This chapter provides an overview of finance and business organization. It discusses the goals of corporations to maximize stockholder wealth through managerial decisions around capital structure, capital budgeting, and dividend policy. It also covers agency relationships between stockholders and managers and mechanisms to align their interests. Finally, it introduces financial statements including the balance sheet, income statement, and statement of cash flows that provide information to investors.
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This chapter provides an overview of finance and business organization. It discusses the goals of corporations to maximize stockholder wealth through managerial decisions around capital structure, capital budgeting, and dividend policy. It also covers agency relationships between stockholders and managers and mechanisms to align their interests. Finally, it introduces financial statements including the balance sheet, income statement, and statement of cash flows that provide information to investors.
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CHAPTER 1 Disadvantages:
o Cost of set-up and report filing
What is Finance? o Double taxation Finance is concerned with decisions Hybrid Forms of Business about money (Cash Flows) Limited Liability Partnership (LLP) Finance decisions deal with how money Limited Liability Company (LLC) is raised and used S Corporation Everything else being equal: Business Organized as a Corporation: Value Maximized More value is preferred to less Limited liability reduces risk increasing The sooner cash is received the market value more value it has Ease of raising capital allows taking advantage of growth opportunities Less risky assets are more valuable than riskier assets Ownership can be easily transferred thus investors would be willing to pay General Areas of Finance more for a corporation Goals of the Corporation Financial Markets and Institutions Primary goal: stockholder wealth Investments maximization — translates to Financial Services maximizing stock price. Managerial Finance Managerial incentives Alternative Forms of Business Organization Social responsibility Proprietorship Managerial Actions to Maximize Advantages: Stockholder Wealth o Ease of formation Capital Structure Decisions o Subject to few government Capital Budgeting Decisions regulations o No corporate income taxes Dividend Policy Decisions Limitations: Factors Influenced by Managers that Affect o Unlimited personal liability Stock Price o Limited life Projected cash flows o Transferring ownership is difficult Timing of cash flow streams o Difficult to raise capital Risk of projected cash flows (earnings) Partnership Use of debt (capital structure) Like a proprietorship, except two Dividend policy or more owners Agency Relationships A partnership has roughly the An agency relationship exists whenever same advantages and limitations as a principal hires an agent to act on his a proprietorship or her behalf. Corporation An agency problem results when the Advantages: agent makes decisions that are not in o Unlimited life the best interest of principals o Easy transfer of ownership Stockholders versus Managers o Limited liability Managers are naturally inclined to act in o Ease of raising capital their own best interests. Mechanisms to motivate managers to Political risk act in shareholder’s best interest Managerial compensation (incentives) CHAPTER 2 Shareholder intervention The Annual Report Threat of takeover Business Ethics Discussion of Operations Webster: “A standard of conduct and Usually a letter from the chairman moral behavior.” Business Ethics: A company’s attitude Financial Statements and conduct toward its employees, The Income Statement customers, community, and stockholders The Balance Sheet Corporate Governance Statement of Cash Flows The “set of rules’ that a firm follows when conducting business Statement of Retained Earnings As a result of the Sarbanes-Oxley Act of Financial Statements 2002, firms are revising their corporate governance policies The Balance Sheet Good corporate governance generates Represents a picture taken on a higher returns to stockholders specific date that shows a firm’s Forms of Business in Other Countries assets and how those assets are Non-US firms have higher financed (debt or equity) concentrations of ownership Cash & equivalents versus other Nature of relationship with assets financial institutions differs All assets stated in dollars - only from U.S. cash and equivalents represent U.S. firms have a more dispersed money that can be spent ownership Accounting alternatives – e.g., FIFO Multinational Corporations versus LIFO Five reasons firms go “international” Breakdown of the common equity 1. To seek new markets account 2. To seek raw materials Common stock at par, paid-in 3. To seek new technology capital & retained earnings 4. To seek production efficiency Book values often do not equal 5. To avoid political and regulatory hurdles market values Factors Distinguishing Domestic Firms The time dimension from A snapshot of the firm’s financial Multinational Firms position during a specified period Different currency denominations of time Economic and legal ramifications The Income Statement Language differences Presents the results of business operations during a specified period Cultural differences of time Role of governments Summarizes the revenues generated statement accounts within firms and and the expenses incurred between firms Statement of Cash Flows The Purpose of Ratio Analysis Designed to show how the firm’s operations have affected its cash Gives an idea of how well the company position is doing Examines investment decisions Standardizes numbers; facilitates (uses of cash) comparisons Examines financing decisions Used to highlight weaknesses and (sources of cash) strengths Statement of Retained Earnings Five Major Categories of Ratios Changes in the common equity accounts between balance sheet Liquidity: is the firm able to meet its dates current obligations What Information Do Investors Use from Asset management: is the firm Financial Statements effectively managing its assets Net working capital Debt management: does the firm have = NWC = Current assets - the right mix of debt and equity Current liabilities Profitability: the combined effects of Operating cash flow liquidity, asset and debt management = NOI (1-Tax rate) + Depreciation Market values: relates the firm’s stock and amortization expense price to its earnings and the book value = Net operating profit after taxes per share + Depreciation and amortization expense CHAPTER 3 Free cash flow The Financial Markets = FCF = operating cash flow - Investments Financial markets are a system that includes individuals and institutions, = Operating cash flow - ( in fixed instruments, and procedures that bring assets + NOWC) together borrowers and savers no Economic Value Added matter the location
=EVA = NOI (1 - Tax rate) - The primary role of financial markets is
[(Invested capital) X (After-tax to facilitate the flow of funds from cost of capital as a percent)] individuals and businesses that have surplus funds to individuals, businesses, Financial Statement (Ratio) Analysis and governments that need funds in Ratios are accounting numbers excess of their incomes translated into relative values Flow of Funds Ratios are designed to show relationships between financial Three financial phases Young adults borrow The primary market - additional shares sold by established, publicly owned Older working adults save companies Retired adults use savings IPO market - new public offerings by Funds transferred from savers to privately held firms borrowers Stock Markets Direct transfer Physical stock exchanges Investment banking house NYSE, AMEX, and regional Financial intermediary exchanges
Market Efficiency Exchange members
Economic Efficiency - Funds are Floor brokers
allocated to their optimal use at the Specialists lowest costs To have a stock listed Informational Efficiency - Investment prices are adjusted quickly to reflect Apply to the exchange current information Pay a relatively small fee Weak-form - all information Meet the exchange’s minimum contained in past price requirements movements is reflected in current market prices Over-the-Counter Markets and the Nasdaq Semistrong-form - current prices reflect all publicly available Network of brokers and dealers information Auction market Strong-form current prices reflect Organized Investment Network all pertinent information, both public and private Electronic Communications Networks Types of Financial Markets Regulation of Securities Markets Money versus capital markets Securities and Exchange Commission Debt versus equity markets (SEC) Primary versus secondary markets Jurisdiction over most interstate Derivatives markets offerings of new securities to the general public General Stock Market Activities Regulation of national securities The secondary market - trading in the exchanges outstanding, previously issued shares of established, publicly owned companies Power to prohibit manipulation of securities’ prices Control over stock trades by associated with the purchase and corporate insiders distribution of a new issuance of securities The Investment Banking Process Lead or Managing Underwriter: Investment Banker The member of an underwriting Helps corporations design syndicate who actually manages securities attractive to investors the distribution and sale of a new security offering Buys these securities from the corporation Selling Group: A network of brokerage firms formed for the Resells the securities to investors purpose of distributing a new Raising Capital: Stage I Decisions issuance of securities
Dollars to be raised Shelf Registrations
Type of securities used Securities registered with the
SEC for sale at a later date Competitive bid versus negotiated deal Held “on the shelf” until the sale
Selection of an investment Maintenance of the Secondary Market
banker When a company is going public Raising Capital: Stage II Decisions for the first time, the investment banker is obligated to maintain a Reevaluating the initial decisions market for the shares after the Best efforts or underwritten issue has been completed. issues The lead underwriter agrees to Underwritten Arrangement “make a market” in the stock and - investment bank keep it reasonably liquid. guarantees the sale by Types of Financial Intermediaries purchasing the securities from the issuer Commercial banks
Best Effort Arrangement - Credit unions
investment bank gives no Savings and loan associations guarantee that the securities will be sold Mutual funds
Issuance (flotation) Costs Whole life insurance companies
Setting the offering price Pension funds
Selling Procedures The Role of Financial Intermediaries
Underwriting Syndicate: A Facilitate the transfer of funds from
syndicate of investment firms those who have funds (savers) to those formed to spread the risk who need funds (borrowers) Manufacturing a variety of financial products that take the form of either loans or savings instruments Benefits of Financial Intermediaries Reduced costs Risk/diversification Funds divisibility/pooling Financial flexibility Related services International Financial Markets
U.S. stock markets represent less than
50% of the total value worldwide
U.S. markets still dominate the stock
markets in other countries
U.S. investors can participate in
international markets by using American Depository Receipts - mutual funds that hold stocks or foreign securities certificates issued in dollar denominations
Financial Organizations in Other Parts of
the World
U.S. financial institutions are more
heavily regulated U.S. financial institutions face greater limitations on branching, services and relationships with non-financial businesses