Corporate finance Flashcards
What is the Intrinsic value?
The value everyone would agree upon if everyone knew all the relevant information and how to interpret it
Trading signal?
(1) IV > MP : Buy
(2) IV < MP : Sell or short sell
(3) IV = MP : Hold (fairly priced)
What happened to the required return on equity when growth rate changes?
Remains the same:
(1) Once the good news is (instantaneously) incorporated into the price (EMH), the return should be consistent with the risk of the company
(2) Capital gains return component has increased, but dividend yield has decreased, exactly offsetting each other
-> if the risk does not change the required return on equity should remain the same
Where does growth come from?
Earnings reinvestment policy is a tradeoff between large dividends now (high payout ratio) or high dividends in the future (from high g and high plowback):
-> think about the life cycle -> good investment opportunities tend to disappear with time
Justify reinvestment
=> To justify reinvestment, the company’s investments must return more than (or equal to) the return shareholders could earn on their own (in other companies for example), i.e., ROE ≥ re
=> This is equivalent to choosing positive NPV projects, but not negative ones
=> Such reinvestment will increase value (by increasing PVGO)
=> Reinvestment when ROE < re will depress share price (negative PVGO) because it is less profitable (relative to the level of risk) than if shareholders received the income and invested it themselves.
– However, even value reducing reinvestment will lead to dividend and price growth (as long as ROE is positive)
What is working capital?
Working capital (WC) is cash that is tied up in a project but not an actual expense because it is recovered at the end of the project – e.g., inventory that must be kept on hand, bank balance that must be maintained as a buffer between timing mismatches in accounts receivable and accounts payable
How could one raise equity finance?
The initial capital that is required to start a business is usually provided by the entrepreneur and their immediate family (FFF)
(1) Angel investors - individuals who buy equity in small private firms (typically difficult to find)
(2) Crowdfunding
(3) Venture capital firm - limited partnership that specializes in raising money to invest in
the private equity of young firms
– Benefit: expertise
– Disadvantage: costly, VC usually takes a lot of the equity
What is initial Public Offering (IPO)
Initial Public Offering (IPO) - the process of selling stock to the public for the first time
– Underwriter: an investment bank that manages a security issuance, designs its structure and guarantees a certain amount of capital will be raised
• Lead underwriter - the primary investment banking firm responsible for managing a security issuance
• Syndicate - a group of underwriters who jointly underwrite and distribute a security issuance
Advantages and disadvantages of going public?
(1) Advantages:
– Greater liquidity
• Private equity investors get the ability to diversify.
– Better access to capital
• Public companies typically have access to much larger amounts of capital through the public markets.
(2) Disadvantages:
– The equity holders become more widely dispersed.
• This makes it difficult to monitor management (increased agency costs).
– The firm must satisfy all of the requirements of public companies. • Continuous public disclosure, financial reporting and auditing, etc.
What is prospectus?
Lengthy document prepared by a company prior to an IPO that is circulated to investors before the stock is offered
What is Road show?
During an IPO, when a company’s senior management and its underwriters travel around promoting the company and explaining their rationale for an offer price to the underwriters’ largest customers
What is Book building?
A process used by underwriters for coming up with an offer price based on customers’ expressions of interest
What is Lockup?
A restriction that prevents existing shareholders from selling their shares for some period, usually 180 days, after an IPO
What is Underpricing?
Generally, underwriters set the issue price so that the average first-day return is positive (empirical evidence: 75% of first-day returns are positive, on average in the US 18.3%).
Name four types of dividends
(1) Regular dividend
– Annual or semi-annual payments (“interim” and “final”)
(2) Special dividend -> once in a “lifetime”
– A one-time dividend payment a firm makes, which is usually much larger than a regular dividend
(3) Stock split (stock dividend) -> not an actual dividend
– When a company issues a dividend in shares of stock rather than cash to its shareholders
(4) Liquidating dividend -> settle debt and pay out
– A return of capital to shareholders from a business operation that is being terminated
What is an open market repurchase?
– When a firm repurchases shares in the open market
– Open market share repurchases represent about 95% of all repurchase transactions.
What is a Tender offer?
An offer to all existing shareholders to buy back a specified amount of shares at a specified price (typically set at a 10%-20% premium to the current market price) over a specified period of time (usually about 20 days)
-> buy shares from shareholders (with current price plus market premium)
What is a Dutch auction?
A share repurchase method in which the firm lists different prices at which it is prepared to buy shares, and shareholders in turn indicate how many shares they are willing to sell at each price. The firm then pays the lowest price at which it can buy back its desired number of shares
-> at what price you would be willing to sell back shares?
What is a Targeted repurchase?
Direct negotiation with major shareholders (e.g., greenmail)
-> go to key shareholders and negotiate the sell price
How dividends are paid?
(1) Declaration date (announcement date) -> announce the dividend to the market
– The date on which the board of directors authorizes the payment of a dividend
(2) Record date -> date to look at to see who gets the dividends
– When a firm pays a dividend, only shareholders on record on this date (at the close of business) receive the dividend.
(3) Ex-dividend date -> two days before record date -> don’t get dividends if stock purchased on this day -> price decreases by the level of dividend
– A date, two days prior to a dividend’s record date, on or after which anyone buying the stock will not be eligible for the dividend
(4) Payment date (distribution date)
– A date, generally within a month after the record date, on which a firm makes dividend payments to its shareholders
What is Modigliani and Miller (1961) dividend irrelevance proposition?
MM: In perfect capital markets, holding fixed the investment policy of a firm, the firm’s choice of dividend policy is irrelevant and does not affect the initial share price (or shareholder wealth).
Thus, investors are indifferent between:
- Free cash flow being paid out as a dividend
- Free cash flow being used to repurchase shares
- Shares being issued to pay a dividend larger than free cash flows
Why wouldn’t investors care about how their wealth is allocated between cash and shares?
Because investors can adjust the allocation themselves by buying or selling shares (in this company or some other)
– i.e., “homemade dividends” and “dividend reinvestment”
Effectively, investors can undo the company-level payout policy and set their own payout policy according to their cash/shares needs
Modigliani and Miller key assumptions
- Fixed investment plan which is not affected by payout policy - There are no personal or corporate taxes
- There are no costs of issuing shares
- There are no costs of trading shares
- All market participants (management and shareholders) have the same information
-> The assumptions are where the beauty of the theory lies because they tell us why payout policy is relevant
Perfect capital market assumptions
(1) In a perfect capital market, when a dividend is paid, the share price drops by the amount of the dividend when the stock begins to trade ex-dividend.
(2) In perfect capital markets, an open market share repurchase has no effect on the stock price, and the stock price is the same as the cum-dividend price if a dividend were paid instead.
(3) In perfect capital markets, investors are indifferent between the firm distributing funds via dividends or share repurchases. By reinvesting dividends or selling shares, they can replicate either payout method on
their own.
What are homemade dividend?
If the firm pays a dividend and the investor would prefer stock, they can use the dividend to purchase additional shares.
e.g. if the firm repurchases shares instead paying dividend and the investor wants cash, the investor can raise cash by selling shares.
What are Payout policy alternatives?
(1) pay dividends with excess cash
(2) share repurchase
(3) large dividend financed via an equity issue