Finman Overview

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    Chapter I An Overview of Financial Management

    l-l What is Finance?l-la Finance vs. Economics and AccountingFinance grew out of economics and accounting.

    Economists - asset value is based on the future cash flows

    the asset will provideAccountants - provided information regarding the likely

    size of cash flows

    1-1b Finance within an Organization

    BOD - top governing body

    CEO - chairperson of the board; highest-ranking individual

    COO - firm's president; directs the firm's operations

    (marketing, manufacturing, sales, human resources, and

    other operatin g depB.(cnicf Ope.ral,ng ey'fiZcr)

    CFO - senior VP; 3rd ranking officer; in charge of

    accounting, financing, credit policy, decisions regarding asset

    acquisitions and investor relations-communication with

    stockholders and press. (C n ;c1 7, rcnci a r e fJl' 6c r).Sarbanes-Qxley Act - law passed by congress that

    l CForequires the CEO to certify that their firm's financial statements

    iare accurate

    I - I c Corporate Finance, Capital Markets and Investments

    1. t (Corporate Finance)

    assets to acquire

    - how to needed to buy assets- how to run the firm so as to maximize its value

    2 tg - dcatg ut/ ttcttnAes nerkclT rfhan " ia t 1ag5?v' t'on5

    are

    y'financial institutions that supply capital to business

    include a number of activities:

    A) Security Analysis - frnding the proper values ofindividual securities

    .-2) Portfulio Theory - best way to structure portfolio ofstock and bonds

    4) Market Analysis - issue whether stock and bondmarkets at any given time are "too high", "too low" or "aboutright"

    e - investor psychology is

    examined in an effort to determine if stock prices have been bid

    up to unreasonable heights in a speculative bubble or driven

    down to unreasonable lows in a fit of irational pessimism.

    1-2 Jobs in Finance

    .Value-based management - management decisions are

    evaluated in terms of their effects on the firm's value

    .Defined contribution pension plans - each year the company

    puts a specified amount of money into an account that belongs to

    the employee the employee must decide how those funds are to

    be invested

    l-3 Forms of Business Organization

    l) Proprietorship - an unincorporated business owned by oneindividual

    few government regulation bject to lower income taxes thancorporation

    Disadvantages: unlimited personal liabili mited life,dfficult to raise capital

    2) Partnership - an unincorporated business owned by two or

    more persons

    tablished relatively easy and inexpensively

    come allocated on a pro rata basis to the partners

    ed on an individual basis

    4rnl im it e d p ers o n al I i abil ity

    4fficulty to raise large amounls of capital3) Corporation - a legal entity created by stat arale and

    bject to double taxalion-eamings are taxed and then when

    its after tax eamings are paid out as dividends, those earnings are

    taxed again as personal income. (C Corporation)

    proprietorship/partnership rather than a corporation.

    4) Limited Liability Company (LLC) - relatively new tlpe of

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    5-4 The Stock Market

    ean

    - two leaders of stock markets

    5-4a Physical Location Stock Exchanges

    .Ph1'sical Location Exchanges - formal organizationshaving tangible physical locations that conduct auction

    markets in desi*srated (lined) securities.

    5-lb Orer-the-Counter and the \a:daq Stock llarkets.Over-the-Counter \larket - 3large collection ofbrokers and dealers. connecld elecronicallv bytelephones and computers that prorrds tbr trading in

    unlised securities.

    .Dealer illarket - includes all tacrlrues rhat are needed to

    conduct secuntr transaclrons nol condus-ted on thephysical I ocation exchanges.

    The dealer market svstem consr*s of:

    llrelativell fet dealers rho hold tn\en:oncs o.irheseseatrities and tho are said to 'mai.e a dart:c:' tn these

    secltnttes;

    thousands of brokers t ho act os agerJs n bnnging thedealers together xiIfr inrastor-; and

    onputers, terntitwls ond clec:arac ne:rorks thot

    protide o conntuntcdtion ltnJ;.:v.-,rfcn Je;r'ers end

    brokers-

    - Bid price - price aI s hrch ther srl t- :r lhe 5aock

    - Ask price - price at s hich they urll 31es- Bid-ask spread - difference berueen brd and ask prices,

    IIACD- represents the dealer's markup or prol'ilNah'ota|tl

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    Clrzrpter 5 Financial llarkcts and lnstitutions

    5-1 l'he Capital Allocation Process Capital Formation Process

    l) Direct Transfers - business sells its socks or bondsdirectlv to savers.

    2) Indirect Transfers through Investment Bankers -

    sells these same securities to savers.

    Underwriter - serves as a middleman andfaci litates the issuance of securities

    Primary market transaction - new securities areinvolved and the corporation receives the proceeds ofthe sale

    3) [ndirect Transfers through a Financiallntermediary - intermediary obtains from savers in

    sec rLl it i es.

    markets

    Ph;,sical asset markets (tangible/real asset markets)

    - products such as wheat, autos, real estate,computers and mach inery.

    z.Financial asset markets - stocks. bonds, notes andmortgages, and derivative securities - values areCerived from changes in the prices ofassets.

    Spot markets yersus future ntarkets.

    Spot markets - assets are bought or sold for "on the

    spot" delivery.

    y'Future markets - participants agree loday to buy orsell an asset at some future date.

    Money ntorkels uersro capital markets

    oney nrarkets - short -term. highly liquid debtsecurities.

    apital markets - intermediate or long term debtand corporate stocks.

    Primary markets versus secondary markets

    rimary markets - corporation raise new capital.

    econdary markets - existing, already outstanding

    securilies are traded among investors.

    Private markets versus public markets

    rivate markets - transactions are negotiatesdirectl y between parties.

    ublic Markets - standardized contracts are tradedon organized exchanges.

    5-3 Financial Institutions

    Investment banks - an organization that underwrites

    and disributes new investment securities and helps

    businesses obtain fi nancing.

    Commercial banks - traditional department store of

    finance serving a variety ofsavers and borrowers.

    .4. Financial services corporation - firm that offers awide range of financial services, including investment

    banking, brokerage operations, insurance, andI banY.tng.- 1ar1e callom

    unions - cooperativemembers are supposed to have a common bond.

    Pension funds - retirement plans funded bycorporations or govemment agencies for their workers

    and administered primarily by the trust departments of

    commercial banks or by life insurance companies.

    K. tite insurance companics - take savings in the formof annual premiums. invest these funds in stocks, bonds,

    real estate and mortgages; and make payments to the

    benefi ciaries of the insured parties.

    s(, Matual funds - organizations that pool investor funds

    to purchase hnancial instruments and thus reduce risks

    funds often operated by mutual fund companies.

    4 Hedge funds - similar to mutual funds, they acceptmoney from savers and use the funds to buy various

    securities; largely unregulated in contrast with nruttralfunds which are registered and legulated by SEC.

    Private equity companies - operate much like hedge

    funds; but rather than buying some of the stock of a firm,

    private equity players buy and then manage entire firms.

    the safety ofthese institutions and protect investors.

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    organization that is a hybrid bet a partnershrp and a corporation

    Limited Liability Partnership (LLP) - similar to an LLC but

    used for professional firms; .gp1pg;ation but

    1-4 Stock Prices and Shareholder Value

    Primary Goal of the Mgmt. - shareholder wealth maximization

    .Shareholder wealth maximization - the primary goal for

    managers of publicly owned companies implies that decisions

    should be made to maximize the long-run value of the firm's

    common slockmottira;zt'ng ihe Prr'ca orr /-he 7'inni ammon s'toc't

    1-5 Intrinsic Values, Stock Prices and Executive Compensation

    Determinants of Intrinsic Value and Stock Prices

    Managerial Actions, Economy, Taxes, and Political Conditions

    - determine stock prices thus investors' returns*investors like high returns but dislike risk so the larger the

    expected profits and the lower the perceived risk th

    ue Expected Returns and True Risk

    - investor *,ould expect if they had a . thatexisted about the company

    rceived Returns snd Perceived Risk- what investors expect given th . they

    actually have

    trinsic Value

    - an estimate of a stock's true value based on accurate risk

    rlcet Price

    - the stock value based on perceived but possiblyincorrect info. as seen by the marginal investor

    ' Marginal investor- views determine the actual stock price

    rlcet Equilibrium

    - Intrinsic Value : Stock Pricegml.'c qoa/ sfioutd te lo -pke acfr'ons ol.ct?hcd 4c tay,^r'rac .frm C e. trol ;lt cut ct / /re)el Vrr< 5

    1-6 Important Business Trends

    arbanes-Oxley D// - requires the CEO and CFO of a firm to

    certify that the firm's financial statements are accurate.

    en Increased globalization of business.

    y?J Ev er- improvin g info rm ation t echno lo gy.

    rporate governance - way the top managers operate and

    interface with stockholders

    1-7 Business Ethics

    1-8a Managers versus Stockholders

    Useful motivational tools to motivate managers to act in

    their shareholder's best interest:

    Compensation packages

    - should be suffrcient to attract and retain able managers, should

    not go beyond u'hat is needed; managers rewarded on the basis o

    the stock's performance over the long run.

    g of managers who don't perform u,ell

    - stockholders can inten'ene directly with managers

    Threat of hostile tqkeovers

    .CorporateRaider - an individual who targets a

    corporation for takeover because it is undervalued.Ilostile Takeover - the acquisition of a company over

    the opposition of the management

    I -8b Stockholders versus Bondholders

    regardless of how well the company does while stockholders do

    better when the company does better

    2) The use ofadditional debt

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