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Corporate Finance

Corporate bonds and Schuldschein loans

Capital-market debt beyond the house bank — with a realistic view of effort, cost and publicity.

Companies rarely consider a bond or a Schuldschein for its own sake. Usually the bank lines are exhausted, maturities no longer match the investment plan, or a concentration risk with one institution needs to be reduced.

The Schuldschein remains the pragmatic entry point. No prospectus, no formal rating, documentation under German law and a manageable page count. Investors are savings banks, Landesbanken, insurers and pension funds. Eight to twelve weeks from mandate to funding is normal.

A bond costs more lead time and more money — prospectus, rating, ongoing disclosure. It pays off if you intend to return to the market regularly, need a wider investor base, or want the visibility. For a one-off €30m refinancing, the Schuldschein almost always wins.

Usually a fit when

  • Revenue above roughly €100m with stable earnings
  • Funding need from €20m (Schuldschein) or €50m (bond)
  • Audited accounts and at least half-yearly reporting
  • Leverage that holds up in a weak year

Key facts

Schuldschein volume
from c. €20m
Bond volume
from c. €50m
Maturities
3, 5, 7, 10 years
Lead time Schuldschein
8–12 weeks
Lead time bond
4–6 months
Amortisation
usually bullet

Building blocks

What actually shapes the structure

Volume and tranching

Offering several maturity tranches in parallel costs nothing and widens the investor base noticeably. Insurers buy seven and ten years, banks prefer three and five. We start with a target volume and an upsize corridor rather than defending a fixed number.

  • Target volume with upsize option
  • Mix fixed and floating tranches
  • No overselling — a failed placement lingers

Sizing the covenants

Leverage, interest cover and a negative pledge are standard. The mistake is rarely the selection, it is the headroom: set the ratio at plan level and the first weak quarter produces a breach and an expensive renegotiation. We model the downside first and derive the threshold from it.

  • Leverage and interest cover as standard
  • At least 20 per cent headroom
  • Test dates aligned with reporting

Rating or rating substitute

For a Schuldschein most investors accept the arranging bank's internal credit assessment. For a bond an external rating is effectively unavoidable. The process takes six to ten weeks and needs preparation — a poorly handled rating meeting easily costs half a notch.

  • Select the agency early
  • Prepare the peer comparison
  • Rehearse the management meeting

Investor approach

Placement runs through platforms and direct relationships. Both together work best: the platform creates breadth, the personal conversation brings the anchor order. We approach investors that fit the business model — the right list, not the longest.

  • Savings banks, Landesbanken, insurers
  • Anchor investor before breadth
  • Confidential approach under NDA

Process

From analysis to funding

  1. Step 01

    Financing analysis

    Review of existing lines, maturities and security. This shows whether a capital-market instrument makes sense at all.

  2. Step 02

    Choice of instrument

    Schuldschein, bond or a combination with existing bank debt — weighed on cost, lead time and publicity.

  3. Step 03

    Documentation

    Company presentation, financials, plan and term sheet. For a bond, prospectus and rating process on top.

  4. Step 04

    Marketing

    Investor approach, Q&A and order collection through the bookbuilding phase.

  5. Step 05

    Pricing

    Coupon and volume set against the order book. This is where an issue either captures value or leaves money on the table.

  6. Step 06

    Closing

    Documentation, funding and setting up the ongoing investor reporting.

From practice

Two things that bite more often than the coupon

Reporting obligations underestimated

The work starts after issuance: half-year figures, covenant compliance certificates, investor calls. If controlling isn't set up for it, you sit in uncomfortable meetings two years later. We settle who produces what, and how often, before placement.

Existing banks bypassed

A Schuldschein alongside existing loan agreements can touch pari passu or negative pledge clauses. Those conversations belong at the start. House banks brought in early often subscribe themselves.

Questions

What clients ask us

Bond or Schuldschein — what fits your balance sheet?

We review your financing structure and tell you plainly whether a step to the capital market is worth it.

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