purchase consideration.
- Rates vary between 0-10% although purchases want lower to ensure return.”

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13
Q

Mezzanine Debt/ Subordinated debt

A

”- Mezzanine capital is a general term which refers to the capital in-between senior debt and equity within a business. It typically takes the form of subordinated debt and may include other forms of capital, such as convertible debentures. Largely, this debt has a general security over the agreement, but is lower priority than the senior debt.
Subordinated debt: all debts ranked below senior secured debt.
- Mezzanine capital /subordinated debt is largely used in situations where the senior lenders are not willing to extend
further debt, and the company wishes to avoid diluting its shareholders.
- Interest high single digits to teens”

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14
Q

Forms of Mezzanine Debt/ Subordinated debt

A

”- senior subordinated debt

  • convertible subordinated debt
  • redeemable preferred stock”
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15
Q

Flexible features commonly associated with mezzanine debt:

A

“• Principal deferment;
• Paid-in-kind interest; forgo interest payments until maturity
• Equity participation: through warrants or conversion”

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16
Q

Convertible debt

A

“Converting debt to equity provides a mechanism that is sued to amplify returns when borrowing company grows. Also can allow for takeover in struggling co.

  • Co. which issue have short corporate history, strong growth expectations, high market earnings and variability, high business financial risk.
  • issuing co. benefits - low rates, ability to obtain financing, less covenants, no dilution. “
17
Q

Conversion mechanisms

A

”- conversion ratio: number of shares into which each debenture is convertible
- conversion price: the common stock price the debt is converted into shares.
Conversion price= par/ conversation ratio
- intrinsic value: the value of equity shares received on conversion.
intrinsic value= conversion ratio* current sp
- conversion premium: bond premium above intrinsic value.
= bond price today - intrinsic value
- cash payback period= # of years it takes premium to be recovered through yield pickup of debenture.
payback period = (Conversion Premium) /
[(Coupon X Par Value) − (Conversion Ratio X Annual Dividend)]”

18
Q

Differences between convertible debentures and debenture with warrants

A

“• Warrants are more common in private placements, whereas the use of convertible
debentures is more common in the public market.
• Warrants are frequently issued as compensation for underwriting initial public offerings
(IPOs) and serve as long-term options for company executives of venture-stage
companies or during LBO situations.
• Warrants, when part of a debenture financing, are normally detachable. This allows the
investor to keep the debenture and exercise or sell the warrant if the bundled product
is undesirable. Convertible debentures are not detachable, as the equity option is
embedded in the debenture indenture.
• Warrants are exercised for cash payment. Convertibles are exchanged for stock.
Consequently, each product will have a different impact on the cash flow and capital
structure of the issuing company.
• Warrants will bring additional capital into the company if exercised.
• Warrants and convertibles may also be subject to different tax treatments.”

19
Q

Define yield to maturity

A

The internal rate of return (IRR) that an investor will earn if the lender holds a bond to maturity and collects all scheduled payments on the contracted dates. A bond trading at a discount to its face value will have a YTM greater than its coupon rate. A bond trading at a premium to its face value will have a YTM lower than its coupon rate.

20
Q

Bonds under priced and overpriced

A

“yield-to-maturity on a bond is higher than the yield-to-maturity considered appropriate, the
bond is said to be underpriced (or undervalued). If the yield-to-maturity is lower than considered
appropriate, the bond is considered overpriced (or overvalued).”

21
Q

Attributes in determining bond value?

A

“• Risk-free interest rates: contra movements
• Likelihood of default: YTM increases with
• Marketability / liquidity: size of company
• Call provisions: increases YTM
• Length of time to maturity: YTM increases with time.”