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Transcript
McGraw-Hill/Irwin
Corporate Finance, 7/e
1-1
CHAPTER
1
Introduction to
Corporate Finance
McGraw-Hill/Irwin
Corporate Finance, 7/e
© 2005 The McGraw-Hill Companies, Inc. All Rights Reserved.
1-2
Chapter Outline
1.1 What is Corporate Finance?
1.2 Corporate Securities as Contingent Claims on
Total Firm Value
1.3 The Corporate Firm
1.4 Goals of the Corporate Firm
1.5 Financial Markets
1.6 Outline of the Text
McGraw-Hill/Irwin
Corporate Finance, 7/e
© 2005 The McGraw-Hill Companies, Inc. All Rights Reserved.
1-3
What is Corporate Finance?
Corporate Finance addresses the following three
questions:
1. What long-term investments should the firm engage
in?
2. How can the firm raise the money for the required
investments?
3. How much short-term cash flow does a company
need to pay its bills?
McGraw-Hill/Irwin
Corporate Finance, 7/e
© 2005 The McGraw-Hill Companies, Inc. All Rights Reserved.
1-4
The Balance-Sheet Model
of the Firm
Total Value of Assets:
Current Assets
Total Firm Value to Investors:
Current
Liabilities
Long-Term
Debt
Fixed Assets
1 Tangible
2 Intangible
McGraw-Hill/Irwin
Corporate Finance, 7/e
Shareholders’
Equity
© 2005 The McGraw-Hill Companies, Inc. All Rights Reserved.
1-5
The Balance-Sheet Model
of the Firm
The Capital Budgeting Decision
Current
Liabilities
Current Assets
Long-Term
Debt
Fixed Assets
1 Tangible
2 Intangible
McGraw-Hill/Irwin
Corporate Finance, 7/e
What longterm
investments
should the
firm engage
in?
Shareholders’
Equity
© 2005 The McGraw-Hill Companies, Inc. All Rights Reserved.
1-6
The Balance-Sheet Model
of the Firm
The Capital Structure Decision
Current
Liabilities
Current Assets
How can the firm
raise the money
for the required
Fixed Assets
investments?
1 Tangible
2 Intangible
McGraw-Hill/Irwin
Corporate Finance, 7/e
Long-Term
Debt
Shareholders’
Equity
© 2005 The McGraw-Hill Companies, Inc. All Rights Reserved.
1-7
The Balance-Sheet Model
of the Firm
The Net Working Capital Investment Decision
Current Assets
Fixed Assets
1 Tangible
2 Intangible
McGraw-Hill/Irwin
Corporate Finance, 7/e
Current
Liabilities
Net
Working
Capital
How much shortterm cash flow
does a company
need to pay its
bills?
Long-Term
Debt
Shareholders’
Equity
© 2005 The McGraw-Hill Companies, Inc. All Rights Reserved.
1-8
Capital Structure
The value of the firm can be
thought of as a pie.
The goal of the manager is
to increase the size of the
pie.
70%50%30%
25%
DebtDebt
Equity
75%
50%
Equity
The Capital Structure
decision can be viewed as
how best to slice up a the
pie.
If how you slice the pie affects the size of the pie,
then the capital structure decision matters.
McGraw-Hill/Irwin
Corporate Finance, 7/e
© 2005 The McGraw-Hill Companies, Inc. All Rights Reserved.
1-9
Hypothetical Organization Chart
Board of Directors
Chairman of the Board and
Chief Executive Officer (CEO)
President and Chief
Operating Officer (COO)
Vice President and
Chief Financial Officer (CFO)
Treasurer
Controller
Cash Manager
Credit Manager
Tax Manager
Cost Accounting
Capital Expenditures
Financial Planning
Financial Accounting
Data Processing
McGraw-Hill/Irwin
Corporate Finance, 7/e
© 2005 The McGraw-Hill Companies, Inc. All Rights Reserved.
1-10
The Financial Manager
To create value, the financial manager should:
1. Try to make smart investment decisions.
2. Try to make smart financing decisions.
McGraw-Hill/Irwin
Corporate Finance, 7/e
© 2005 The McGraw-Hill Companies, Inc. All Rights Reserved.
1-11
The Firm and the Financial Markets
Firm
Firm issues securities (A)
Invests
in assets
(B)
Retained
cash flows (F)
Short-term debt
Cash flow
from firm (C)
Ultimately, the firm
must be a cash
generating activity.
McGraw-Hill/Irwin
Corporate Finance, 7/e
Dividends and
debt payments (E)
Taxes (D)
Current assets
Fixed assets
Financial
markets
Government
Long-term debt
Equity shares
The cash flows from
the firm must exceed
the cash flows from the
financial markets.
© 2005 The McGraw-Hill Companies, Inc. All Rights Reserved.
1-12
1.2 Corporate Securities as Contingent
Claims on Total Firm Value
The basic feature of a debt is that it is a promise by the
borrowing firm to repay a fixed dollar amount of by a
certain date.
The shareholder’s claim on firm value is the residual
amount that remains after the debtholders are paid.
If the value of the firm is less than the amount
promised to the debtholders, the shareholders get
nothing.
McGraw-Hill/Irwin
Corporate Finance, 7/e
© 2005 The McGraw-Hill Companies, Inc. All Rights Reserved.
1-13
Debt and Equity as Contingent Claims
Payoff to
debt holders
If the value of the firm is
more than $F, debt holders
get a maximum of $F.
Payoff to
shareholders
If the value of the firm is
less than $F, share holders
get nothing.
$F
$F
Value of the firm (X)
Debt holders are promised $F.
If the value of the firm is less than $F, they get the
whatever the firm if worth.
Algebraically, the bondholder’s claim is:
Min[$F,$X]
McGraw-Hill/Irwin
Corporate Finance, 7/e
$F
Value of the firm (X)
If the value of the firm is
more than $F, share holders
get everything above $F.
Algebraically, the shareholder’s claim is:
Max[0,$X – $F]
© 2005 The McGraw-Hill Companies, Inc. All Rights Reserved.
1-14
Combined Payoffs to Debt and Equity
Combined Payoffs to debt holders
and shareholders
If the value of the firm is less than
$F, the shareholder’s claim is:
Max[0,$X – $F] = $0 and the debt
holder’s claim is Min[$F,$X] = $X.
The sum of these is = $X
Payoff to shareholders
$F
If the value of the firm is more than
Payoff to debt holders $F, the shareholder’s claim is:
Max[0,$X – $F] = $X – $F and the
$F
debt holder’s claim is:
Value of the firm (X)
Debt holders are promised $F.
Min[$F,$X] = $F.
The sum of these is = $X
McGraw-Hill/Irwin
Corporate Finance, 7/e
© 2005 The McGraw-Hill Companies, Inc. All Rights Reserved.
1-15
1.3 The Corporate Firm
The corporate form of business is the standard
method for solving the problems encountered in
raising large amounts of cash.
However, businesses can take other forms.
McGraw-Hill/Irwin
Corporate Finance, 7/e
© 2005 The McGraw-Hill Companies, Inc. All Rights Reserved.
1-16
Forms of Business Organization
The Sole Proprietorship
The Partnership
General Partnership
Limited Partnership
The Corporation
Advantages and Disadvantages
Liquidity and Marketability of Ownership
Control
Liability
Continuity of Existence
Tax Considerations
McGraw-Hill/Irwin
Corporate Finance, 7/e
© 2005 The McGraw-Hill Companies, Inc. All Rights Reserved.
1-17
A Comparison of Partnership
and Corporations
Corporation
Partnership
Liquidity
Shares can easily be
exchanged.
Subject to substantial
restrictions.
Voting Rights
Usually each share gets
one vote
Taxation
Double
General Partner is in
charge; limited partners
may have some voting
rights.
Partners pay taxes on
distributions.
Reinvestment and
dividend payout
Broad latitude
All net cash flow is
distributed to partners.
Liability
Limited liability
Continuity
Perpetual life
General partners may
have unlimited liability.
Limited partners enjoy
limited liability.
Limited life
McGraw-Hill/Irwin
Corporate Finance, 7/e
© 2005 The McGraw-Hill Companies, Inc. All Rights Reserved.
1-18
1.4 Goals of the Corporate Firm
The traditional answer is that the managers of the
corporation are obliged to make efforts to
maximize shareholder wealth.
McGraw-Hill/Irwin
Corporate Finance, 7/e
© 2005 The McGraw-Hill Companies, Inc. All Rights Reserved.
1-19
The Set-of-Contracts Perspective
The firm can be viewed as a set of contracts.
One of these contracts is between shareholders and
managers.
The managers will usually act in the shareholders’
interests.
The shareholders can devise contracts that align the incentives
of the managers with the goals of the shareholders.
The shareholders can monitor the managers behavior.
This contracting and monitoring is costly.
McGraw-Hill/Irwin
Corporate Finance, 7/e
© 2005 The McGraw-Hill Companies, Inc. All Rights Reserved.
1-20
Managerial Goals
Managerial goals may be different from
shareholder goals
Expensive perquisites
Survival
Independence
Increased growth and size are not necessarily the
same thing as increased shareholder wealth.
McGraw-Hill/Irwin
Corporate Finance, 7/e
© 2005 The McGraw-Hill Companies, Inc. All Rights Reserved.
1-21
Separation of Ownership and Control
Board of Directors
Assets
Shareholders
Debt
Debtholders
Management
Equity
McGraw-Hill/Irwin
Corporate Finance, 7/e
© 2005 The McGraw-Hill Companies, Inc. All Rights Reserved.
1-22
Do Shareholders Control
Managerial Behavior?
Shareholders vote for the board of directors,
who in turn hire the management team.
Contracts can be carefully constructed to be
incentive compatible.
There is a market for managerial talent—this
may provide market discipline to the
managers—they can be replaced.
If the managers fail to maximize share price,
they may be replaced in a hostile takeover.
McGraw-Hill/Irwin
Corporate Finance, 7/e
© 2005 The McGraw-Hill Companies, Inc. All Rights Reserved.
1-23
1.5 Financial Markets
Primary Market
When a corporation issues securities, cash flows from
investors to the firm.
Usually an underwriter is involved
Secondary Markets
Involve the sale of “used” securities from one
investor to another.
Securities may be exchange traded or trade over-thecounter in a dealer market.
McGraw-Hill/Irwin
Corporate Finance, 7/e
© 2005 The McGraw-Hill Companies, Inc. All Rights Reserved.
1-24
Financial Markets
Firms
Stocks and
Bonds
Investors
securities
Money
Bob
Sue
money
Primary Market
Secondary
Market
McGraw-Hill/Irwin
Corporate Finance, 7/e
© 2005 The McGraw-Hill Companies, Inc. All Rights Reserved.
1-25
Exchange Trading of Listed Stocks
Auction markets are different from dealer
markets in two ways:
Trading in a given auction exchange takes place at a
single site on the floor of the exchange.
Transaction prices of shares are communicated
almost immediately to the public.
McGraw-Hill/Irwin
Corporate Finance, 7/e
© 2005 The McGraw-Hill Companies, Inc. All Rights Reserved.
1-26
1.6 Outline of the Text
I.
Overview
II.
Value and Capital Budgeting
III. Risk
IV. Capital Structure and Dividend Policy
V.
Long-Term Financing
VI. Options, Futures and Corporate Finance
VII. Financial Planning and Short-Term Finance
VIII. Special Topics
McGraw-Hill/Irwin
Corporate Finance, 7/e
© 2005 The McGraw-Hill Companies, Inc. All Rights Reserved.