Kinds of Corporation Bonds
Since bonds were first issued, perhaps one hundred different kinds have been placed on the market. They all have the same fundamental characteristics but differ in minor particulars. No universally recognized basis exists for their classification, nor is such a basis possible, the use which they are to serve determining always the basis of analysis into classes. Thus, in the opinion of a leading authority[50] on the subject bonds may be classified under the following heads, according to:
- 1. The character of the issuing corporation under
- which are treated:
- (a) Civil Loans
- (b) Corporation loans
- 2. The security of the bonds under which come:
- (a) First mortgage (second, third, etc.)
- (b) General mortgage
- (c) Divisional
- (d) Guaranteed
- (e) Collateral trust
- (f) Debenture
- (g) Income
- (h) Land grant
- (i) Real estate
- (j) Prior lien
- (k) Consolidated (consols)
- Etc., etc., there seemingly being no limit to
- the descriptive titles that may be used in
- order to indicate some feature of the security.
- 3. The purpose of the issue, as:
- (a) Improvement
- (b) Construction
- (c) Refunding
- (d) Purchase money
- (e) Unified
- (f) Subsidy
- Etc.
- 4. The conditions incident upon payment of principal
- and interest, as:
- For the payment of interest—
- (a) Income
- (b) Participating
- (c) Unconditional
- (d) Registered
- (e) Registered coupon
- (f) Coupon
- (g) Interchangeable
- Etc.
- For the payment of the principal—
- (a) Premium
- (b) Gold
- (c) Silver
- (d) Straight
- (e) Serial
- (f) Extended
- (g) Callable
- (h) Optional
- (i) Convertible
- Etc.
The issuing corporation often distinguishes its bonds by means of some descriptive adjectives purporting to classify them or indicate their nature. Thus, consolidated first and improvement, general and refunding mortgage, first mortgage extension, general lien railway and land grant, are titles sometimes met, though a simpler title carrying also the interest rate is more common, as general mortgage 4’s of 1965, C. & A. 5’s, Toledo Light & Power 4’s, etc. As listed on the exchange the title usually gives the name of the issuing corporation (i.e., the obligor), the distinctive name of the bond, and its interest rate.
Bonds rank very much as mortgages do in the priority of their liens. A first mortgage bond has a first lien on the property securing it; a second mortgage bond has a second lien and its claim is said to be junior to that of the first. No attempt can here be made to explain the distinguishing features of the above-named issues. Attention is called to them only because the reader of a balance sheet—an investor or prospective creditor—often must have a knowledge of the various classes of bonds and a detailed knowledge of the conditions of particular issues. It is obvious that the accountant should have a knowledge of the particular issues of a business in order intelligently to draw up a balance sheet and make a report thereon.
Authority for the Issue of Bonds
A corporation has generally a charter right to issue bonds for the purpose of securing money, acquiring property, or in payment for labor or financial services rendered. The exercise of this right may be curtailed by, or be dependent upon, authority from a regulating body. Within the corporation itself, the right to issue vests in the stockholders. In some cases a majority vote suffices; in others as many as three-quarters of the votes may be required to authorize the issue. The directors themselves may, upon proper authorization from the stockholders, make the actual issue, and usually the initiative for a bond issue comes from them because they have intimate knowledge of the business and its needs.
Financial Considerations Involved in Issue
Financial considerations involved in the determination to issue bonds may be reviewed briefly. It is interesting to note that the bond has been used very extensively as a means of securing capital. There is, however, no necessary relationship between the amount of capital raised by stock issues and that raised by bond issues. The sale of additional stock or of bonds or other similar securities is the main source of corporation funds for capital purposes. Some concerns have obtained approximately one-half of their capital through the issue of bonds. Percentages of capital so raised ranging from 15% to 40% are not uncommon.