Investors Picking Fights Enhance Value Flashcards

1
Q

SHAREHOLDER

A
  • Any person, company, or other institution that owns at least one share of a company’s stock.
  • Because shareholders are a company’s owners, they reap the benefits of the company’s successes in the form of increased stock valuation.
  • If the company does poorly however, the shareholders can lose money if the price of a stock declines.
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2
Q

ACTIVIST HEDGE FUNDS

A
  • The job of the activist hedge funder is to make money.
  • Activist hedge funds make a large enough investment in a company to be able to participate in the management and firm decision making.
  • Taking a private equity approach to PUBLIC MARKETS
  • Long term oriented.
  • Differ from traditional funds by having a less diversified portfolio.
  • They like to make investments in companies where management lacks the proper incentives to maximize shareholder value.
  • Without proper incentives, management can make excessive compensation and perks and suppress free cash flow.
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3
Q

PUMP AND DUMP

A
  • Scheme that attempts to boost the price of a stock through recommendations based on false, misleading, or greatly exaggerated statements.
  • Perps of this scheme, who have already an established position in the company’s stock, sell their positions after the hype has led to a higher share price.
  • This practice is illegal based on a securities law and can lead to heavy fines.
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4
Q

HEDGEFUND

A
  • Investment vehicle that somewhat resembles a mutual fund, but with a number of important differences.
  • Off-shore (does not have to adhere to SEC–Securities and Exchange Commission-regulations and can only sell to non-US entities).
  • Employ/involve different strategies not found in mutual funds.
  • Hedge funds are actually hedged (there is a protection against possible financial loss).
  • There are funds that are long-biased and short-biased.
  • There are funds that try to capitalize on merger/acquisitions.
  • 2 types of fees: fixed and variable.
  • A variable or performance fee is a percentage of the profit of the fund.
  • There are also funds of funds, which invest primarily in a portfolio of hedge funds.
  • There is a minimum investment required, which is usually quite large and minimizes the participation of retail investors.
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5
Q

PROXY FIGHT

A
  • When a group of shareholders are persuaded to join forces and gather enough shareholder proxies to win a corporate vote.
  • Proxy battle.
  • Usually mainly in context of a takeover, the term means the acquirer will persuade existing shareholders to vote out company management so the company will be easier to take over.
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6
Q

PRICE CHANGE

A

-Increase or decrease in the closing price of a security compared to the previous day’s closing price.

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7
Q

MARKET CAPITALIZATION/MARKET CAP

A
  • The total dollar value of a company’s outstanding shares.
  • Simple way to measure a company’s size.
  • One of the many characteristics that help determine investment risk.

SHARES OUTSTANDING x CURRENT STOCK PRICE= MARKET CAP

  • Small cap: high risk, high return-3 mil to 2 bil
  • Med cap: 2 bil to 10 bil
  • Large cap: low risk, low return- 10 bil
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8
Q

POISON PILL

A
  • Tactic utilized by companies to prevent or discourage hostile takeovers.
  • Company targeted for takeover uses poison pill strategy to make shares of company’s stock look unattractive or less desirable to the acquiring firm.

FLIP-IN

  • Permits shareholders, except for acquirers, to purchase additional shares at a discount.
  • Instantaneous profits for investors.
  • Will dilute shares held by acquiring company, making takeover more expensive, more difficult

FLIP-OVER

  • Enables stockholders to purchase the acquirer’s shares after the merger at a discounted rate.
  • I.e. shareholder may gain right to the stock of its acquirer, in subsequent mergers, at a 2-for-1 rate
  • Hedge fund activists don’t always consider how an activist’s campaign might push a company to take short-term steps that sacrifice long-term objectives.
  • Stock buyback-could lead to debt or less spending on researching/development, hurting its prospects
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9
Q

BUYBACK

A

-Corporation’s purchase of its own outstanding stock, usually in order to raise a company’s earning per share.

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10
Q

MERGERS AND ACQUISTIONS

A
  • Refers to consolidation of companies or assets.
  • Mergers, acquisitions, consolidations, tender offers, purchase of assets, management acquisitions»in all cases two companies are involved.
  • Also refers to department at financial institutions that deals with mergers and acquisitions.
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11
Q

HOSTILE TAKEOVER BID

A
  • An attempt to takeover a company without the approval of the company’s board of directors.
  • When vying for control of a publicly traded firm acquirer attempting takeover may bypass board approval in one of two ways:
    1. Buy enough shares to acquire controlling interest
    2. Acquirer may instead try to persuade existing shareholders to vote in a new board, which will accept the takeover offer.
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12
Q

TURNAROUND

A
  • Financial recovery of company that has been performing poorly for extended time.
  • Company must acknowledge and identify its problems, consider changes in management, and develop and implement a problem solving strategy.
  • In some cases, best strategy may be to cut losses by liquidating company rather than turning it around.
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13
Q

FINANCIAL ENGINEERING

A
  • Use of mathematical techniques to solve financial problems, issues.
  • Also used to devise new and innovative financial products.
  • Also known as: qualitative analysis.
  • Used by commercial banks, investment banks, insurance agencies, hedge funds.
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14
Q

SUBSIDIARY

A

-Company with a voting stock that is more than 50% controlled by another company, usually referred to as the parent company or holding company.

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15
Q

CONGLOMERATE

A
  • A corporation made up of a number of different seemingly unrelated businesses.
  • In conglomerates, one company owns a controlling stake in a number of smaller companies which conduct businesses separately.
  • Each of a conglomerate’s subsidiary businesses run independently of other business divisions, but the subsidiaries management teams report to a senior management at the parent company.
  • Largest conglomerates diversify business risk by parts.
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16
Q

MARGIN

A
  • To use borrowed money to purchase securities.
  • In general, margin refers to edge or border of something or the amount by which item falls short or surpasses another item.
  • Margin is the difference between a product or service’s selling price and its cost of production/or/ the ratio between a company’s revenues and expenses.
17
Q

DOWNGRADE

A
  • Negative change in rating of a security.
  • Occurs when analysts feel that the future prospects for security have weakened from the original recommendation.
  • Usually due to material and fundamental change in company’s operations, future outlook, or industry.
  • Analysts place recommendations on securities to give clients or investors general idea on expected performance of security looking forward.