Unit 1: Securities Markets, Investment Securities & Economic Factors Flashcards
Security
an investment of money, in a common enterprise, with the expectation of profits to be derived primarily from the efforts of a person other than the investor
Two types: Equity or Debt
Equity
stock
an ownership interest in a company
income purposes
conservative for the issuer and risky for investors
Common stock, Preferred Stock
Debt
represented by bonds and notes
creditor relationship with a company through a debt obligation
secured (backed by some collateral) or not secured
risky for the issuer and conservative for investors
SEC
Securities and Exchange Commission that regulate securities markets within the United States
FINRA
Financial Industry Regulatory Authority, a Registered Securities Association, a SRO (self-regulatory organizations) that regulates participants in the OTC in securities and NYSE
Primary Market/Primary Offering
the initial sale of a security
Secondary Market
trade between investors after the primary offering
typically take place on stock exchanges, in the over-the-counter market or both
Stock Exchanges
exchange-listed securities, like those on NYSE are priced by auction on the trading floor
brokerage houses purchase the securities for their customers at the lowest available asked or offering price or at the highest available bid price
OTC
Over-The-Counter
no centralized trading location
priced by negotiation
market makers (brokers/dealers) maintain inventories of OTC securities and sell to other broker/dealers out of their inventory for their asked or overing price or at their bid price
Market Makers & Buy/Sell
broker/dealers that customer’s can use as a resource for buy/selling securities
market makers buy & customer’s sell at bid price
market makers sell & customer’s buy at ask price
competition among market makers ensure the customer of the lowest ask/bid price available
Associated Person (AP) of a Member
any employee, manager, director, officer, or partner of a member broker/dealer or another entity (issuer, bank, etc.)
Broker
an individual or firm that charges a fee or commission for executing buy and sell orders submitted by another individual or firm
Dealer
any person engaged in the business of buying and selling securities for their own account, either directly or through a broker, that is not a bank
charges the customer a markup or markdown
Prospectus
any notice, circular, advertisement, letter, or communication, written or by radio or TV, which offers any security for sale or confirms the sale of any security
Balance Sheet
discloses the composition of its total capitalization
summarizes assets (what company owns), liabilities (what company owes), and net worth (shareholder’s equity)
Assets = Liabilities + Net Worth
Net Worth Formula
Assets - Liabilities
Assets Formula
Liabilities + Net Worth
Total Capitalization Formula
Net Worth + Long-Term Debt
Common Stock
equity security
primary means of raising capital
Authorized, Issued, Treasury and Outstanding
dividends distributed quarterly
all corporations issue common stock
most junior security
purchased for growth, income, or growth and income
Authorized Stock
A type of Common Stock (Equity)
the number of shares that a corporation is permitted to issue or sell by the state
often a company sells only a portion of the authorized shares, raising enough capital for its foreseeable needs then sell the remaining in the future or use them for other purposes
if they want to sell more shares than authorized, it must amend its charter through a stockholder vote that approves more shares
Issue Stock
A type of Common Stock (Equity)
once authorized, issued stock can be distributed to investors
issued shares have voting rights and the right to receive dividends and are considered determining a company’s total capitalization
Treasury Stock
A type of Common Stock (Equity)
stock a corporation has issued and then repurchased from the public
was outstanding stock before it was repurchased by the issuer
repurchase to increase earnings per share, to have an inventory of stock available to distribute as stock options to fund an employee pension plan, etc. or to use of future acquisitions
can hold this stock indefinitely or can reissue or retire it
does not carry the rights of outstanding common shares such as voting rights and the right to receive dividends
Outstanding Stock
A type of Common Stock (Equity)
includes any shares that a company has issued but has not repurchased - investor-owned stock
Equity securities in the hands of the public
Issued stock - Treasury stock = Outstanding Stock
CMV
current market value
supply and demand price (most familiar to investors)
Stock Book Value
current hypothetical liquidation value of a share
Stock Par Value
meaningless for investors of common stock (not of preferred stock)
an arbitrary accounting value
Statutory voting
allows a stockholder to cast one vote per share owned for each item on a ballot, such as seats on the board of directors.
A board candidate needs a simple majority to be elected.
Cumulative voting
allows stockholders to allocate their votes in any manner they choose.
May be advantageous for small shareholders by giving them a greater opportunity to offset the votes of large shareholders by combining all their shares on a single seat.
Proxy
a form of absentee ballot for stockholder’s whoa re not able to attend the annual stockholder’s meeting
Antidilution Provision
offering securities to its common stockholders before the general public
gives the owner of convertible securities such as convertible preferred stock or bond, the right of the owner to maintain the same conversion ration in the event of a stock split or stock dividend
sometimes required by law or its corporate charter
*Preemptive right
Preemptive right
Stockholder’s right to buy enough newly issued shares in a company to maintain their proportionate ownership in the corporation
to maintain a proportionate interest in a company’s stock
*Antidilution provision
Limited Liability
protects stockholders form having to pay a corporation’s debts in bankruptcy. Cannot lose more than the amount they have paid for a corporation’s stock
Non-assessable
Common Stock
no such thing as assessable common stock
Inspection of Corporate Books
stockholders have the right to receive annual financial statements and obtain lists of stockholders
do not include detailed financial records or the minutes of directors’ meetings
Residual Claims to Assets
If a corporation is liquidated, the common stockholder, as owner, has a residual right to claim corporate assets after all debts and holders of more senior securities have been satisfied
common stockholder is at the bottom of liquidation priority list making them most junior security
Long/Bullish
an investor who buys shares is considered long (act of buying) the stock
and is bullish: expects the stock to increase in price
Short Sale
selling shares borrowed with the intent of buying them back at a lower price in the future for return to the owner (sell high now, buy back low later)
Short/Bearish
an investor who sells borrowed shares is short (act of selling) the stock
and is bearish: expects the stock to go down in price
Capital Appreciation
increase in the market price of shares
Privileges of Common Stock Ownership
vote on splits, membership of Board of Directors, and issuance of additional securities like common stock and convertible bonds
can cast one vote for each share of stock owned for each item on the ballot (Statutory voting or Cumulative voting)
cannot vote on anything that has to do with dividends
Capital Gain
when an investor sells a security for more than it was purchased for
Capital Loss
when money is lost on the sale of a security
Market Risk
the chance that a stock will decline in price at a time that the investor needs the money
limited to his total investment in a stock
Business Risk
uncertainty of operating income
relates to the activities of the company (management, philosophy, etc.)
Points
whole dollars the stock market’s price is quoted in
Round Lot
100 Shares
determine cost of round lot by multiplying trading day low price by 100
$71 x 100 = $7,100
Listed Securities
securities that meet the requirements of the exchange such as maintaining a certain price and trading activity and are able to trade on the exchange
Auction Market
physical locations you can buy securities like the New York Stock Exchange location, there is a trading floor where buyers and sellers compete for trades
Nasdaq
National Association of Securities Dealers Automated Quotation system
electronic stock market originated in 1971
no physical floor, computerized information system that provides price and inventory info for market makers of securities traded OTC
Unlisted Securities
Nasdaq stocks that don’t meet the listing requirements of an exchange or choose not to trade OTC
OTCBB or Pink Sheets
trade securities termed non-Nasdaq, tend to be the most speculative of all equity securities
OTC Bulletin Board
Preferred Stock
issued with a fixed rate of return (like a bond)
purchased for income
higher dividends than commons stock
nonvoting and maintains no preemptive rights
has preference over commons stock in payment of dividends and claim assets in event of issuing co going bankrupt
price sensitive to interest rates
does not normally offer the appreciation potential associated w common stock
identified by its percentage of its par value, a preferred stock with par value of $100 that pays $6 in annual dividends is known as a 6% preferred
Adjustable rate preferred stock
preferred stock issued with a variable dividend payout
Straight (noncumulative) Preferred
A type of Preferred Stock (Equity)
no special features beyond the stated dividend payment
missed dividends are not paid to the holder
Cumulative Preferred
A Type of Preferred Stock (Equity)
fixed dividend payments
any dividends owed must be paid prior to paying a common dividend, stockholders receive their current dividends plus the total accumulated dividends owed
safer than straight preferred because of above
price for cumulative feature meaning less dividend income than straight preferred
Convertible Preferred
A type of Preferred Stock (Equity)
owner can change each preferred share for shares of common sock
price is a preset amount noted on the stock certificate
lower stated dividend rate than nonconvertible because the investor may have the opportunity to covert to common shares and enjoy capital gains
par value/conversion price = number of exchanged shares available to purchase
conversion increases the total # of commons hares outstanding, which decreases earnings per common share and may decrease the common stock’s market value
Parity Price
state of a convertible bond or preferred stock when its price is equal to the market price of the underlying stock. It means two securities are of equal dollar value
CMV/Conversion Ratio (# of shares) = Parity price of common stock
CMV of common stock x conversion ration = Parity price of convertible bond
Participated Preferred
A Type of Preferred Stock (Equity)
offers fixed dividends and owners a share of corporate profits that remain after all dividends and interest due other securities are paid
Callable Preferred
A Type of Preferred Stock (Equity)
stocks which a company can buy back from investors at a stated price after a specified date
allows the company to replace a relatively high fixed dividend obligation with a lower one
dividend payment sand conversion right scenes on the call date
in exchange for call privilege, the co usually pays a premium exceeding the stock’s par value at the call , such as $103 for $100 par value stock
higher stated rate of dividend payment than straight, noncallable preferred because of risk that issuer may buy it back and end dividend payments
Adjustable-Rate Preferred
A Type of Preferred Stock (Equity)
issued with adjustable, or variable, dividend rates tied to the rates of other interest rate benchmarks, such as Treasury bill and money market rates and can be adjusted as often as semiannually
Cash Dividends
normally distributed by check or are automatically episode to a brokerage account
paid quarterly and taxed as dividend income in the year they are received
Stock Dividends
used if a company needs to use its cash for business purposes rather than to pay cash dividends, typical for co that invest cash in research and development
cost basis per share reduced by dividend
not taxed when received
stocks market price per share declines after a stock dividend but co total market value remains the same
Stock Splits
means to change the number of outstanding shares
total value of outstanding stock must be the same before and after the split
since they change the trading characteristics of a stock, share holder approval must be obtained for stock splits
if co did 2-for-1 stock split, an investor who owned 100 shares worth $20 per share would own 200 shares worth $10.
If co did a 1-for-2 reverse split, investor with 100 shares with $20 per share would own 50 shares worth $40 per share
Dividend Yield/ Current Yield
annual dividend (4 times quarterly dividend) divided by the current price of the stock
result is a percentage not dollar value
CMV of $50 and annual dividends of $5 = current yield of 10%
Priority of Dividend Payments
- cumulative shares
- preferred shares
- common dividend
Total Return
combo of dividend income (for equity investments) or interest paid (for debt investments) and price appreciation or decline over a given period of time
commons stock purchased for $20 with annual dividend of $1 is sold after one year for $24.
Dividend $1 + Capital Appreciation $4 = $5
Total Return = $5 / $20
Transferability of Ownership
when an investor buys or sells a security, the exchange of money and ownership requires little or no additional action on the investor’s part
The Stock Certificate
evidence of ownership for the shares of a corporation a person owns
identify the company’s name, number of shares, and investor’s name
printed with security’s CUSIP number (ID tracking number)
Odd Lot
share amounts fewer than 100 shares, such as 4 or 99
ADRs/ADSs
American depositary receipts/American depositary shares
facilitate the trading of foreign stocks in US markets
typically issued by a bank that has bought the foreign stock