Ming Zhao Profile picture
Jun 11, 2021 16 tweets 5 min read Read on X
Corporate Debt: A Need-to-Know Guide for Equity Investors

1/ Get a cup of coffee.

In this thread, @10kdiver and I explain how & why you should add corporate debt analysis to your investment research.
👇 Image
2/ Why do corporations issue debt?

- to finance growth (new capital expenditure)
- to finance acquisitions
- to finance working capital needs (esp. for businesses with long cash conversion cycles)
- to not dilute existing shareholders
3/ Advantages of debt:

- Cheaper than equity, usually
(issuing equity isn’t “free” as ppl commonly think… debt is cheaper when interest rate is lower than expected rate of return on stock)
- Improves capital structure efficiency
- Interest tax shield
4/ Downsides of too much debt:

- Increases default risk
- Increases future borrowing cost, called "WACC" or "weighted average cost of capital" (we’ll explain the details of WACC and how to calculate it in a separate thread)
- Draconian debt covenants
5/ Why should equity investors care about debt?

- paying interest reduces net profit & cash available for dividends
- debt affects valuation & WACC
- covenants may restrict capex & M&A activity
- in a distressed scenario, debt terms have huge influence on residual equity value Image
6/ *When* should they care about debt?

- when financing for a capital intensive project & covenants are too restrictive
- when macro conditions cause a cashflow squeeze (e.g. COVID)
- during financial distress (e.g. Ch11) where bondholder claims can 100% wipe out shareholders
7/ Mechanics of debt:

ABC bank loans $10M to XYZ Corp to be repaid in 3Y in exchange for 8% fee paid quarterly. Here, 10M is the “principal,” 3Y is the “maturity” and 8% the “coupon”.

This is a standard bullet bond. Diagram below shows the exchange of cashflows btw ABC & XYZ. Image
8/ Variations in Debt Structure:

- Coupon can be floating or fixed
- Principal can be repaid periodically or all @ maturity
- Issuer can recall bond if rates drop
- Loan repayment can be secured (i.e. “collateralized”) w/ assets
- Bond can convert to equity in special situations
9/ Types of corporate debt

(sorted by seniority)
- Revolver: a line of credit from bank, usually w/ cap & secured by assets
- Term loan: fixed-maturity bank loan w/ amortization, also secured
- Senior note: sold on capital markets, unsecured
- Sub note: higher yield than senior The columns of this table c...
10/ How to analyze a company’s debt

Key Metrics
- Net Debt / EBITDA (measures ability to pay off principal, <4 is good)
- EBITDA / Interest (measures ability to pay interest, >2 is good)
- Debt / Assets (measures leverage, <0.4 is good)

Data Sources
- 10K
- Indenture Agreement
Note: People usually use EBITDA in key ratios. But for companies needing lots of maintenance capex just to keep their assets in good shape and preserve (not grow) their earning power, it's more realistic to compare interest expenses to EBITDA + maintenance capex.
11/ Corporate Debt Analysis: 1st stop 👉10-K

Section 8 “Financial Statements”
Use the income statement, cash flow statement, and balance sheet to find inputs & calculate the key ratios discussed above.

Diagram below walks you through example calculations for Lockheed ($LMT). Image
2nd stop 👉 Notes to Consolidated Financial Statements

Here you’ll find the company’s full debt schedule with all repayment dates (maturities) and terms (coupon rates) laid out. This is a breakdown of the outstanding debt listed under “Long term debt, net” on the balance sheet. Image
3rd stop 👉 Indenture Agreements
(under Sec. 4 "Covenants")

Here’s where the company lists all its covenant terms, i.e. stipulations on coverage or leverage ratios & restrictions on future debt financing

But where to find indenture documents?
Ctrl-F for “indenture” on the 10-K. Image
12/

If you're still with us, thank you very much!

Expect to see more from @10kdiver and @FabiusMercurius when we dive into corporate capital structure & efficient cost of capital next time!

Enjoy your weekend!

/End
Typo: last line should read "EBITDA - maintenance capex" (in other words, the EBITDA + "net depreciation", which is to say "earnings + interest + taxes + depreciation - compulsory additions to PP&E to preserve earning power")

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May 27, 2023
Nvidia is about to become the 1st trillion-dollar chipmaker, after surging $200B in valuation in a single day.

But when cofounders Jensen, Chris, & Curtis started the company in 1993, they had only $40K in the bank.

Here’s Nvidia’s founding story, from 0 to Taxman of AI.
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1/ On Day 0
The idea came together over breakfast at Dennys — to bring 3D graphics computing to the burgeoning video game industry.

The risk was clear—$10M+ initial capex needed to ship the first accelerator with no pre-committed customers, no funding, and huge technology &… twitter.com/i/web/status/1…
2/ Cofounders take action

So Jensen quit his director job at chipmaker LSI Logic (now Broadcom). And Chris and Curtis quit their engineering jobs at Sun Microsystems.

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Apr 15, 2023
🔎How to Read a Term Sheet

VC term sheets are one of the most talked-about & least-understood docs in existence.
What's dirty, what's standard?

Whether you're building a company or thinking about it, as founder or employee:

Here's what the VCs know that you need to know👇
🧵/ Image
0/ the basics

Your objective: build cool shit
VC's objective: achieve maximum rate of return

Interests on both sides usually align — until they don't.

Term sheets spell out the:
(1) control rights, and
(2) economic rights

of both parties as the company goes from 0->1.
Key parts:

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But other subtle clauses can and do foil a high val many times over to sour deal economics.

These include:
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(with real examples, each scored #/10 on usefulness & accuracy)

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1/ Sourcing potential clients
score: 9/10

Prompt:
"Find 50 [insert business, eg. brokers] in [target region] that [do X, eg. offer US stocks on their investment app]?
Indicate each's website, HQ, & [other relevant info: eg. their custodial partner]. Put everything into a chart.
2/ Forming Google Dork queries to refine souring
score: 9/10

If your clients are also clients of X & if you know what terms are in a standard partnership agreement, you can Google DORK to source many more "hidden" candidate clients that have no publicly announced partnerships!
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Mar 25, 2023
Dissecting the Impending CRE Crisis

Soon u'll hear a lot more on CRE.

Why? B/c US banks & PE firms are headed for real estate doomsday.
4 collapses in 11 days
$270B in CRE loans due EoY
$3B+ defaulted in March 2023 alone

What is CRE & why does it matter?
What's next?
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1/ What is CRE?
"Commercial real estate" = property for business

The US CRE industry is a $20.7 trillion market.

Core segments include:
- office
- industrial
- multifamily
- retail
- hotels
- land
Investors specialize into 3 major investment strategies:
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Core:
- low risk, "steady income" play
- safe geos (NYC, SF)
- high starting occupancy
- target IRR: 6-9%

Value add:
- medium risk, "asset appreciation" play
- investor must put in work… twitter.com/i/web/status/1…
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BREAKING:
Another wrinkle in the regional banks / $SIVB / $SBNY saga.

Retail investors about to lose $𝟑𝟏𝟎 𝐌𝐈𝐋𝐋𝐈𝐎𝐍 𝐓𝐇𝐈𝐒 𝐅𝐑𝐈𝐃𝐀𝐘— $130M on SVB + $180M on SBNY.
But NO ONE is talking about it.

WSB mods are even censoring posts about it.

What’s going on?
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🧵/
1/ The News

On 3/14, National Securities Clearing Corp (NSCC) said it will no longer accept $SIVB & $SBNY exercise. Settlements will be be broker-by-broker.

What does this mean?

In short, things are about to get fucked.
Put holders are about to get WIPED.

Let me explain ...
2/ Expectation vs Reality

Normally if u buy a put and stock --> $0, u should make a BOATLOAD of $$! Right?

Wrong
Not this time
Not on $SIVB

Why?
u can only cash in gains via 2 ways:
a) sell
b) exercise

For SVB puts, depending on ur broker, u might not be allowed to do either!
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Silicon Valley Bank—#16 largest US bank with $212B — just crashed 60% in 1 day & fell 22% post-close. Stock halted now.

@BillAckman is calling a US gov bailout.
@peterthiel is calling a bank run.
JPM, BAC, WFC all dropped 6%.
What's next?

Is this… twitter.com/i/web/status/1…
1/ How banks make money

Let's start at the beginning: SVB is a bank.
Banks make 💸💸 by taking in deposits & lending back out at higher rates.

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NII is SVB's #1 profit source: ~73%
2/ How banks lose money

SVB's NII comes from 2 main sources:
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