Is Your Bond Company Slowing Your Growth

Is Your Surety Bond Company Slowing Your Growth?

Bonding facilities are generally subject to both a single contract limit and an aggregate contract limit. These limits are determined by a multitude of factors such as the financial position of the company, the contractor’s past experiences and the profitability and progress of the contractor’s current backlog. While most consider these construction bond limits to be more of guidelines than firm limits, they do represent the amount of exposure the bond company feels comfortable taking on for any specific contractor.

This year however, the rising costs of construction materials combined with prolonged contracts due to material and Covid delays have presented a unique challenge for both contractors and sureties. What happens when the dollar value of a construction project simply increases due to material costs rather than an expansion in scope?

XYZ Construction Company

Let’s use an example of XYZ Construction Company. XYZ has a $5M single contract limit and a $10M total aggregate work program supported by their bonding company. Last year XYZ successfully completed a bonded $5M new office building for a private owner. The owner has returned to XYZ and asked them to build the exact same building across the street. XYZ calls all of its sub trades with the good news and asks for updated pricing. Despite this project being identical to last year’s build, the new pricing comes in higher at $6.8M this time, with all the trades especially the concrete and finishing trades blaming higher material costs for the price increases. XYZ shares this information with the owner and the owner agrees to the higher price but reaffirms to XYZ that both a performance bond and a labour and material payment bond will need to be provided for this contract.

Next up, XYZ shares the good news of the contract award with their bonding company. Unfortunately, the bond company has immediate concerns with the dollar value of the contract citing the single limit of $5M. XYZ also has also recently secured $5M in other new bonded contracts that are just starting up so adding this contract would also push XYZ over aggregate bonding limit of $10M. After a review of the contract, the bond company declines to issue the bond. Their position is that XYZ has never managed a job over $5M and has concerns about both their experience with larger contracts and their ability to cash flow the project alongside their current bonded backlog. As XYZ was unable to furnish the bonds as required, the owner pulls the contract and XYZ is left feeling very frustrated. What did their bond company not understand? This was essentially the exact same job they had previously completed and the rising costs of materials is something outside of their control. XYZ also has pay when paid clauses and plus this project is located in Ontario and falls under the new Prompt Payment legislation so cash flow will not be an issue.

This is just one example of a scenario where a contractor has lost out on a great opportunity due to a lack of sufficient bonding capacity. When these situations occur, it is important to understand what options contractors have at their disposal to expand their bonding capacity.

Character, Capital & Capacity + Relationships & Trust

If you recall from previous Surety Corner articles there are the 3 C’s to surety – character, capital and capacity. We also believe that R and T – relationships and trust – are fundamental to any successful long-term surety/contractor partnership as well. In the same token, there are times when a contractor/surety partnership has reached its end and a new perspective is required.
Over the summer, Surety Corner will be exploring the various option contractors have at their disposal to increase their bonding capacity – both from a single contract perspective and an aggregate bond program consideration. The first part of this series will be focused on Capital.

Part 1: Using Capital to Increase Your Bonding Capacity

Construction bond companies focus heavily on the financial strength of a contractor at any given point in time and one of the key metrics they rely upon is working capital. As noted in previous articles, working capital is a figure determined by adding a contractor’s cash position and receivables less any payables (trade payable, current debt payments, wages, etc.). Using the example above and standard surety leveraging for general contractors, contractor XYZ would likely require $500k in working capital to qualify for a $10M aggregate limit bonding program. Upon review of XYZ’s most recent year-end financial statement, the surety has determined that XYZ had a working capital position of exactly $500k, which meets its covenant for the $10M aggregate. However, XYZ are looking to take on a larger job and to fit this project into their backlog they need to increase the aggregate limit to $12M.

So, based on the above scenario what options does Contractor XYZ have available to boost working capital and ensure they have the adequate limits available?

The most common, easiest and quickest approach to increase working capital is a solution known as a capital injection. In the scenario described above and using 20 times leverage of working capital, contractor XYZ requires a minimum of $600,000 in working capital to achieve a $12M aggregate. With a current working capital position of $500,000, XYZ will need to add another $100,000 in working capital. With a capital injection, the owners of the construction company would inject $100,000 in cash into the business, usually via a shareholder loan and subsequently subordinate that amount to the bonding company. The subordination is a formal agreement that allows the loan to be treated as equity and working capital with the contractor agreeing to leave those funds in the company to support the business. These funds can be utilized by the XYZ to pay for business expenses (trade payables, wages, etc.).

What if the owners of XYZ don’t have the cash available to inject into the business?

If the owners of XYZ do not have the cash or prefer not to loan the company this money, then we will need to look at ways of organically increasing working capital. XYZ has borrowed $100,000 from its operating line of credit, which is negatively impacting its working capital position. In order to boost working capital, contractor XYZ chooses to approach their operating lender and asks them to considering “terming out” this debt. This means that rather than the debt being considered current debt and repayable on demand, the bank agrees to structure this debt as a term loan paid back over multiple years. In this case, the bank agrees to let XYZ repay the $100,000 debt over 5 years so the current portion owing is only $20k. This results in a net increase in working capital of $80,000. XYZ now has $580,000 in working capital so now a much smaller capital injection of $20,000 bring them to the $600,000 required.

Turning over receivables and updating your bond company

Receivables are another area that could be dragging down your working capital. Many surety companies will look at receivables over 90 days and discount those from working capital as they consider it doubtful that these amounts will be collected. Ensuring that you are following up on aged receivables and identifying to the bonding company which items are holdback (holdback is included in current assets and thereby working capital) will ensure you are getting the most credit you deserve.

XYZ has $500,000 in receivables but $100,000 of these are over 90 days so the bond company has discounted this amount from the working capital position of XYZ. Once investigated it turns out that $50,000 of this collected last week and the other $50,000 is holdback payable in 3 weeks. With this good news, the bond company credits the $100,000 back to the working capital position of XYZ.

Part 2: Using capacity to increase your bonding limits

Ultimately, most surety companies are financial entities are heart. The majority of people working at surety companies are accountants or finance experts by trade and most do not have a formal education in construction. As a result, a contractor and their broker’s ability to clearly explain the contractor’s operations is critical in boosting limits and securing that stretch job. Doing this effectively can sometimes allow a contractor to increase the bonding capacity without increasing capital right away.

Contract Structure

A good example of this is contract structure. Many contractors will sign lump-sum construction contracts such as the CCDC 2. However, many also utilize different contract structures like construction management such as the CCDC 5B. The difference in risk between a lump sum contract and a construction management contract where the owner signs the contracts directly with the trades is substantially different. In the construction management (not at risk) scenario the risk of a sub-trade default or dispute is moved to the owner. Explaining this risk clearly and how much of a contractor’s backlog is not at-risk can allow for additional leveraging.

What is Capacity?

Capacity is essentially a contractor’s ability to take on and successfully manage their workload. Many expect that this refers simply to the ability to successfully execute contracts in the field.

While this is of course a key aspect for any contractor, from a bonding underwriting standpoint, a contractor’s ability to properly provide accurate and timely financial reporting as well as accurate job progress and costing reports is also an integral part of their capacity consideration.

A contractor that can provide good quality financials on a timely basis will help convey that they are on top of their costs and monitoring their jobs closely. Surety company’s put a lot of emphasis on reporting and it gives them comfort that any potential issues on a job can be detected early and corrected before it becomes a real problem.

Quality and Timely Reporting

When we talk about quality financial reporting, we are referring to both the year-end financial statements prepared by your CPA as well as your internal, interim reports. The bond company will be looking for different things when determining if they are of good quality and ultimately reliable.

When it comes to year end statements, the standard for bonding is a CPA review engagement. A CPA review engagement is preferred over a notice to reader because of the level of scrutiny required by the CPA to verify that the numbers are accurate.
Compared to notice to reader statements, A CPA review engagement requires the accounting firm to perform various analytical procedures, as well as undertake discussions with the client to ensure that the financial statements are accurate. Should the CPA have that level of comfort, a review engagement report can be issued.

By contrast, a CPA notice to reader provides no such assurances from the CPA that the statements are free from material misstatements. They are effectively taking the numbers provided by the contractor and putting them into a financial statement format.

It is for this reason that a bond company will find it easier to rely on the accuracy of a review engagement and in turn feel more comfortable extending support for larger jobs and higher bonding limits. In fact, when contractors reach certain annual revenues, or are looking to get performance bonds for construction projects over $1M, a review engagement is often a firm requirement.

Internal Financial Reporting – Quarterly or Semi-Annually

The focus on quality Internal reporting is a different issue in that the statements aren’t typically done by a CPA, rather it can be done internally using a software like Quickbooks or with the help of a bookkeeper. It is very important that the internal statements make sense and all of the entries and adjustments are made so that there are no errors on the statements. For example last year’s retained earnings plus net profits should equal this year’s retained earnings.

If they don’t, the bond company will lose confidence in the other numbers and this can affect your ability to stretch to higher limits if need be. The internal financial statements should include a balance sheet, income statement, aged payables and receivables listings and a work in progress statement regardless of whether there are over/under billings. The more details that can be provided the more organized and fiscally responsible your company will appear only leading to underwriter confidence and ultimately higher bond limits.

Timeliness

Timely reporting is also imperative. Timely reporting gives the impression that you are up to date with your accounting and not only know the operational side of the business, but also the financial side.
This is especially critical for smaller or growing contractors, as this is a common growing pain for these types of contractors and a reason for concern amongst surety bond underwriters. The theory goes that if you don’t know if you’re profitable, how can you expect a bond company to support your business? It’s simply not enough to tell an underwriter how great things are going, you have to show them.

XYZ Contracting
Circling back to our example with XYZ Contracting and their need to increase their aggregate bonding limit to $12M. XYZ Contracting provided their bond company with their December 31st, 2020 Review Engagement financial statements which showed $500,000 in working capital.

As we are now more than 6 months past their year-end date, XYZ has recently provided their bond company with an internal balance sheet and income statement from their internal accountant as at June 30th, 2020. The 6 months results are excellent with $300k in profits on $1.5M in sales. These profits have increased XYZ’s working capital position from $500k to $800k, which exceeds the bond company’s requirement of $600,000 in working capital for the increased aggregate bonding program.

However, the bond company does have some concerns about the high level of profitability relative to sales and is questioning whether XYZ is over stating its interim profitability. Could XYZ be over billed on some of its contracts?

To be continued…

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