Title: Essentials of Managerial Finance
1Chapter 7 Stocks (Equity) Characteristics and
Valuation
2Background on Stock
- A stock is a certificate representing partial
ownership in a corporation - Stock is issued by firms to obtain long-term
funds - Owners of stock
- Can benefit from the growth in the value of the
firm - Are susceptible to large losses
- Individuals and financial institutions are common
purchasers of stock - The primary market enables corporations to issue
new stock - The secondary market creates liquidity for
investors who invest in stock - Some corporations distribute earnings to
investors in the form of dividends
3Background on Stock (contd)
- Ownership and voting rights
- The owners are permitted to vote on key matters
concerning the firm - Election of the board of directors
- Authorization to issue new shares
- Approval of amendments to the corporate charter
- Adoption of bylaws
- Voting is often accomplished by proxy
- Management typically receives the majority of the
votes and can elect its own candidates as
directors
4Background on Stock (contd)
- Preferred stock
- Preferred stock represents an equity interest in
a firm that usually does not allow for
significant voting rights - A cumulative provision on most preferred stock
prevents dividends from being paid on common
stock until all preferred dividends have been
paid - Preferred stock is less risky because dividends
on preferred stock can be omitted - Preferred stock is a less desirable source of
funds than bonds because - Dividends are not tax deductible
- Investors must be enticed to purchase the
preferred stock since dividends do not legally
have to be paid
5Background on Stock (contd)
- Issuers participating in stock markets
- The ownership feature attracts many investors who
want to have an equity interest but do not
necessarily want to manage their own firm - A firm issuing stock for the first time engages
in an IPO - If a firm issues additional stock after the IPO,
it engages in a secondary offering
6Initial Public Offerings
- An IPO is a first-time offering of shares by a
specific firm to the public - Usually, a growing firm first obtains private
equity funding from VC firms - An IPO is used to obtain new funding and to offer
VC firms a way to cash in their investment - Many VC firms sell their shares in the secondary
market between 6 and 24 months after the IPO
7Initial Public Offerings (contd)
- Going public
- An investment banking firm normally serves as the
lead underwriter for the IPO - Developing a prospectus
- The issuing firm develops a prospectus and files
it with the SEC - The prospectus contains detailed information
about the firm and includes financial statements
and a discussion of risks - The prospectus is intended to provide investors
with the information they need to decide whether
to invest in the firm - Once approved by the SEC, the prospectus is sent
to institutional investors - Underwriters and managers meet with institutional
investors in the form of a road show
8Initial Public Offerings (contd)
- Going public (contd)
- Pricing
- The offer price is determined by the lead
underwriter - During the road show, the number of shares
demanded at various prices is assessed - Bookbuilding
- In some countries, an auction process is used for
IPOs - Transaction costs
- The issuing firm typically pays 7 percent of the
funds raised - The lead underwriter typically forms a syndicate
with other firms who receive a portion of the
transaction costs
9Initial Public Offerings (contd)
- Underwriter efforts to ensure price stability
- The lead underwriters performance can be
measured by the movement in the IPO shares
following the IPO - If stocks placed by a securities firm perform
poorly, investors may no longer purchase shares
underwritten by that firm - The underwriter may require a lockup provision
- Prevents the original owners from selling shares
for a specified period - Prevents downward pressure
- When the lockup period expires, the share price
commonly declines significantly
10Initial Public Offerings (contd)
- IPO Timing
- IPOs tend to occur more frequently during bullish
stock markets - Prices are typically higher
- In the 20002001 period, many firms withdrew
their IPO plans - Initial returns of IPOs
- First-day return averaged about 20 percent over
the last 30 years - In 1998, the mean one-day return for Internet
stocks was 84 percent - Most IPO shares are offered to institutional
investors - About 2 percent of IPO shares are offered as
allotments to brokerage firms
11Initial Public Offerings (contd)
- Abuses in the IPO market
- In 2003, regulators attempted to impose new
guidelines that would prevent abuses - Spinning is the process in which an investment
bank allocated IPO shares to executives requiring
the help of an investment bank - Laddering involves increasing the price above the
offer price on the first day of issue in response
to substantial demand - Excessive commissions are sometimes charged by
brokers when there is substantial demand for the
IPO
12Initial Public Offerings (contd)
- Long-term performance following IPOs
- IPOs perform poorly on average over a period of a
year or longer - Many IPOs are overpriced at the time of issue
- Investors may be overly optimistic about the firm
- Managers may spend excessively and be less
efficient with the firms funds than they were
before the IPO
13Secondary Stock Offerings
- A secondary stock offering is
- A new stock offering by a firm whose stock is
already publicly traded - Undertaken to raise more equity to expand
operations - Usually facilitated by a securities firm
- In the late 1990s, the volume of publicly placed
stock increased substantially - From 2000 to 2002, the volume of publicly placed
stock declined as a result of the weak economy - Existing shareholders often have the preemptive
right to purchase newly-issued stock
14Secondary Stock Offerings (contd)
- Shelf-registration
- A corporation can fulfill SEC requirements up to
two years before issuing new securities - Allows firms quick access to funds
- Potential purchasers must realize that
information disclosed in the registration is not
continually updated
15Basic Valuation
- The (market) value of any investment asset is
simply the present value of expected cash flows. - The interest rate that these cash flows are
discounted at is called the assets required
return. - The higher expected cash flows, the greater the
assets value. - It makes sense that an investor is willing to pay
(invest) some amount today to receive future
benefits (cash flows).
16Basic Valuation Model
V0 CF1 CF2 CFn
(1 k)1 (1 k)2
(1 k)n
Where V0 value of the asset at time zero CFt
cash flow expected at the end of year t k
appropriate required return (discount rate) n
relevant time period
17Common Stock Valuation
- If an investor buys a share of stock, it is
expected to receive cash in two ways - The company pays dividends
- The investor sell shares, either to another
investor in the market or back to the company - As with bonds, the price of the stock is the
present value of these expected cash flows
18Common Stock Valuation - Example
Suppose an investor is thinking of purchasing the
stock of Moore Oil, Inc. and he expects it to pay
a 2 dividend in one year, and he believes that
he can sell the stock for 14 at that time. If he
requires a return of 20 on investments of this
risk, what is the maximum he would be willing to
pay?
Solution Compute the PV of the expected cash
flows Price (14 2) / (1.2) 13.33
Now what if he decides to hold the stock for two
years? In addition to the dividend in one year,
he expects a dividend of 2.10 in and a stock
price of 14.70 at the end of year 2. Now how
much would he be willing to pay?
Solution PV 2 / (1.2) (2.10 14.70) /
(1.2)2 13.33
19Developing the valuation model
The price of the stock is just the present
value of all expected future dividends
20Stock Valuation Models
The Zero Growth Model
- The zero dividend growth model assumes that the
stock will pay the same dividend each year, year
after year.
21The Zero Growth Model
22Stock Valuation Models
The Constant Growth Model
- The constant dividend growth model assumes that
the stock will pay dividends that grow at a
constant rate each year -- year after year.
23The Constant Growth Model
24The Efficient Markets Hypothesis
- Weak form efficiencypast price information is
contained in current prices - Semistrong form efficiencypublicly available
information is contained in current prices - Strong form efficiencyall information, public
and private, is contained in current prices