Companies often issue bonds to raise funds for their operations and expansion. Bonds provide a way for individual investors to lend money to a company, and the company promises to repay the investor with interest after a set period.
Bonds are a common form of debt instrument, and among them, there's a specific type called a debenture, which functions much like a traditional bond. The unique aspect of debentures is that they lack collateral or specific assets as security. When people invest in debenture bonds, they are essentially trusting that the borrower is reliable enough to repay without any specific backing. It's a bit like assuming the borrower is "good for it."
While the terms "bonds" and "debentures" are sometimes used interchangeably, they aren't exactly the same. A debenture is a type of bond, but not all bonds are debentures. Despite the terminology, everyday investors can purchase debentures through brokerage firms, similar to other investments.
To understand what a debenture is, let's explore how companies borrow money. There are "secured" debts, like mortgage bonds backed by assets such as land or buildings. On the other hand, "unsecured" debts rely on trust. Large companies with strong finances, good cash flow, and high credit ratings often offer unsecured debt, also known as debentures.
These companies prefer issuing debentures over bonds tied to specific assets to avoid tying up their resources. However, if all other assets are already collateral for different loans, issuing debentures becomes a bigger risk for investors.
U.S. Treasury bonds are a common type of debentures. Investors have little fear of the U.S. government defaulting on loans, making these bonds a secure investment due to confidence in the government's ability to repay.
In certain situations, a company may permit an investor to convert their debenture into shares of the company, offering them equity in return.
Convertible debentures come in various forms. Some provide the investor with the option to convert the debt into equity when the debenture matures, which is common for investors uncertain about wanting shares at that time. Alternatively, the company might enforce the conversion of debentures into shares. Partially convertible debentures exist too, where a portion turns into equity, and the rest is redeemed conventionally.
Convertible debentures involve risks for both the company and the investor. Allowing debentures to convert into shares can dilute company ownership, posing a risk for the company. On the investor side, loaning unsecured debt carries the risk of ending up with nothing if the company faces financial troubles.
Sometimes, companies face financial difficulties and go out of business. When this happens, the process of selling off their assets, known as liquidation, occurs. In such situations, there is a specific order in which lenders receive repayment. Those who invested in secured debt are the first to be repaid, followed by debenture holders. Shareholders typically find themselves at the bottom of the list.
Buying debentures carries some risk, especially when compared to secured debt. This is why companies with strong credit ratings are more likely to issue debentures. Without a high credit rating, it's unlikely that investors would be interested in purchasing debentures.
In various parts of the world, the term "debenture" takes on different meanings. In Great Britain, a debenture refers to long-term security with a fixed interest rate, backed by a company's assets. In simpler terms, debentures are a form of secure debt in the UK.
Additionally, the term "debenture" has been used in the sporting world to describe a type of debt. Particularly in England, sports teams issue debentures to raise funds for construction projects. Those holding debentures often receive perks like game tickets or partial ownership of the team.