Senior vs. Subordinated Debt

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Written By
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Written By
Dan Buckley
Dan Buckley is an US-based trader, consultant, and part-time writer with a background in macroeconomics and mathematical finance. He trades and writes about a variety of asset classes, including equities, fixed income, commodities, currencies, and interest rates. As a writer, his goal is to explain trading and finance concepts in levels of detail that could appeal to a range of audiences, from novice traders to those with more experienced backgrounds.

In corporate finance, debt is structured in a hierarchy, fundamentally categorized as senior and subordinated debt (aka junior debt or “sub debt”).

This hierarchy determines the priority of claims in the event of a company’s bankruptcy or liquidation.


Key Takeaways – Senior vs. Subordinated Debt

  • Priority in Claims and Risk Profile
    • Senior debt has the highest priority in terms of repayment in the event of a company’s bankruptcy or liquidation.
  • Impact on Interest Rates and Investment Returns
    • The difference in repayment priority directly affects the interest rates of these debts.
    • Senior debt, being less risky, generally has lower interest rates compared to subordinate debt.
    • Investors in subordinate debt demand higher yields to compensate for the higher risk of default and lower priority in asset liquidation.
    • Therefore, subordinate debt can be more attractive to investors seeking higher returns, albeit with higher risk.
  • Influence on Corporate Financing and Capital Structure
    • The decision to issue senior or subordinate debt affects a company’s capital structure and financing strategy.
    • Senior debt can be more attractive for conservative debt strategies due to its lower cost and lower risk.
    • It also typically comes with more stringent covenants and restrictions.
    • Subordinate debt, while more expensive, may offer greater flexibility and can be a strategic tool for companies looking to leverage their financing for growth (like equity).


Senior Debt

Senior debt holds the highest rank in a company’s debt structure.

It is prioritized for repayment before all other debt obligations.

In case of liquidation, senior debt holders are the first to be repaid from the company’s assets.

This priority status results in a lower risk profile for senior debt, often reflected in lower interest rates compared to subordinated debt (and a lower risk premium than common stock).


Subordinated Debt

Subordinated debt, conversely, is lower in the repayment hierarchy.

It’s only repaid after all senior debt obligations have been satisfied.

Due to its subordinate position, this type of debt carries higher risk.

Accordingly, investors usually demand higher interest rates for subordinated debt to compensate for the increased risk.


Risk & Return Considerations

Risk Assessment

The risk associated with senior debt is generally lower due to its preferential repayment status.

In contrast, subordinated debt is riskier.

With sub debt, repayment is contingent on the fulfillment of senior debt obligations.

Return Profiles

The differing risk profiles of senior and subordinated debt are reflected in their return characteristics.

Senior debt, with its lower risk, typically offers lower returns.

Subordinated debt, facing higher risk, provides higher potential returns to compensate investors.


Investment Implications

Investor Preferences

Investors choose between senior and subordinated debt based on their risk tolerance and return objectives.

Risk-averse investors may prefer senior debt for its safety.

Risk-tolerant investors might opt for subordinated debt for higher returns.

Diversification Strategy

A diversified investment portfolio may include both types of debt in the corporate credit segment of a portfolio.

This approach can provide stability through senior debt while capturing higher returns from subordinated debt.


Impact on Corporate Finance

Financing Strategy

Companies often use a mix of senior and subordinated debt to optimize their capital structure.

Senior debt can lower financing costs due to its lower risk, while subordinated debt can provide additional financing that may not be feasible with senior debt alone.

Credit Ratings and Cost of Capital

The use of subordinated debt can affect a company’s credit rating, potentially raising its cost of capital.

Senior debt, being less risky, is less likely to impact credit ratings adversely.


Can You Trade Corporate Debt?

Yes, you can trade corporate debt at many brokers.

But corporate debt is not a popular short-term trading instrument.

Corporate debt markets tend to be fairly illiquid. Some literally will go days with no trading volume.

For this reason, traders with a short-term bent will generally choose the common stock of public companies to trade (if available).



The choice between senior and subordinated debt involves a trade-off between risk and return.

Understanding this hierarchy is important for investors in making informed decisions and for companies in managing their capital structure efficiently.