CHAPTER 1. AN OVERVIEW OF FINANCIAL MANAGEMENT Learning outcomes • After finishing this chapter, you should be able to: ▫ Have an overall view of financial management, basic types of financial management decisions and the role of the financial manager ▫ Identify the advantages and disadvantages of different forms of business organization ▫ Explain the goals of financial management ▫ Explain the determinants of stock prices and intrinsic value ▫ Identify the conflicts of interest that can arise in a corporation ▫ Understand principles of financial management and common terms in finance 1. What is Financial Management? • What is Finance? ▫ “The system that includes the circulation of money, the granting of credit, the making of investments, and the provision of banking facilities” - Webster’s Dictionary ▫ “Finance is a term for matters regarding the management, creation, and study of money and investments” - Wikipedia ▫ Finance as taught in universities is generally divided into three areas: (1) financial management, (2) capital markets, and (3) investments OR (1) personal finance, (2) corporate finance, and (3) public finance 1. What is Financial Management? • What is Financial management? ▫ “Financial management is the activity concerned with planning, raising, controlling and administering of funds used in the business.” – Guthman and Dougal ▫ “Financial management is that area of business management devoted to a judicious use of capital and a careful selection of the source of capital in order to enable a spending unit to move in the direction of reaching the goals.” – J.F. Brandley ▫ “Financial management is the operational activity of a business that is responsible for obtaining and effectively utilizing the funds necessary for efficient operations.” - Massie 1. What is Financial Management? • What is Financial management? ▫ “Financial management also called corporate finance, focuses on decisions relating to how much and what types of assets to acquire, how to raise the capital needed to purchase assets, and how to run the firm so as to maximize its value” 1. What is Financial Management? • Basic activities of an organization ▫ Operating activities: manufacturing and distributing products and/or providing services (day-to-day operations) ▫ Investing activities: acquiring and disposal of property, plant and equipment (PP&E) (long-term assets) ▫ Financing activities: raising capital from investors (bondholders and shareholders) and profit distribution (equity and long-term liabilities) 1. What is Financial Management? • Financial Perspective ▫ Each of the 3 activities involves the flow of cash ▫ All three activities must be coordinated if an organization wants to pursue its goals effectively ▫ Someone or a group in an organization has to monitor, direct and evaluate the flow of cash into and out of each activity to make sure the organizational goals are served effectively 1. What is Financial Management? • Investment (Capital Budgeting) Decisions ▫ Most important of the three decisions ▫ The process of planning and management of longterm investments of the firm ▫ Financial managements identify investment opportunities that are worth more to the firm than the cost to acquire What is the optimal firm size? What specific assets should be acquired? What assets (if any) should be reduced or eliminated? 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 Shareholders’ Equity The Capital Budgeting Decision Current Liabilities Current Assets Fixed Assets 1 Tangible 2 Intangible Long-Term Debt What longterm investments should the firm choose? Shareholders’ Equity 1. What is Financial Management? • Financing (Capital Structure) Decisions ▫ Determine how the assets will be financed ▫ Ways in which the firm obtains and manages the longterm financing it needs to support its longterm investments ▫ A firm’s capital structure is the specific mixture of longterm debt and equity the firm uses to finance its operations What is the best type of financing? What is the best financing mix? What is the best dividend policy? The Capital Structure Decision Current Assets How should the firm raise funds for the selected Fixed Assets investments? 1 Tangible 2 Intangible Current Liabilities Long-Term Debt Shareholders’ Equity 1. What is Financial Management? • Asset Management (Working Capital) Decisions ▫ How do we manage existing assets efficiently? ▫ Working capital refers to a firm’s shortterm assets and its shortterm liablilites ▫ Managing the firm’s working capital is a day to day activity that ensures the firm has sufficient resources to continue its operations and avoid costly interruptions ▫ Greater emphasis on current asset management than fixed asset management How much cash & inventory the firm should keep in hand? Should the firm sell on credit? To whom? What terms? How will the firm obtain any needed shortterm financing? Short-Term Asset Management Current Assets Fixed Assets 1 Tangible 2 Intangible Current Liabilities Net Working Capital How should short-term assets be managed and financed? Long-Term Debt Shareholders’ Equity 1. What is Financial Management? • Overall, Financial management addresses the following three questions: ▫ What long-term investments should the firm choose? ▫ How should the firm raise funds for the selected investments? ▫ How should short-term assets be managed and financed? 1. What is Financial Management? • Hypothetical Organization Chart 1. What is Financial Management? • Hypothetical Organization Chart 1. What is Financial Management? • Financial Manager ▫ Financial managers try to answer some or all of these questions ▫ The top financial manager within a firm is usually the Chief Financial Officer (CFO) Treasurer – oversees cash management, credit management, capital expenditures and financial planning Controller – oversees taxes, cost accounting, financial accounting and data processing 2. Forms of business Organization • What is a business? ▫ An organization that is oriented towards making a profit for its owners so as to maximize their wealth and that can be regarded as an entity separate from its owners • Legal forms of business organization ▫ Sole Proprietorship ▫ Partnership ▫ Corporation ▫ Limited Liability Company and Limited Liability Partnership Video 2. Forms of business Organization Proprietorship An unincorporated business owned by one individual • Advantages ▫ Easiest to start ▫ Least regulated ▫ Single owner keeps all the profits ▫ Taxed once as personal income • Disadvantages ▫ Limited to life of owner ▫ Equity capital limited to owner’s personal wealth ▫ Unlimited liability ▫ Difficult to transfer ownership 2. Forms of business Organization Partnership An incorporated business owned by 2 or more persons • Advantages ▫ Two or more owners ▫ More capital available ▫ Relatively easy to start ▫ Income taxed once • Disadvantages ▫ Unlimited liability* ▫ Partnership dissolves when one partner die or wishes to sell ▫ Difficult to transfer ownership 2. Forms of business Organization Corporation A legal entity separate and distinct from its owners and managers, having unlimited life, easy transferability of ownership and limited liability • Advantages ▫ Limited liability ▫ Unlimited life ▫ Separation of ownership and management ▫ Transfer of ownership is easy ▫ Easier to raise capital • Disadvantages ▫ Seperation of ownership and management ▫ Double taxation (income taxed at corporate rate and then dividends taxed at personal rate) 3. Goal of Financial Management? • What should be the goal of a corporation? ▫ Maximize profit? ▫ Minimize costs? ▫ Maximize market share? ▫ Maximize the market price of the firm’s stock? • What is the main financial goal? ▫ Maximize shareholder wealth So, how that wealth is determined? => Stock valuation 3. Goal of Financial Management? • Determinants of value 3. Goal of Financial Management? • Determinants of value 3. Goal of Financial Management? 3. Goal of Financial Management? • Stock prices and Intrinsic value ▫ Intrinsic value is a long-run concept ▫ Management’s goal should be to maximize the firm’s intrinsic value, not its current market price ▫ In equilibrium, a stock’s price should equal its “true” or intrinsic value ▫ To the extent that investor perceptions are incorrect, a stock’s price in the short run may deviate from its intrinsic value ▫ Ideally, managers should avoid actions that reduce intrinsic value, even if those decisions increase the stock price in the short run 3. Goal of Financial Management? • Consequences of having a short-run focus ▫ Some Wall Street executives received huge bonuses for engaging in risky transactions that generated shortterm profits. Subsequently, the value of these transactions collapsed, causing many of these Wall Street firms to seek a massive government bailout ▫ The need for corporate governance ▫ Corporate Governance: Establishment of rules and practices by Board of Directors to ensure that managers act in shareholders‘ interests while balancing the needs of other key constituencies 4. Stakeholders in the business • Stakeholder – literally a person or group of persons who has a stake in the organization. They have an interest to protect in respect of what the organization does and how it performs Stakeholders Primary Owners (Shareholders) Secondary Directors / managers Employees and trade unions Customers, Suppliers. Lenders Government and its agencies The local community and the public The natural environment 5. Stockholder-Manager Conflicts • Stockholder-Manager Conflict (The Agency Problem) ▫ There exists a SEPERATION between owners and managers in a corporation ▫ Management acts as an agent for the owners (shareholders) of a firm ▫ Agency relationship: Stockholders (principals) hire managers (agents) to run the company ▫ Agency problem: Conflict of interest between principal and agent Video 5. Stockholder-Manager Conflicts ▫ Managers are naturally inclined to act in their own best interests (which are not always the same as the interest of shareholders): expensive perquisites, survival… ▫ Increased growth and size are not necessarily equivalent to increased shareholder wealth ▫ But the following factors affect managerial behavior: Managerial compensation packages Direct stock holder intervention The threat of hostile takeover 5. Stockholder-Manager Conflicts ▫ Managerial compensation Should be sufficient to attract and retain managers, but they should not go beyond what is needed Should be structured so that managers are rewarded on the basis of the stock’s performance over the long run Need to be structured carefully to make sure that they achieve their goal (stock awards) 5. Stockholder-Manager Conflicts ▫ Direct stockholder intervention – Firing threat Institutional investors may exercise considerable influence over firms’ operations. When such large stockholders speak, companies listen Some research highlights the important role that activists play in insuring that managers act in shareholders’ interests ▫ Threat of hostile takeover If a firm’s stock is undervalued, corporate raiders will see it as a bargain and will attempt to capture the firm in a hostile takeover (the acquisition of a company over the opposition of its management) The threat of a takeover may result in better management 6. Stockholder/Manager-Debtholder Conflicts ▫ The firm’s bankers and bondholders generally receive fixed payment, while stockholders do better when the firm does better. ▫ The conflicts occurs because stockholders are typically more willing to take on risky projects ▫ Another type of conflict arises over the use of additional debt ▫ Bondholders attempt to protect themselves by including covenants in the bond agreements that limit firms’ use of additional debt and constrain managers’ actions 7. Balancing Shareholder interests and interests of Society ▫ Managers know that this does not mean maximize shareholder value “at all costs.” Managers have an obligation to behave ethically, and they must follow the laws and other society-imposed constraints ▫ Interestingly, some companies have taken more explicit steps to recognize broader needs of society ▫ There is a very wide range of opinions regarding the appropriate balance between the interests of shareholders and other societal stakeholders 7. Balancing Shareholder interests and interests of Society 8. Business Ethics ▫ Ethics: “standards of conduct or moral behavior” Webster’s Dictionary ▫ Business ethics can be thought of as a company’s attitude and conduct toward its employees, customers, community, and stockholders ▫ A firm’s commitment to business ethics can be measured by the tendency of its employees to adhere to laws, regulations, and moral standards relating to product safety and quality, fair employment practices, fair marketing and selling practices, the use of confidential information for personal gain, community involvement, and the use of illegal payments to obtain business 8. Business Ethics • What companies are doing ▫ Most firms today have strong written codes of ethical behavior; companies also conduct training programs to ensure that employees understand proper behavior in different situations ▫ When conflicts arise involving profits and ethics, ethical considerations sometimes are so obviously important that they dominate 8. Business Ethics • Consequences of unethical behavior ▫ Ethical lapses have led to a number of bankruptcies. In other cases, companies avoid bankruptcy but face a damaging blow to their reputation ▫ The perception of widespread improper actions has caused investors to lose faith in business and to turn away from the stock market, which makes it difficult for firms to raise the capital they need ▫ -> Unethical actions can have adverse consequences far beyond the companies that perpetrate them • How should employees deal with unethical behavior? Questions • All questions in chapter 1