Subordinated Debt

Subordinated Debt

The significance of expansion is obvious to all company owners. Whether it’s attracting more customers, developing innovative products, purchasing assets, or moving to a bigger office, expansion is the key to a successful business. Unstable markets and unexpected problems are no match for a company that is always adapting. Business loans, such as senior subordinated debt, also known as mezzanine financing, may help organisations that are prepared to change, whether that change is digital or not, develop and find new ways to solve problems. For small and medium-sized enterprises (SMEs) seeking a quick, easy, transparent, and adaptable loan, BDCs and other alternative lenders are great options.  

What Is Subordinated Debt? 

When all principal loans have been paid off, any remaining funds are used to pay down a subordinated loan. Primary loans are sometimes called senior or unsubordinated debt, whereas subordinated debt is also called junior debt or a junior security. In the event of a company’s bankruptcy, the repayment of primary debts is prioritised. They are frequently secured, which increases the likelihood of repayment. Subordinated loans, in contrast, carry a higher degree of risk as they are not secured. A second mortgage is another example of a subordinated debt.  


Understanding Subordinated Debt 

In the event of a borrower failure, the repayment of any subordinated loan must precede the repayment of any senior debt. A higher interest rate is required for subordinated loans due to their increased risk compared to senior loans. 

A study of the capital stack is necessary for a better understanding of subordinated loans. According to the capital stack, a company’s equity, subordinated loans, and senior debt (unsubordinated debt) are the three most important sources of funding. The return profile of shareholders is the greatest, followed by that of subordinated debt creditors and senior debt holders; this hierarchy reflects the risk borne. Before paying shareholders, all debt creditors, including those with unsubordinated debt, will be paid in the case of liquidation. 

The order in which creditors for a company’s loans are paid back in the event of bankruptcy is as follows: shareholders at the bottom, subordinated loan creditors at the top, and unsubordinated loan creditors at the top. After paying back the unsubordinated loan creditors, the amount of money left over determines whether the subordinated loan creditors receive partial payment or none at all. 

Subordinated loans include some risks, therefore before agreeing to lend, investors should look at the solvency of the issuing firm, its overall assets, and its other debt commitments. As a kind of compensation for the risks associated with a possible default, holders of subordinated loans might realise greater interest rates and will be paid back before equity investors. 

Types of Subordinated Debt 

Subordinated debt can be either secured or unsecured. 

  • Secured Subordinated Debt 

Collateral, such as a piece of property or a piece of machinery, is used to secure a secured loan. In the event of a borrower default, the lender retains the legal right to repossess and sell the collateral to recoup the loan. Secured debt includes loans where the borrower’s house, car, or business assets are pledged as security, such as mortgages, auto loans, or secured business loans. 

  • Unsecured Subordinated Debt 

Debt that is not “secured” by anything physical is unsecured. The repayment of this debt is contingent only on the borrower’s ability and willingness to repay the loan. Lenders do not have any tangible assets to liquidate in case of failure. Alternatively, the lender could try to collect the loan or even go to court to get their money back. Credit card balances, personal loans, and medical expenditures are typical forms of unsecured debt. 

Uses of Subordinated Debt 

Subordinated debt is essentially a form of unsecured loaning. Accordingly, in the event of liquidation, the payment of any subordinated debt would be contingent upon the satisfaction of other debt obligations rather than the immediate payment of principal. 

Before any distribution to stockholders may take place, all of these requirements, including deposit commitments, must be fully satisfied. There is a little twist to the way debt is issued as contrasted to more conventional methods, such as credit card debt. 

Subordinated debt instruments typically have larger firms or other business entities as borrowers. A less risky alternative would be unsubordinated debt, a loan that does not be paid back until the company’s debts are paid off.  

Examples of Subordinated Debt 

Subordinated bonds 

A company’s subordinated bonds are a subordinated kind of debt compared to its senior secured and senior unsecured bonds. 

Subordinated notes  

These bonds are comparable to subordinated notes, but their maturity date is much shorter. This necessitates a timelier repayment schedule. 

Subordinated loans 

These are loans that people take out from financial institutions. Conveyance is typically required for these types of loans. Lenders have the right to seize collateral to collect debt in the event of default.  

Subordinated preferred shares 

This is one form of ownership that a business could provide. Their claim on the company’s assets is smaller than that of senior preferred shares but larger than that of common shares. 

Convertible Subordinated Debt 

The holder of this subordinated debt has the opportunity to exchange it for common shares of the issuing corporation, which is equity. An extra perk for investors is convertible subordinated debt, which might increase in value if the firm’s stock price goes up. 

Mezzanine Debt 

Debt and equity features are combined in mezzanine debt, making it a hybrid type of financing. Although it is ranked above equity in terms of repayment priority, it is subordinated to senior debt. Mezzanine loans sometimes come with stock warrants or options to give financiers a stake in the company’s future success. 

Subordinated Debentures 

In terms of repayment priority, subordinated debentures rank behind other debentures or debt obligations. Debentures are unsecured debt instruments issued by a firm. 


Due to the lower level of assurance around its repayment, subordinated debt carries a higher degree of risk. Lenders should consider the homeowner’s or business’s overall assets, total debt, and capacity to pay back long-term debt and financial commitments before making a decision. Subordinated loans might have high interest rates, so keep that in mind if you’re thinking about applying. 

Frequently Asked Questions

“Subordinated debt” refers to a lower priority scale debt. Unsubordinated debt is the higher-priority debt. The priority for the liquidated assets of the insolvent corporation is to settle the unsubordinated debt. The subordinated debt will get the portion of the available funds that exceeds the unsubordinated debt. 

If a company’s assets are exhausted from paying out its senior debt holders in liquidation, it might leave itself unable to repay its subordinated or junior debt. In many cases, lenders benefit more from owning a claim on senior debt rather than subordinated debt.

Depending on their position in the capital stack, a company’s debt might be either senior or subordinated. Before paying off senior debt, subordinated debt is distributed in the case of a liquidation, but only if there are still funds after paying off senior debt. The higher interest rate on subordinated debt is a way for investors to be compensated for their risk. 

Subordinated debt has a higher interest rate than soliciting equity contributions from other sources, but it’s still cheaper. In addition, lenders do not have voting rights or see their capital diluted by subordinated debt.  



If the subordinated debt is of investment grade and marketable, national banks may choose to invest in it. 

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