Debt and other interest-bearing obligations

Contents

What are debt obligations?


Debt obligations represent money borrowed from third parties. They include: bank overdrafts; intercompany loans; convertible bonds; perpetual bonds; debentures and other loans; and some preference shares. Debt can be distinguished from obligations arising from ordinary activities .

 

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Under IFRS, debt obligations are a sub-set of financial liabilities. IFRS establish boundaries about what a financial liability is, and what an equity instrument is, although some financial instruments - called compound financial instruments - have elements of both . The principle adopted in IFRS is that classification of financial instruments should depend upon the substance of the contractual arrangement, rather than on its legal form [IAS32R.15]. An instrument is a liability when it contains a contractual obligation for the issuer to deliver to the holder either cash or another financial asset, or exchange financial instruments on potentially unfavourable terms [IAS32R.11].

Many types of preference shares, including perpetual preference shares, are financial liabilities as the payments are not at the discretion of the issuer. This may be the case if the preference shares provide for redemption on a specific date or at the option of the holder or, in the case of perpetual preference shares, if preference dividends are not at the discretion of the issuer [IAS32R.AG25-26] .



Initial recognition


An entity should recognise a financial liability when it becomes a party to the contractual provisions of the instrument [IAS39R.14].


Initial measurement


Initial measurement of financial liabilities is at fair value which is normally the transaction price (ie the proceeds received on issuance). In addition, any transaction costs directly attributable to the issue of debt are deducted in arriving at the initial carrying amount, unless the liability is to be measured subsequently at fair value through profit or loss [IAS39R.43]. These costs are subsequently amortised through the income statement over the life of the debt using the effective interest method and form part of interest expense for the period [IAS39R.47] [IAS39R.IG.E.1.1]

Debt denominated in a foreign currency is initially recognised by translating the issue proceeds at the spot exchange rate between the entity's functional currency and the foreign currency on the date of the transaction [IAS21R.21].

Debt issued at a premium or discount
The fair value of a debt instrument on initial recognition will not necessarily equal its nominal amount or face value. A bond may carry a lower or higher than market nominal interest rate and be issued at a discount or premium. Since the debt instrument is initially recognised at its fair value (the issue price), the discount or premium is included as part of the initial carrying amount of the liability. It is subsequently amortised over the life of the financial liability using the effective interest method, and forms part of interest expense [IAS39R.47] .

Related parties
Entities may provide loans to related parties at an interest rate lower than would be charged in an arm's length transaction. These loans should be recognised initially at fair value, using a market-based interest rate to determine fair value [IAS39R.AG64].

Within group entities
A parent entity may provide a loan to a subsidiary at an interest rate that is lower than the market rate, or which is interest free. From the perspective of the parent entity, where the interest concession is non-reciprocal, any difference between the fair value of the loan and the cash transferred should usually be recognised as a capital contribution to the subsidiary that increases the parent's investment. From the perspective of the subsidiary, any difference between the financial liability's fair value and the cash transferred should either be recognised as a capital contribution or in the income statement depending on the substance of the transaction [IAS39R.AG64-65].

Zero coupon bond
A zero coupon bond is a bond with no periodic coupon interest payments. The holder of such a bond receives a return by the gradual appreciation of the bond, which is redeemed at face value at maturity. The difference between the original proceeds the entity received on issuing the bond and the amount repaid at maturity (principal) is called the discount. An entity may choose to issue a zero coupon bond because it allows the issuer to raise funds without making current debt service payments. This advantage is typically increased by current tax deductions for accrued interest, even though the interest is not paid until maturity.

A zero coupon bond should initially be recognised at fair value which is normally the transaction price (ie the proceeds received on issuance) [IAS39R.AG64].


Subsequent measurement


After initial recognition an entity should measure financial liabilities, other than financial liabilities at fair value through profit or loss at amortised cost [IAS39R.47]. Amortised cost is the amount at which the debt was measured at initial recognition minus repayments, plus interest calculated using the effective interest method [IAS39R.9]. Stated another way, the initial proceeds from issuing debt, net of transaction costs, are adjusted over the life of the debt so that the carrying amount at maturity is the amount repayable. The adjustments are calculated using the effective interest method [IAS39R.9] .

Foreign currency debt should be re-measured using the closing rate at each balance sheet date [IAS21R.23] .


Derecognition


A financial liability is removed from the balance sheet when it is extinguished; that is when the obligation is discharged, cancelled or expired [IAS39R.39]. That condition is met when the liability is settled by paying the lender, or when the borrower is released from primary responsibility for the liability either by process of law or by an agreement with the lender [IAS39R.AG57].

On derecognition, the difference between the amount paid and the carrying amount of the liability is included in the income statement as a gain or loss [IAS39R.41].

An entity may enter into an in-substance defeasance arrangement for its debt. The entity places cash or another risk-free monetary asset into a structure, typically a trust, which uses the asset and the return arising from its investment to make repayments on the outstanding debt. Derecognition under these arrangements is not permitted under IFRS because the entity has not been legally released from its primary responsibility for the debt [IAS39R.AG57] .

Entities may negotiate with the banks or bondholders to cancel existing debt and replace it with new debt on different terms. For example, an entity may decide to cancel its exposure to high-interest fixed-rate debt and replace it with variable rate debt. IFRS provide guidance to distinguish between (a) the settlement of debt that is replaced by new debt from the same lenders; and (b) restructuring of existing debt. This distinction is based on whether or not the new debt has substantially different terms from the old one [IAS39R.40] [IAS39.AG62] .


Presentation and disclosure


IFRS require the following disclosures:

a) the entity's risk management objectives, including its policy for hedging the forecasted issue of debt [IAS32R.56];
b) information about the terms and conditions of debt instruments such as [IAS32R.60] [IAS32R.63] [IAS32R.71] [IAS32R.94(j)]:
    i. principal or other notional value on which future payments are based;
    ii. the date of maturity, expiry or execution;
    iii. early settlement option held by any party;
    iv. conversion or exchange options;
    v. the amount of timing and scheduled future cash receipts or payments of the principal;
    vi. stated rate or amount of interest, dividend or other return on principal;
    vii. collateral held
    viii. the currency in which receipts or payments are required if the instrument is denominated in a currency other than the entity's functional currency;
    ix. any condition of the instrument or an associated covenant that if contravened would significantly alter the other terms;
    x. exposure to interest rate risk, indicating whether they are subject to interest rate fair value risk or to interest rate cash flow risk; and
    xi. Any defaults or breaches with regards to principal, interest or redemption provisions on loans payable during the period including the amount on which the breaches occurred and whether the default has been remedied or the terms renegotiated before the financial statements were authorised for issue.



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