Equity & Debt Financing Flashcards

1
Q

What is the process of a public offering?

A

Management gets the approval of the Board, discussions with underwriters, registration statements filed, pricing the issue, public offering and sale, and market stabilization

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2
Q

What is a public issue?

A

The shares will be traded on a stock exchange and the firm is required to register the issue with the stock exchange on which it is listed

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3
Q

What is a private issue?

A

If the issue is sold to only a few institutions

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4
Q

What are the two different kinds of public issues?

A

The general cash offer (to all investors) or the rights offer (sold to existing shareholders)

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5
Q

What is equity sold by?

A

Both the cash offer and the rights offer, although almost all debt is sold by cash offer

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6
Q

What is a first public equity issue called?

A

An Initial Public Offering (IPO)

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7
Q

Is IPO positively or negatively related to the performance of stock markets?

A

Positively, and this has been reflected in the slew of new issues in Europe and the uS over the last few years

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8
Q

Why might it be difficult to price an IPO?

A

Because there is not a current market price available

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9
Q

What do underwriters want to ensure?

A

That, on average, their clients earn a good return on IPOs

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10
Q

What does underpricing cause?

A

The issuer to “leave money on the table”

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11
Q

What are all the cost of new issues?

A

Spread or underwriting discount (payment to the underwriter), other direct expenses (filing fees, legal fees, taxes), indirect expenses (e.g. management time), abnormal returns (share price drop as a result of a new issue), underpricing (IPOs), and the Green Shoe Option (option for underwriter to buy extra shares at offer prices)

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12
Q

What happens if a pre-emptive right is contained in the firm’s articles of incorporation?

A

The firm must offer any new issue of common stock first to existing shareholders, which allows them to maintain their percentage ownership if they so desire

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13
Q

What must the management of the firm decide?

A

The exercise price (the price existing shareholders must pay for new shares), and how many rights will be required to purchase one new shoe of stock

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14
Q

What is the subscription price?

A

The price that existing shareholders are allowed to pay for a share of equity

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15
Q

What will a rational shareholder do?

A

Subscribe to the rights offering only if the subscription price is below the market price of the equity on the offer’s expiration date

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16
Q

What happens with shareholders when exercising or selling rights?

A

Nothing, they can neither lose nor gain from it

17
Q

What are the different types of financing?

A

Seed, start-up, growth, mezzanine finance, and buyout

18
Q

What are the different types of long-term debt?

A

Corporate debt (can be short- or long-term), public debt (bonds), or private (loans)

19
Q

What are the differences from common stock?

A

Creditor’s claim on corporation is specified, promised cash flows, and most are callable

20
Q

What are over half of the outstanding bonds owned by?

A

Life assurance companies and pension funds

21
Q

What are the features of a bond?

A

Amount of issue, date of issue, maturity, face value, annual coupon, offer price, coupon payment dates, security, sinking fund, call provision, call price, and rating

22
Q

What is an indenture?

A

A written agreement between the borrower and a trust company (is specific to bonds)

23
Q

What does an indenture usually list?

A

Amount of issue, date of issue, maturity, denomination, annual coupon, dates of coupon payments, security, sinking funds, call provisions, and covenants

24
Q

What are protective covenants?

A

Agreements to protect bondholders

25
Q

What does a negative covenant entail?

A

Thou shalt not: pay dividends beyond a specified amount, sell more senior debt and amount of new debt is limited, refund existing bond issue with new bonds paying lower interest rate, and buy another company’s bonds

26
Q

What does a positive covenant entail?

A

Thou shalt: use proceeds from sale of assets for other assets, allow redemption in event of merger or spinoff, maintain good condition of assets, and provide audited financial information

27
Q

What is a sinking fund?

A

An account with the bond trustee; each year company makes payments into it, and trustee uses it to redeem some bonds

28
Q

What do sinking funds provide?

A

Extra protection to bondholders and provide the firm with an option to buy bonds back at the lowest possible price

29
Q

What happens when interest rates go up?

A

Bond value goes down

30
Q

What happens when interest rates go down?

A

Bond value increases

31
Q

Should firms issue callable bonds?

A

It gives the issuer possibility to replace the bonds with a cheaper issue if the interest rates go down, this provision reduces the value of the bonds for the bondholders

32
Q

What are reasons to issue callable bonds?

A

Insider information on interest rates/potential rating changes, tax savings from the higher coupon rate, financial flexibility (avoiding restrictive covenants), and less interest rate risk

33
Q

When to call bonds?

A

Call when the bond value = call price + refinancing costs

34
Q

In regards to bonds, what is rated?

A

The likelihood that the firm will default, and the protection afforded by the loan contract in the event of default

35
Q

In regards to bonds, who pays for the ratings?

A

Firms pay to have their bonds rated, and the ratings are constructed from the financial statements supplied by the firm

36
Q

What is a junk bond?

A

A high-yielding high-risk security, typically issued by a company seeking to raise capital quickly in order to finance a takeover

37
Q

What are the two types of junk bonds?

A

Original issue junk (possibly not rated), and fallen angels (rated)

38
Q

What are junk bonds frequently used for?

A

To finance mergers and acquisitions