6. Corporate finance Flashcards
“Capital structure”
If managers act in the interests of stockholders, then when facing the risk of default, they will tend to transfer value from creditors to debtors. Name 4 ways to do it.
Do creditors know about it and do they try to avoid it?
- Investment in riskier assets/risk-shifting/overinvestment → increase the “upside” for stockholders, the “downside” is absorbed by the firm’s creditors
- Borrow more/cash out → pay out cash to stockholders
- Debt overhang/underinvestment → cut back equity financed capital investment (the greater the risk of default, the greater the benefit to existing debt from additional investment)
- “Play for time” → managers conceal problems to prevent creditors from acting to force immediate bankruptcy.
Debt investors (creditors) are aware of the conflicts and try to avoid them by writing contracts properly → debt covenants restrict additional borrowing, limit dividend payouts and other distributions to stockholders, and provide that debt is immediately due and payable if other covenants are seriously violated
“Empirical capital structure: a review”
What are determinants of target leverage?
1. Tax Exposure (tax rate↑ → debt↑) Interest Tax Shield = Corporate Tax Rate * Interest Payments
- Cash Flow Volatility (volatility↑ → debt↓)
• Traditional and intuitive argument: high volatility -> high probability of bankruptcy -> should use less debt
• Bankruptcy is more likely to occur during bad times -> firms with higher systematic risk will have lower debt ratios - Size of the company (size↑ → debt ↑)
• Fixed costs of refinancing are higher for smaller firms
• No “pure” size effect - firm size is correlated with a number of omitted factors that influence borrowing costs (ex., larger firms are more diversified, have lower volatility and higher cash flows) -> lower probability of bankruptcy → allows larger firms to take on more debt
• Large firms → easier to raise cash by selling assets in case of distress
• Large firms → banks are more willing to provide credit (better reputation), better access to debt markets - Asset tangibility (FA/TA ↑ → Debt↑)
• most common rationale: tangible assets better preserve their value during default, and as such, increase the recovery rates of creditors
• related idea: in case of default, the costs of redeploying tangible assets is lower than for intangible assets
• Intangible assets have subjective and different value for all the potential bidders + FA are easier to use in other industries - Market to book value ratio (M/B ratio ↑ → Debt ↓)
• Firms with high M/B ratio → good future prospects/growth opportunities → use internal financing to fund those growth opportunities
• Firms with high M/B ratio → overvalued equity → an incentive to use more equity financing because it is favorably priced - Product Uniqueness (Uniqueness ↑ → Debt ↓)
• Firm’s nonfinancial stakeholders are more likely to be concerned about the financial health of more unique firms as liquidation imposes significant costs on its workers, customers, and suppliers -> don’t want the firms to take on a lot of debt - Industry Effects (Competition ↑ → Debt ↓)
• Debt reduces the flexibility of operations (constant payouts required) -> firms operating in competitive industries prefer to keep low debt ratios - Firm Fixed effects
• Number of factors such as managerial preferences, governance structure, geography, competitive threats, “corporate culture,” and so on, can affect debt ratios, but it is hard to measure them
“Corporate payout policy”
What are the factors stimulating and retaining payouts?
Factors stimulating payouts:
• investors pressure managers to accelerate cash payouts (avoid wasteful investment & managers’ personal benefits)
• managers have incentives to build a reputation for treating investors fairly in their payout decisions to be able to sell future equity at higher prices
• firms generating large amounts of FCF are “sitting ducks” for takeovers by activist investors
Factors retaining payouts:
• agency problems – managers make decision to keep cash • tax advantages of deferred payouts
“Corporate payout policy”
Name 6 reasons for high dividends.
- Lower agency costs → fewer opportunities for wasteful investment
- Low growth companies → mature companies with a lack of good investment prospects (only zero/negative NPV projects available) → lifecycle theory
- Signaling theory → dividends signal firm’s future performance (try not to cut dividends to avoid a decrease in share prices because of information asymmetry)
- Bird in hand theory→ if investments are highly uncertain, shareholders will prefer the money to rather be paid put as dividend than invested (desire for current income)
- Clientele effect → attract investors who are interested in high dividends payouts (ex. companies facing low taxes)
- Trading costs → costly to replicate dividends payouts (“homemade” dividend)
“Corporate payout policy”
Name 4 reasons for low dividends.
- Costs of financial distress (rather sit on cash than deal with costs of financial distress due to defaulting on debts – rather for highly leveraged companies)
- Good growth prospects → positive NPV investment opportunities → typically for younger firms → lifecycle theory
- Personal taxes of shareholders → dividends are mostly than capital gains, use repurchases trying to minimize taxes for shareholders
- Clientele effect → trying to attract tax-conscious investors who care about paying high taxes on dividends
“Corporate payout policy”
What are the advantages of stock repurchase?
- Financial flexibility
• do not lock managers into an implicit commitment to continue distributing the same or a greater amount of cash in future periods
• Allow to reduce the level and frequency of payouts - Correct stock market valuation
• repurchase stock when firm’s shares are undervalued
• managers exploit stockholders by repurchasing stock prior to periods of significant share appreciation (arguable) - Remove low valuation stockholders
• A means of increasing the value of the managers’ personal stake
• Avoid a takeover → low valuation stockholders are eager to sell their shares cheaply 4. Allocation of voting rights
• • •
remove a threatening large block stockholder
increase managers’ percentage ownership of voting rights Remove low valuation investors - Increase reported EPS
• Mechanical increases in EPS simply due to fewer shares
• Improved operating performance following stock repurchases - Save transaction costs
• reducing the number of shareholders, the firm is able to reduce its investor relations expenditures,
• the costs of annual report and proxy mailings, responding to inquiries about company performance, etc.
• Likely to be important only for small firms - Provide liquidity to investors who want to sell shares