Debt or equity: how to choose your financing
Every company that wants to grow sooner or later faces the same question: where to find the money? The two main routes are debt — bank loans, bonds, shareholder loans — and equity, that is, own capital raised from investors in exchange for shares in the company. There is no absolutely right answer: there is a mix suited to your situation, your stage and your appetite for risk. Let’s see how to reason it through.
The fundamental differences
Debt and equity differ across four dimensions.
- Repayment: debt must be repaid, with interest, according to a fixed schedule. Equity is not repaid: the investor recovers only by selling their share.
- Cost: debt costs interest, which is tax-deductible. Equity “costs” shares of ownership and of future profits — an implicit cost often higher than it seems.
- Control: the creditor does not enter governance (barring covenants); the equity investor does, with voting, information and sometimes veto rights.
- Risk: debt weighs on the company even in difficult years — the instalments do not wait. Equity absorbs losses: if things go badly, the investor loses with you.
When debt pays off
Debt is suitable when:
- you have predictable cash flows that comfortably cover the instalments;
- the investment generates a return higher than the cost of debt (leverage works in your favour);
- you want to keep control and not dilute ownership;
- you have collateral or a bankable track record.
The tax advantage is not secondary: interest reduces taxable profit. But beware of hidden equity (thin capitalization): Swiss law sets limits on the ratio between debt to shareholders and equity, beyond which part of the interest is no longer deductible and can be reclassified as a hidden distribution, with 35% withholding tax.
The limit of debt is rigidity: in an uncertain or pre-revenue phase, the repayment obligation can suffocate the company.
When equity pays off
Equity is the choice when:
- the business is risky or not yet profitable (start-up, strong growth) and cannot bear fixed instalments;
- significant capital is needed that no bank would lend;
- the investor brings value beyond money: network, skills, credibility;
- you want to strengthen your own funds to then also be more bankable.
The price is dilution: you give up shares, future profits and part of control. And equity is “patient” but not free: the investor expects a high return, and sooner or later a way out (exit).
The middle ground
Between the two extremes there are hybrid instruments:
- Convertible loan: starts as debt and converts into equity at a later round, often with a discount and valuation cap. Useful when it is hard to fix a valuation right away.
- Mezzanine debt: subordinated, more expensive, sometimes with a participation component. It fills the gap between bank and equity.
- Shareholder loan: flexible, but to be documented at market conditions to avoid tax problems.
How to choose: the right questions
- Can my cash flows bear fixed instalments even in a bad year? If not, equity protects against the crisis.
- Does the expected return exceed the cost of debt? If yes, leverage creates value.
- How much control am I willing to give up? Debt preserves it, equity shares it.
- Do I need only money or also skills and network? A good investor is worth more than the capital they bring.
- What stage am I at? Pre-revenue and high uncertainty push towards equity; a mature business with stable cash towards debt.
In summary
Debt costs interest but preserves ownership and must be repaid; equity is not repaid but dilutes and cedes control. Solid companies build a mix: enough equity to withstand shocks, enough debt not to dilute more than necessary and to exploit leverage. The right choice depends on cash flows, stage and risk tolerance — and it must be modelled with the numbers, not by intuition.
How we help you
The Capital division of SIH ONE designs the financial structure: debt/equity mix, sizing of leverage, convertible instruments and financial model, with verification of the Swiss tax constraints on deductibility and hidden equity. Talk to the team.