9-1 CHAPTER 9 MARKETS FOR EQUITY SECURITIES

9-2 Common Stock -- Basic Ownership in a Corporation l One vote per share. l Have a residual (last) claim on income and assets in liquidation, thus a riskier position than bonds and preferred stockholders. l Shareholders’ liability for the debts of the corporation is limited to their investment in the common stock.

9-3 Common Stock (concluded) l Shareholders’ return is derived from dividends declared by the board of directors and from market appreciation in the value of the stock. l Common shareholders may vote their shares to elect the members of the board of directors. l Members of the board of directors can be elected by cumulative voting or straight voting.

9-4 Preferred Stock -- Preferred Claim on Earnings and Assets Compared to Common Stock l Dividends paid ahead of common if declared. l Preferred stockholders are usually excluded from voting for board of directors and shareholder issues. l Many corporations buy preferred stock. –A high percentage, depending on the extent of ownership, of dividends received from one corporation by another corporation are federally tax exempt. –Investors are concerned about after-tax return.

9-5 Convertible Securities l Convertible preferred stock -- convertible to common stock at specific common price or number of shares (conversion ratio). –Dividends received until conversion –Investor may participate in growth of firm. l Convertible bonds -- convertible to common stock at specific common price or number of shares (conversion ratio). –Pays fixed bond rate until conversion. –Provides potential for higher returns for investors.

9-6 Holders of Corporate Equity Securities (September 30, 1998)

9-7 Primary Market for Equities l The first time shares are sold in the market is an unseasoned offering or initial public offering (IPO); additional shares may be sold later as a seasoned offering. l Equities may be: –Sold directly to investors by the firm. –Purchased and sold at a higher price (underwriter’s spread) by investment bankers in an underwritten offering. –Sold to existing shareholders in a rights offering.

9-8 Primary Market for Equities (concluded) l The size of the underwriter’s spread depends on the underwriter’s level of uncertainty concerning the shares’ market price.

9-9 The Secondary Market for Equity Securities -- Subsequent Trading in Securities l Stock may trade on: –Exchanges. –Over the counter.

9-10 The Secondary Market for Equity Securities (concluded) l Stable prices are related to the extent of: –Breadth of the market or the number of varied traders of the stock. –Depth of the market or the extent to which there are conditional orders to buy and sell below and above the current price, respectively. –Resiliency of the market or the ability of the market to attract buyer/sellers when the stock prices decreases/increases, respectively.

9-11 Secondary Markets Bring Buyers/ Sellers Together in Four Ways l A buyer may incur search costs and find a seller on their own, called a direct search. l A broker may bring buyer and seller together, charging a commission. l A dealer may sell/buy (bid/ask) securities from an inventory of securities, reducing search costs. The dealer’s return is the bid/ask spread. l An auction market allocates the selling shares to the highest bidder, providing a buyer/seller.

9-12 The Size of Dealer Bid/ask Spreads l are proportionately higher for low priced stocks due to fixed costs of operations. l are higher for trades of a few shares. l are higher for a large block trade; a liquidity service is performed. l are narrower with more frequent trading, where the costs of providing liquidity are less. l are wider with traders with insider information, where the dealer may have to incur the cost of price discovery, or buying high, selling low!

9-13 New York Stock Exchange Composite Transactions

9-14 Equity Valuation Basics l The value of a security is the present value of expected cash flows, discounted at the required rate of return. l Identify the size of the relevant, future cash flows and when the cash flows occur. l Select the appropriate discount rate. l Calculate the present value by discounting the cash flows at the discount rate, recognizing when the cash flows occur.

9-15 Preferred Stock Valuation l Discount the expected cash flow dividend stream at the required rate of return to determine its value. l A fixed rate preferred stock approximates a perpetuity and the value can be found by dividing the annual dividends by the discount rate, P 0 = D/r l The preferred stock price varies to give the going rate of return to the new investor.

9-16 Common Stock Valuation l The analyst must approximate the future cash flow stream and select an appropriate discounting equation that approximates the cash flow of the stock. l The value of a stock held for a long time is the present value of the dividend stream discounted at the required rate of return, a perpetuity similar to the preferred stock above.

9-17 Common Stock Valuation (concluded) l The value of a stock to be held for a determined period of time is the present value of the dividend stream plus the PV of the expected selling price of the stock. l The present value, now in period zero, of a steadily increasing stream of cash flow is the value of the cash flow in the first year divided by the difference between the discount rate and the rate of growth. This expression is a math expression of a steadily growing perpetuity.

9-18 The Total Risk of a Security Is Comprised of the Systematic (Market or Undiversifiable) Risk and the Unsystematic Risk (Diversifiable) Risk l Proper diversification can reduce unsystematic, unique, or security-specific risk. l A portfolio of securities can result in diversification, the reduction of total risk or the variability of returns (portfolio) below that of holding the individual securities.

9-19 The Total Risk of a Security Is Comprised of the Systematic (Market or Undiversifiable) Risk and the Unsystematic Risk (Diversifiable) Risk (concluded) l Diversification occurs when securities, whose historic returns have correlation coefficients less than +1, are assembled in a portfolio. Unsystematic or diversifiable risks offset one another. l The systematic risk of the portfolio cannot be diversified away by adding additional securities.

9-20 The Effect of Diversification on Portfolio Risk

9-21 Measuring Systematic Risk: Beta l Investors are assumed to hold securities in a diversified portfolio with only systematic or market risk to analyze. l The relevant risk of a security is how it correlates with the portfolio. l The extent to which the variability of returns (risk) of a stock related to the risk of a broad-based market portfolio is called the beta of the stock. It is a measure of relative risk of a security.

9-22 Measuring Systematic Risk: Beta (concluded) l If a stock varies as the market portfolio does, the beta is 1.0 and the stock has a risk level matching the market portfolio such as the S&P 500. l A beta greater than one is riskier (aggressive stock) than the “market” while a beta less than one is not as risky as the market and are called defensive stocks. l Betas calculated for securities identify their relative historic riskiness.

9-23 Betas of Selected Firms, February 26, 1999 FIRMBETA CompUSA1.70 Chase Manhattan1.50 The Gap1.35 Barnes & Noble1.25 Coca-Cola1.10 General Motors1.10 Johnson & Johnson0.95 Eastman Kodak0.80 Campbell Soup0.80 Carolina Power0.65 Betas vary widely across firms. Most firms have betas between 0.50 and 1.50 Source: Valueline Investment Survey, March 15, 1996.

9-24 The Security Market Line (SML) l The security market line depicts the offsetting returns demanded for increased increments of risk, the classic risk/return tradeoff. l The security market line enables one to conceptualize the risk of a stock as the sum of the risk free rate plus the market risk premium adjusted for the relative risk of the stock (beta). l The equation for the SML is expressed as:

9-25 The Security Market Line