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Session 10
Long Term Debt Financing
Programme : Executive Diploma in Accounting, Business & Strategy
(EDABS 2017)
Course : Corporate Financial Management (EDABS 202)
Lecturer : Mr. Asanka Ranasinghe
MBA (Colombo), BBA (Finance), ACMA, CGMA
Contact : [email protected]
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Bonds
• A bond is a long-term contract in which the bondholders lend money to a
company.
• In return the company (usually) promises to pay the bond owners
predetermined payments (usually a series of coupons) until the bond
matures.
• At maturity the bondholder receives a specified principal sum called the
par (face or nominal) value of the bond.
• The most common is the type described above with regular (usually semi-
annual or annual) fixed coupons and a specified redemption date. These
are known as straight, plain vanilla or bullet bonds.
Asanka Ranasinghe MBA (Colombo), BBA (Finance), ACMA, CGMA2
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Bonds
• Some bonds pay no coupons at all (called zero coupon bonds– these are
sold at a large discount to the par value and the investor makes a capital
gain by holding the bond).
• Some bonds do not pay a fixed coupon but one which varies depending on
the level of short-term interest rates (floating-rate or variable-rate
bonds), some have interest rates linked to the rate of inflation.
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Trust Deeds and Covenants
A trust deed (or bond indenture) sets out the terms of the contract
between bondholders and the company.
The trustee (if one is appointed) ensures compliance with the contract
throughout the life of the bond and has the power to appoint a receiver (to
liquidate the firm’s assets).
Asanka Ranasinghe MBA (Colombo), BBA (Finance), ACMA, CGMA4
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Loan Covenants
• Limits on further debt issuance : If lenders provide finance to a firm
they do so on certain assumptions concerning the riskiness of the capital
structure
• Dividend level : An excessive withdrawal of shareholder funds may
unbalance the financial structure and weaken future cash flows
• Limits on the disposal of assets : The retention of certain assets, for
example property and land, may be essential to reduce the lenders’ risk
• Financial ratios : A typical covenant here concerns the interest cover,
working capital ratio levels, and the debt to net assets ratio
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Factors to Consider in Obtaining a
Bank Loan
• Costs : arrangement fee, interest rates (fixed Vs
floating)
• Security
• Repayment
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Syndicated Loans
• For large loans a single bank may not be able or willing to lend the whole
amount
• The bank originating the loan will usually manage the syndicate and is
called the lead manager
• This bank (or these banks) may invite a handful of other banks to co-
manage the loan
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Credit Rating
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Convertible Bonds
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Convertible bonds (or convertible loan stocks) carry a rate of interest in the
same way as vanilla bonds, but they also give the holder the right to
exchange the bonds at some stage in the future into ordinary shares
according to some prearranged formula.
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Advantages of Convertible Bond
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Company
• Lower interest than on a similar debenture
• The interest is tax deductible
• Self liquidating
• Fewer restrictive covenants
• Underpriced shares
• Cheap way to issue shares
• Available finance when straight debt and equity are not available
Investor
• They are able to wait and see how the share price moves before investing
in equity
• In the near term there is greater security for their principal compared with
equity investment, and the annual coupon is usually higher than the
dividend yield
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Valuing Bonds
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Irredeemable Debt
Redeemable Debt
where PD= price of bond
i = nominal annual interest (the coupon rate ×nominal (par) value of the bond)
kD = market discount rate, annual return required on similar bonds
Calculating the Yield to Maturity (YTM) of a bond
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International Sources of Debt Finance
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Euromarkets which are informal (unregulated) markets in money held outside
the jurisdiction of its country of origin
Example : Italian firm can borrow dollars from a Spanish bank in the UK and the US
regulatory authorities have no control over the transaction
‘Eurocurrency’ is short-term (less than one year) deposits and loans
‘Eurocredit’ is used for the market in medium- and long-term loans
A foreign bond is a bond denominated in the currency of the country where it
is issued when the issuer is a non-resident (Example : Samurai bonds, Yankees and
Bulldogs)
Eurobonds are bonds sold outside the jurisdiction of the country of the
currency in which the bond is denominated (Bonds issued in US dollars in Paris
are outside the jurisdiction of the US authorities)
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Advantages of International Debt
Finance
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• The finance available in these markets can be at a lower cost in
both transaction costs and rates of return
• There are fewer rules and regulations such as needing to obtain
official authorisation to issue or needing to queue to issue, leading
to speed, innovation and lower costs
• There may be the ability to hedge foreign currency movements
• National markets are often not able to provide the same volume of
finance
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Project Finance
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A typical project finance deal is created by an industrial corporation providing
some equity capital for a separate legal entity (a ‘special-purpose vehicle’
(SPV)) to be formed to build and operate a project, for example an oil pipeline,
an electricity power plant. The project finance loan is then provided as bank
loans or through bond issues direct to the separate entity
Loan returns are principally tied to the cash flows and fortunes of a particular
project
Recourse Finance
Parent firm (or firms) accepts the responsibility
that the lenders will be paid in the event of the
project producing insufficient cash flows.
Non Recourse Finance
Lenders accept an agreement
whereby, if the project is a
failure, they will lose money
and have no right of recourse
to the parent company
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Advantages of Project Finance
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• Transfer of risk
• Off-balance-sheet financing
• Political risk
• Simplifies the banking relationship
• Managerial incentives
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Sale and Leaseback
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If a firm owns buildings, land or equipment it may be possible to sell these to
another firm (for example a bank, insurance company or specialised leasing
firm) and simultaneously agree to lease the property back for a stated period
under specific terms.
Advantages
• Tax regimeProperty owners are unable to use depreciation and other tax allowances (usually
because they do not have sufficient taxable profits). The sale of the asset to an
organisation looking to reduce taxable profits through the holding of depreciable
assets enables both firms to benefit.
• Original owner’s subsequent lease payments are tax deductible
• Managers are made more aware of the value of the assets used in the
business
Disadvantages
• Asset is no longer owned by the firm and therefore any capital appreciation
has to be forgone
• Eliminates the flexibility to move to cheaper premises
• Usually the rental payments would increase at regular intervals
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Securitisation
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Asset backed securitisation involves the pooling and repackaging of
relatively small, homogeneous and illiquid financial assets into liquid
securities
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Islamic Financing
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Under Islamic Sharia law the payment of riba (interest) is prohibited and
the receiver of finance must not bear all the risk of failure
Investment in alcohol, tobacco, pornography or gambling is not allowed
Islam does encourage entrepreneurial activity and the sharing of risk
through equity shares. Thus a bank can create profit-sharing products to
offer customers. Depositors can be offered a percentage of the bank’s
profits rather than a set interest rate
A house purchase : the property is purchased by the bank and clients
(perhaps 10 per cent of the purchase price). The customer purchases the
bank’s share gradually, until he is made sole owner after a specified
period, usually 25 years. Over the financing period, the bank’s share is
rented to the customer
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Islamic Bonds (Sukuk)
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Conventional bonds promises to pay interest and principal, sukuk represent
part ownership of tangible assets, businesses or investments, so the returns
are generated by some sort of share of the gain (or loss) made, and the risk
is shared
They are administered through a special-purpose vehicle (SPV) which issues
sukuk certificates
Most sukuk being, in reality, unsecured instruments
Asset backed : there is a true sale between the originator and the SPV that
issues the sukuk, and sukuk holders do not have recourse to the originator
Asset based : these are closer to conventional debt in that the sukuk
holders have recourse to the originator if there is a payment shortfall
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