Daylila
How companies are financed

Lesson 12 of 13

Debt spirals and bankruptcy

Explain insolvency vs illiquidity, and the order in which a failed company's money is paid out.

01 · Learn · the idea

A delivery firm has a £2m payment due to its bank on Friday. Its warehouses, vans and depots are worth far more than everything it owes. But the cash isn’t in the account on Friday — the customers who owe it money pay on the 15th. Miss the Friday payment and the bank can call in the loan and force the firm to close. The firm is rich on paper and a few days short on cash. That gap — between being worth a lot and being able to pay right now — is where most company collapses actually live.

Two different kinds of trouble

People say a company “went bust” as if there’s one way to die. There are two, and they’re often confused.

The first is illiquidity: you can’t pay a bill that’s due right now, even though what you own is worth more than what you owe. It’s a timing problem. The money exists — it’s tied up in a building, in stock on the shelves, in invoices customers haven’t paid yet — but it isn’t in the bank on the day the bill lands. You met this in the profit-vs-cash item: a firm can be profit-rich and cash-poor at the same time. Illiquidity is often survivable. You can borrow against the building, sell some stock, chase the invoices, or arrange a short loan to bridge the gap.

The second is insolvency: you owe more than everything you own is worth. Add up the value of every asset — buildings, vans, cash, stock, unpaid invoices — and it comes to less than the total of your debts. The owners’ equity, what’s left for them after the debts, has gone negative. This isn’t a timing problem. The business is genuinely underwater. Selling everything still wouldn’t cover what’s owed.

A firm can be illiquid but solvent (worth plenty, just short of cash today) — that one usually lives. A firm can be both. The dangerous slide is when an illiquid firm, unable to bridge the gap, is forced to sell things cheaply or take on punishing loans, and tips into insolvency. A cash-timing problem becomes a worth problem.

The queue, when the firm is wound up

When a company truly fails and is closed down, its assets are sold off and the cash is shared out. Not evenly. In a strict order. This is the spine of the whole “owners get paid last” idea from the start of the course — now you see it play out at the end.

The order is the capital stack, the priority of claims. Cash flows down it like water down a set of steps. Each step must be filled to the top before a single drop reaches the next one.

  1. Secured creditors first. These are lenders who have a specific asset pledged against their loan — the bank with a legal charge over the building. If anything is sold, they get paid from it before anyone else.
  2. Unsecured creditors next. Suppliers waiting to be paid, bondholders, the tax office. They have a claim, but nothing specific backing it. When money is short, they often get only a fraction — “pennies in the pound.”
  3. Shareholders last. The owners. They get whatever, if anything, is left after every creditor above them is paid in full. Usually that’s nothing.

This is why debt is “safer” than equity for the person providing the money, and why shareholders carry the most risk. The lender sits near the front of the queue; the owner sits at the very back.

Walking the money down the stack

Take a failed company that owes £30m to secured creditors (the bank, with collateral) and £50m to unsecured creditors (suppliers and bondholders). Total debt: £80m. The shareholders own whatever is left over.

Now sell the assets and watch where the cash goes.

Assets fetch £50m. Secured creditors are first: they’re owed £30m, and there’s plenty to cover it, so they get £30m in full. That leaves £20m. The unsecured creditors are owed £50m but only £20m remains — so they receive £20m of £50m, which is 40 pence for every pound owed. The £20m runs out there. Shareholders get £0. And note: the company owed £80m and its assets were only worth £50m. It was insolvent — that’s why the owners are wiped out.

Change one number and the picture flips. Assets fetch £90m. Secured get their £30m in full, unsecured get their £50m in full, and £10m is left — so the shareholders actually receive £10m. The assets were worth more than the debts; the firm was solvent, and there was something left for the owners.

Now the grim case. Assets fetch £20m. The secured creditors are owed £30m but only £20m exists, so even they take a loss, getting £20m of £30m. The unsecured creditors get £0, and the shareholders get £0. When a firm is deeply insolvent, the loss climbs up the queue and starts eating into the lenders who thought they were safe.

The £80m line is the dividing line. Sell for less than £80m and the firm is insolvent and the owners get nothing. Sell for more and there’s a residual for them.

It isn’t always the end

Closing down and selling the assets is the worst case, not the only one. A company that’s worth more running than broken up can be restructured instead — its debts renegotiated, some lenders agreeing to take less or to swap their loans for shares, so the business keeps trading and everyone recovers more than they would from a fire sale. Insolvency triggers a fight over the wreckage; restructuring tries to keep the thing alive long enough to be worth more.

On the whole

When a headline says shareholders were “wiped out,” this is the plain mechanic underneath: the glass was sold off, the cash poured down the stack, and by the time it reached the people at the very back, it had run dry. They owned the firm, and they got nothing — because owning is the last claim, not the first. It’s worth remembering where your own money sits in queues like this. A pension or an index fund holds shares in hundreds of companies, which means it’s standing near the back of every one of those queues — collecting handsomely when firms thrive, and last in line on the day one of them doesn’t.

02 · Try · the lab

03 · Check · quick quiz

1. A firm's warehouses and vans are worth far more than its total debts, but it can't make a £2m payment that's due Friday because customers haven't paid yet. What's its trouble?

  • Insolvent — it owes more than it owns
  • Illiquid — short of cash right now, even though it's worth more than it owes
  • Both insolvent and illiquid at once
  • Neither; a missed payment is never a real problem
Answer

Illiquid — short of cash right now, even though it's worth more than it owes — Illiquidity is a timing problem: the value exists (in buildings, stock, unpaid invoices) but isn't cash in the bank on the day. Insolvency is different — that's owing more than everything you own is worth.

2. When a failed company is wound up and its assets are sold, who is paid first?

  • Shareholders, because they own the company
  • Everyone gets an equal share of whatever cash there is
  • Secured creditors — lenders with a specific asset pledged against their loan
  • Whoever the company chooses to pay first
Answer

Secured creditors — lenders with a specific asset pledged against their loan — Cash flows down the capital stack in a strict order: secured creditors first, then unsecured creditors, then shareholders last. Owners own the firm but hold the last claim, not the first.

3. A wound-up firm owes £30m secured and £50m unsecured (£80m total). Its assets sell for £50m. What do the unsecured creditors and shareholders get?

  • Unsecured £50m in full; shareholders £20m
  • Unsecured 40p in the pound (£20m); shareholders nothing
  • Both split the £50m equally
  • Unsecured nothing; shareholders £20m
Answer

Unsecured 40p in the pound (£20m); shareholders nothing — Secured are paid first and in full (£30m), leaving £20m. Unsecured are owed £50m but only £20m remains — 40p in the pound. Nothing reaches the shareholders, who are last.

4. Why is providing debt generally 'safer' than providing equity?

  • Lenders sit ahead of owners in the payout queue, so they're paid before shareholders see anything
  • Debt always earns a higher return than shares
  • Companies never default on loans
  • Shareholders are protected by law from any loss
Answer

Lenders sit ahead of owners in the payout queue, so they're paid before shareholders see anything — In a wind-up the lender's claim ranks above the owner's. Shareholders only get the residual after every creditor is paid in full — usually nothing — which is exactly why they bear the most risk.