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 Introduction

LBOs and Debt Financing

LBOs and debt financing are two concepts that are quite interlinked as LBOs depend on deploying borrowed funds to acquire a business. It forms one of the basic frameworks for leveraged buyouts in investment banking and private equity, with its success having been determined by the judicious use of debt to leverage returns on investments. As such, the following forms an explanation of both concepts alongside their inter-linkage.

What is a Leveraged Buyout (LBO)?

A Leveraged Buyout is a financial transaction in which a company is acquired using a lot of borrowed money, in which the targeted company’s assets are often used as collateral for the loans. In general, an LBO is an acquisition where, typically, the acquirer contributes only a small percentage of equity, or firm’s own funds, while majority of the purchase price is financed by debt.  This way, the buyer can gain control of the company using the least outlay of capital on hand.

Key Characteristics of LBO

  • High Leverage: The key characteristic of LBO is tremendous debt financing used to acquire a target.

  • Asset-Based Financing: Specific assets of the target company, be it property or equipment, or cash flows are used to secure the debt.

  • Private equity investment: LBOs are typically undertaken by private equity houses targeting undervalued companies hoping that they would improve their performance eventually before liquidation at a higher value.

  • Creation of sustainable value: The aim is to create long-term sustainable value for the target company most often through restructuring or increasing operational efficiency and/or eliminating certain businesses in order to pay off the loan.

  • Process of LBO

  • Identify a Target: The acquirer identifies an entity having a source of solid cash flows and assets, so that it can use as much debt as possible.

  • Financing the Acquisition: The acquirer seeks debt financing, normally through banks and institutional lending, while contributing less than half of the cost as equity.

  • Optimization of Operations: After acquisition, the buyer strives to achieve improvements in terms of financial performance of that company as well as in its operational performance to leverage the benefits of profitability.

  • Debt Pay Down: Cash generated from the business used to pay off the debt over time increases the equity of the buyer in the company.

  • Exit Strategy: Once the debt is paid down, and value is built into the company, a buyer can sell the company with an IPO or sell it to another buyer, thus making money.

How do you feel about the Debt Financing?

Debt financing is borrowing money, thereby raising capital to run various business operations or acquisitions. It may take the form of loans, bonds, and all other forms of debt instruments. Equity financing, on the other hand involves selling equity ownership stakes for the needed amount of capital. In debt financing, the funds borrowed have an added rate of interest that must be paid upon its repayment.

Types of Debt Financing:

  • Bank Loans: The usual bank loans provided by the banks are secured with assets or cash flow.

  • Bonds: Corporations issue bonds to raise capital. Instead of investing or lending capital, the investors lend money to the company expecting to collect periodic interest and return of capital at maturity.

  • Mezzanine Debt: A hybrid tool, debt as well as equity financing. It is also associated with the structure that goes by LBOs or leveraged buyouts. Mezzanine often has a higher interest rate and tends to offer a conversion feature where the debt is converted into equity.

  • Features of Debt Financing:

  • Fixed Interest Payments: A loan has to be repaid along with the interest accrued and this could be done usually on the pre-set time cycle.

  • Repayment Promise: Loans are paid back and normally, there is a specific maturity date attached to the debt liabilities.

  • No dilution of ownership share: There will not be any dilution of the ownership share by the exiting equity investors

  • Deducibility of tax: Such outgoes under debt financing are considered tax deductible and debt financing is, therefore treated as well coming for companies.

The most pronounced source of financing in an LBO is debt financing. The two can therefore be related as such:

  • Deleveraging Debt as a Lever: In the context of an LBO, acquirers use debt as a form of leverage to magnify returns on equity investment. A buyer would borrow the lion’s share of the purchase price and retain control of the company with minimal invested capital. High leverage can make returns on equity amazingly higher if the value increases for the target company.

  • High Leverage Risk: Though LBOs may ‘pay off handsomely,’ it is definitely a high-risk proposition. High leverage requires the company to generate as much cash flow as possible to enable repayment of interest and principal. Failure within the company or adverse market changes may expose the company to default risk, and this would surely lead to bankruptcy.

  • Cash flow-based debt servicing in LBO: Any LBO’s backbone is cash flows, which service the debt with the passage of time and leave as much financial burden as possible to the company. Debt servicing under such an arrangement increases the equity value for the acquirer the faster it services its debt.

Sources of debt financing in LBOs

Senior Debt: This is the senior-most type of debt which is generally issued by banks and institutional lenders. As this type of debt carries the highest ranking in terms of repayment, its rate of interest is much more modest.

Subordinated Debt (Mezzanine Financing): Nuts and Bolts : Of course, as it ranks junior to senior debt, it is riskier, but the reward is greater. As for a liquidation, subordinated debt will come before senior debt.

High-yield bonds: these carry higher interest rates because they carry more risk. They are normally used for LBO financing where no main loan from the banks is available.

Exit Strategy and Debt Paydown: The real success of an LBO is actually based on the eventual exit or pay down of debt through a sale or public offering. Once debt paydown begins to take place, the shareholder’s equity in the company rises accordingly, thus creating an even more lucrative event at the time of a potential sale.

LBOs and Debt Financing Key Metrics

Leverage Ratios: Investment bankers use such leverage ratios, which include debt-to-equity and debt-toassets, in measuring the capacity of a firm to absorb debt in an LBO.

Interest Coverage Ratio: This measures how well the firm can service its debt in terms of the coverage of earnings before interest and taxes to interest. The greater the number, the better the firm’s ability to pay interest, which represents one of the key requirements for the viability of an LBO.

Payback Period of Debt: This illustrates the period it takes to repay the debt through the use of a firm’s cash flow. The smaller your payback periods, the better because it lowers financial risk associated with this transaction.

Conclusion:

LBOs and debt financing are arguably some of the most critical corporate finance strategies for both private equity firms and investment bankers. While the utilization of high leverage enables the buyer to purchase companies with little in terms of equity yet hopefully reap huge sums of money, the success of an LBO hinges greatly on whether the acquired company can produce cash flows to service the debt in the long term. Proper structuring of debt accompanied by appropriate and effective operational improvements in the target company is essential for value maximization in terms of risk management under the framework of leveraged buyouts.


By Saggi

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