lOMoARcPSD|6553825 16. Financial leverage and capital structure policy This chapter deals with the capital structure decision and the consequences of this decision. The ideal mixture of debt and equity for a firm—its optimal capital structure—is the one that maximizes the value of the fi rm and minimizes the overall cost of capital. If we ignore taxes, financial distress costs, and any other imperfections, there is no ideal mixture. Under these circumstances, the firm’s capital structure is irrelevant. However, the tax deductibility of interest on debt generates tax savings equal to the interest payment multiplied by the corporate tax rate, referred to as the interest tax shield. This tax deductibility means that the WACC decreases when leverage increases. Bankruptcy costs counteract the tax advantage of debt. A firm will incur costs when it goes bankrupt: since leverage increases the probability of bankruptcy, the costs associated with bankruptcy increase the WACC when a firm uses more leverage. Given that the tax deductibility of interest on debt increases firm value when more debt financing is used, but the probability of incurring bankruptcy costs decreases firm value when more debt financing is used, there seems to be an optimal capital structure where firm value if maximized. This is the basic idea behind the static tradeoff theory. The pecking-order theory is a second theory about the optimal capital structure, which states that firms have a preference for certain sources of financing over others. This theory suggests that firms will use internal fi nuancing as much as possible, followed by debt fi nuancing if needed. Equity will not be issued if possible. The result is that there is no optimal capital structure. Some patterns in observed capital structures are that on average firms have low debt-equity ratios, suggesting that there is a limit to the use of debt financing to generate tax shields, and that these ratios vary considerably across industries, suggesting that the nature of their assets and operations is an important determinant of capital structure. 16.1. The capital structure question The goal when setting a firm’s capital structure is to maximize the value of its stock, which is equal to maximizing the value of the firm or minimizing the value of the WACC. A firm should choose its debt-equity ratio, or capital structure, such that it maximizes the value of its stock. When discussing capital structure, maximizing the value of a share of stock is equal to maximizing the value of the firm. The value of the firm is maximized when the WACC is minimized: since the WACC is the appropriate discount rate, minimizing this discount rate will maximize the value of the firm’s cash flows. The © StuDocu.com 77 Downloaded by Lala Land (hyunri.ahh@gmail.com) lOMoARcPSD|6553825 debt-equity ratio where the WACC is minimized is called the optimal capital structure or target capital structure. 16.2. The effect of financial leverage Financial leverage is the extent to which a firm relies on debt. Financial leverage affects earnings by increasing the potential profits but also increasing the potential losses. Investors can use homemade leverage to undo any capital structure decision by the firm’s management. Financial leverage refers to the extent to which a firm relies on debt: the more debt financing a firm uses, the higher its leverage. Financial leverage acts as a lever: the higher the leverage, the more gains and losses are magnified. More leverage is therefore beneficial if earnings are positive, but detrimental when earnings are negative. Investors can adjust the amount of financial leverage of a firm by borrowing and lending on their own. This is called homemade leverage. For example, if an investor desires a higher level of leverage than the firm currently has, he can borrow money and invest it in shares in the firm together with his own money to increase the amount of leverage. 16.3. Capital structure and the cost of equity capital Franco Modigliani and Merton Miller came up with a theory stating that a firm's capital structure does not affect the value of the firm or the WACC. The theory also states that the cost of equity is a positive linear function of the firm’s capital structure. Since investors can undo any capital structure decision by the firm by borrowing or lending on their own account, it does not matter what capital structure the firm chooses. This is the basis for M&M Proposition I (M&M stands for Franco Modigliani & Merton Miller, two Nobel laureates who made important contributions to economic science), which states that the value of the firm is independent of its capital structure. A pie model is often used to illustrate this proposition: no matter how you slide the pie, i.e. divide the firm between equity and debt, the total size of the pie does not change. Although changing the capital structure does not matter for total firm value, it does change the firm’s debt and equity. The WACC can be interpreted as the required return on the firm’s overall assets, which will be denoted by R A. Ignoring taxes, the WACC, or return on assets, can be written as: WACC = RA = (E / V) x RE + (D / V) x RD. Rearranging gives: RE = RA + (RA – RD) x (D / E). The cost of equity is thus a positive © StuDocu.com 78 Downloaded by Lala Land (hyunri.ahh@gmail.com) lOMoARcPSD|6553825 linear function of the firm’s capital structure: an increase in leverage increases the risk of equity and thus increases the required return on equity. This is M&M Proposition II. M&M proposition II show that the firm’s cost of equity can be broken down into two components: 1. Business risk: the risk inherent in a firm’s operations, represented by the required return on assets RA. Business risk does not depend on the firm’s capital structure. 2. Financial risk: the risk due to the firm’s financial policy, represented by (R A – RD) x (D / E). 16.4. M&M propositions I and II with corporate taxes The tax deductibility of interest on debt generates tax savings equal to the interest payment multiplied by the corporate tax rate, referred to as the interest tax shield. This tax deductibility means that the WACC decreases when leverage increases. There are two features of debt that should be taken into account when determining the optimal capital structure: 1. Interest on debt is tax deductible. 2. Failure to meet debt obligations can result in bankruptcy. The tax deductibility of interest on debt generates tax savings equal to the interest payment multiplied by the corporate tax rate, referred to as the interest tax shield. The present value of the interest tax shield is: (Tc x D x RD) / RD = TC x D. D is the (perpetual) amount of debt. The value of the levered firm in the presence of taxes is the value of the unlevered firm plus the present value of the tax shield: VL = VU + TC x D. In the presence of taxes, the WACC will become: WACC = RA = (E / V) x RE + (D / V) x RD x (1 – TC). The cost of equity will become: RE = RU + (RU – RD) x (D / E) x (1 – TC). RU is the unlevered cost of capital, i.e. the cost of capital for a firm that has no debt. So in the presence of taxes: The WACC decreases when leverage increases. The cost of equity increases when leverage increases. © StuDocu.com 79 Downloaded by Lala Land (hyunri.ahh@gmail.com) lOMoARcPSD|6553825 16.5. Bankruptcy costs A firm will incur costs when it goes bankrupt: since leverage increases the probability of bankruptcy, the costs associated with bankruptcy increase the WACC when a firm uses more leverage. Then leverage increases, the probability that a firm will default increases. In a perfect world, there are no costs associated with bankruptcy: the only thing that happens is that ownership is transferred from the equity holders to the creditors, who will then own assets of equal value to what is owed on the debt. However, in the real world there are several costs associated with bankruptcy: Direct bankruptcy costs: for example legal and administrative expenses. Indirect bankruptcy costs: for example the resources spend to avoid bankruptcy costs, the loss of customers/suppliers when a firm is financially distressed, the loss of valuable employees or the foregoing of positive NPV projects. The direct and indirect costs of bankruptcy are also referred to as financial distress costs. 16.6. Optimal capital structure The static trade-off theory states that the optimal capital structure is the point where the marginal benefits of the tax shield exactly offset the marginal costs of bankruptcy. Given that the tax deductibility of interest on debt increases firm value when more debt financing is used, but the probability of incurring bankruptcy costs decreases firm value when more debt financing is used, the answer seems to lie somewhere in the middle. This is the basic idea behind the static theory of capital structure: that there is an optimal capital structure where the marginal benefit of the tax shield is exactly offset by the marginal cost of the increased probability of financial distress. This point is also where the WACC is the lowest. Some managerial pointers are: The tax advantage of debt is only important for tax paying companies, and less important for companies that experience losses, have substantial tax shields from other sources (e.g. depreciation), or have a lower tax rate. The greater the risk of financial distress, the less a firm should borrow. Additionally, financial distress can be more costly for some firms than for others. © StuDocu.com 80 Downloaded by Lala Land (hyunri.ahh@gmail.com) lOMoARcPSD|6553825 16.7. The pie again The pie as metaphor to represent the value of the firm is still valid in the presence of taxes and bankruptcy costs if you recognize that bondholders and equity holders are not the only recipients of cash flow. Critics of the M&M theorems argue that they break down once real-world factors are incorporated. However, if you recognize that bondholders and equity holders are not the only recipients of cash flow (another recipient is for example the state), the notion that the value of the firm depends only on the total cash flow to all recipients still stands. An important distinction is the one between marketed claims, which can be bought and sold on the financial markets, and non-marketed claims, which cannot. The value of the marketed claims (generally speaking debt and equity) can be altered by changing the capital structure, but the combined value of the marketed and nonmarketed claims cannot. 16.8. The pecking-order theory The pecking-order theory is a second theory about the optimal capital structure, which states that firms have a preference for certain sources of financing over others. The static trade-off theory does not explain the observed capital structures very well. As an alternative, the pecking order theory has been developed. The pecking order theory states that firms prefer certain sources of financing over others. In order from most preferable to least preferable, these sources are: 1. Internal financing. 2. Debt. 3. Equity. The reason behind this order is that raising external financing can be costly. Secondly, if a firm is undervalued a manager would sell a portion of the cash flow for less than its value. If however, a firm is overvalued, raising external financing would indicate to investors that the firm is probably overvalued so the stock price will take a hit. The pecking-order theory has several important implications: There is no target capital structure. Profitable firms use less debt as they have more internal financing available. Companies will want financial slack, i.e. stockpile internally generated cash. © StuDocu.com 81 Downloaded by Lala Land (hyunri.ahh@gmail.com) lOMoARcPSD|6553825 There is no definite answer yet as to which theory is correct. However, the static trade-off theory seems to be more concerned with long-run financial goals, whereas the pecking-order theory is more concerned with the short-run. 16.9. Observed capital structures Some patterns in observed capital structures are that on average firms have low debt-equity ratios and that these ratios vary considerably across industries. Several remarkable observations about observed capital structure are: Firms have relatively low debt-equity ratios. Deb-equity ratios vary considerable across industries. 16.10. A quick look at the bankruptcy process Once a firm files for bankruptcy, the firm can be liquidated, which means termination of the firm as a going concern, or reorganized. When a firm files for liquidation, a trustee-in-bankruptcy is elected by the creditors, the assets of the firm are sold and the proceedings of this sale are distributed among the creditors. When a firm files for reorganization and this filing is approved by a federal judge, the firm submits a reorganization plan and after acceptance of the plan management continues to run the business according to the provisions of the reorganization plan. Financial distress can be defined in several ways: Business failure. Legal bankruptcy. Technical insolvency: a firm is unable to meet its financial obligations. Accounting insolvency: total book liabilities exceed the book value of total assets. When a firm goes bankrupt, there are two options: 1. Liquidation: termination of the firm as a going concern, whereby all assets will be sold. 2. Reorganization: keeping the firm a going concern, whereby often new securities are issued. In the U.S., liquidation is governed by Chapter 7 of the Federal Bankruptcy Reform Act of 1978. This procedure involves the following steps: 1. The firm files for bankruptcy in a federal court. 2. A trustee-in-bankruptcy is elected by the creditors. © StuDocu.com 82 Downloaded by Lala Land (hyunri.ahh@gmail.com) lOMoARcPSD|6553825 3. The proceedings of selling the assets are distributed among the claimants. The proceedings of selling the firm’s assets are distributed in the following order of priority: 1. 2. 3. 4. 5. 6. 7. 8. 9. Administrative expenses associated with the bankruptcy. Other expenses arising after the filing of an involuntary bankruptcy petition. Wages, salaries, and commissions. Contributions to employee benefit plans. Consumer claims. Government tax claims. Payment to unsecured creditors. Payment to preferred stockholders. Payment to common stockholders. This list follows from the absolute priority rule (APR), the rule establishing priority of claims in liquidation. Reorganization is governed by Chapter 11 of the Federal Bankruptcy Reform Act of 1978. This procedure involves the following steps: 1. 2. 3. 4. 5. The firm files for bankruptcy in a federal court. A federal judge approves of denied the petition. The corporation continues to run the business. The corporation submits a reorganization plan. Creditors and shareholders are divided into classes: a class of creditors accepts the plan if a majority of the class agrees to the plan. 6. After acceptance by creditors, the plan is confirmed by court. 7. Payments are made to creditors and shareholders and possibly new securities are issued. 8. For some length of time the firm operates according to the provisions of the reorganization plan. © StuDocu.com 83 Downloaded by Lala Land (hyunri.ahh@gmail.com)