CORPORATE FINANCE B A 60 7 MA. LUZ I. SANCHEZ INTERNATIONAL FINANCE MANAGEMENT INTERNATIONAL FINANCE MANAGEMENT • Finance - refers to the art and science of handling and managing money, as well as other assets (Haripriya, Praveena, & Megavarthini, 2019). • Nowadays, financial managing is also globally relevant, and is referred to as international finance. • International finance records and monitors not only the local finance of the nation but also that of the international or global level. SCOPES OF INTERNATIONAL FINANCE MANAGEMENT • According to Haripriya et al (2019), international finance management has scopes in financial decision, investment decisions, and dividend decisions. The first scope is financial decision, because international finance management deals with making decisions and ensuring that the decisions made will be beneficial to the countries involved. The main objective of the finance decision is to have optimum capital structure. The next scope is investment decision. One has to decide where to invest and more important thing how much to invest. These decisions are to be taken by gut feeling and proper thinking as it may decide the faith of the concern. The last scope is dividend decisions. The dividend is a portion of profits that is to be paid to shareholders as per share purchased by them. The finance manager has to decide according to the position of the concern and shareholder’s interest as both of them are of high importance. INTERNATIONAL FINANCE MANAGEMENT • To overcome certain challenges to the company, understanding the market environment plays a crucial role. • The environment is comprised of the international financial system, the foreign exchange market, and the foreign country’s environment. • International financial system is composed of two segments, namely the official part which refers to the accepted code of behavior by governments that are part of the international monetary system, and the private part, which refers to the international banks as well as other multinational financial institutions that are part of the international money and capital markets. INTERNATIONAL FINANCE MANAGEMENT • Despite the challenges that one must take into consideration, there are also gains from the international financial market. better allocation of capital increased prosperity growth and development Confidence/energy FINANCIAL DISTRESS FINANCIAL DISTRESS • The term "financial distress" is used in a negative connotation to describe the financial health of an enterprise that is confronted with a temporary liquidity shortage and with difficulties resulting in a failure to meet financial obligations within their payment terms and to their full extent (Michalkova, Adamko, & Kovacova, 2018). FINANCIAL DISTRESS • According to Mitroff (2001), there are eight basic causes of financial deterioration. economic causes information causes physical causes human resources reputation-defamation criminal nature natural disasters FINANCIAL DISTRESS • Slatter & Lovett (1999) also divided the causes of business financial health deterioration into endogenous and exogenous ones. Endogenous causes - weak management and its mistakes, insufficient financial control, poor management of working capital, high expenses, insufficient marketing, etc. Exogenous causes - negative changes in market demand for the company´s products, competition, and change in input commodity prices in an unfavorable direction FINANCIAL DISTRESS • Based on the general economic theory, Lizal (2002) defines three causes or models that can detect the deterioration of the company financial health: the neoclassical model, the financial model, and the corporate governance model. • Altman and Hotchkiss (2006) mention other causes of deterioration in the financial health of enterprises (external factors) : chronically problematic sectors of economy (e.g. agriculture, textile industry, etc.) deregulation of key sectors (e.g. airlines, financial services, healthcare, energy); high real interest rates; international competition; and excessive capacity between sectors. FINANCIAL DISTRESS • Other, especially financial reasons for corporate failure, are as follows: 1. Industry sectors 2. Interest rates 3. Competition 4. Debts to equity ratio 5. Deregulation 6. Growth rate CORPORATE RESTRUCTURE CORPORATE RESTRUCTURE • Corporate restructuring is defined as the process involved in changing the organization of a business. It can involve making dramatic changes to a business by cutting out or merging departments. • It is also a non-recurring exercise for organizations but has a lasting impact on the business and other concerned agencies due to its numerous considerations and immense advantages (The Institute of Company Secretaries of India, 2014). CORPORATE RESTRUCTURE • According to Rai Technology University, corporate restructuring involves restructuring the assets and liabilities of corporations, including their debt-to-equity structures, in line with their cash flow needs in order to: 1. promote efficiency 2. restore growth, 3. minimize the cost to tax payers. CORPORATE RESTRUCTURE • Objectives of corporate restructuring: 1. orderly redirection of the firm's activities; 2. deploying surplus cash from one business to finance profitable growth in another; 3. exploiting inter-dependence among present or prospective businesses within the corporate portfolio; 4. risk reduction; and 5. development of core competencies. CORPORATE RESTRUCTURE • According to The Institute of Company Secretaries of India (2014), the various needs for a Corporate Restructuring exercise are the following: 1. to focus on core strengths, operational synergy and efficient allocation of managerial capabilities and infrastructure; 2. consolidation and economies of scale by expansion and diversion to exploit extended domestic and global markets; 3. revival and rehabilitation of a sick unit by adjusting losses of the sick unit with profits of a healthy company; 4. acquiring constant supply of raw materials and access to scientific research and technological developments; 5. capital restructuring by appropriate mix of loan and equity funds to reduce the cost of servicing and improve return on capital employed; and 6. to improve corporate performance to bring it at par with competitors by adopting the radical changes brought out by information technology. CORPORATE RESTRUCTURE • There are also several other aspects to consider when corporate restructuring.The restructuring process requires these to be considered before, during and after the restructuring: 1. Valuation & Funding 2. Legal and procedural issues 3. Taxation and Stamp duty aspects 4. Accounting aspects 5. Competition aspects etc. 6. Human and Cultural synergies CORPORATE RESTRUCTURE • Moreover, there are various types of corporate restructuring strategies: 1. Merger 2. Demerger 3. Reverse Mergers 4. Disinvestment 5. Takeovers 6. Joint venture 7. Strategic alliance 8. Slump Sale 9. Franchising 10. Strategic alliance CORPORATE RESTRUCTURE 1. Merger - the combination of two or more companies which can be merged together either by way of amalgamation or absorption. Mergers may be: • Horizontal Merger – refers to a merger of two or more companies that compete in the same industry. • Vertical Merger – refers to a merger which takes place upon the combination of two companies which are operating in the same industry but at different stages of production or distribution system. • Co-generic Merger – refers to a type of merger wherein two companies are in the same or related industries but do not offer the same products, but related products and may share similar distribution channels, providing synergies for the merger. • Conglomerate Merger – refers to merger that involve firms engaged in unrelated type of activities i.e. the business of two companies are not related to each other horizontally nor vertically. CORPORATE RESTRUCTURE 2. Demerger - a form of corporate restructuring in which the entity's business operations are segregated into one or more components. This is usually done to help each of the segments operate more smoothly, because they can focus on a more specific task after demerger. 3. Reverse Merger - refers to the opportunity for the unlisted companies to become public listed company, without opting for Initial Public Offer (IPO). In this process, a private company acquires the majority shares of public company, using its own name. 4. Disinvestment - this means an organization’s action or government selling or liquidating an asset or subsidiary. This is also known as "divestiture". CORPORATE RESTRUCTURE 5. Takeover/Acquisition - means an acquirer takes over the control of the target company. It may also be classified as either a friendly or hostile takeover: • Friendly takeover – means one company takes over the management of the target company with the permission of the board. • Hostile takeover – means one company takes over the management of the target company without its knowledge and against the order of their management. 6. Joint Venture (JV) - is an entity formed by two or more companies to undertake on a financial activity together. The parties agree to contribute equity to form a new entity and share the revenues, expenses, and control of the company. It is also classified into two: • Project-based Joint venture • Functional-based Joint venture CORPORATE RESTRUCTURE 7. Strategic Alliance – refers to an agreement between two or more parties to collaborate with each other, to achieve certain objectives while also still being independent organizations. 8. Franchising - may be defined as an arrangement where one party (franchiser) grants another party (franchisee) the right to use trade name as well as certain business systems and process, to produce and market goods or services according to certain specifications. 9. Slump sale - means the transfer of one or more undertaking as a result of the sale of lump sum consideration without values being assigned to the individual assets and liabilities in such sales. VI. REFERENCES • Altman, E., & Hotchkiss, E. (2006). Corporate Financial Distress and Bankruptcy. New Jersey: Willey Publishing. • Haripriya, S., Praveena, P. S., & Megavarthini, M. S. (2019). International Finance Management. Online International Interdisciplinary Research Journal, 1-6. • Lizal, L. (2002). Determinants of Finanicial Distress: What Drives Bankruptcy in a Transition Economy? • Michalkova, L., Adamko, P., & Kovacova, M. (2018). The Analysis of Causes of Business Financial Distress. Advances in Economics, Business and Management Research, 49-52. • Mitroff, I. I. (2001). Managing crises before they happen: what every executive needs to know about crisis management. New York: Amacom. • Rai Technology University. (n.d.). Corporate Restructuring. Bangalore: Rai Technology University. • Slatter, S., & Lovett, D. (1999). Corporate Tournaround: Managing in Distress. London: Middlesex: Penguin Books. • The Institute of Company Secretaries of India. (2014). Corporate Restructuring, Valuations, and Insolvency. New Delhi: Tan Prints.