Principles and Practices of Corporate Valuation and Investment in Emerging Markets Bryane Michael, Linacre College How are investment opportunities in emerging markets found and exploited by investment professionals? How can these companies be valued, bought and sold? This course will introduce the student to some basic ideas in corporate finance, corporate valuation, derivatives, and private equity. You will be exposed to the different markets, the different practices, and players in emerging markets. This course is – extending off the Oxford tradition -- designed to teach you the principles but more importantly, how to think for yourself! CAVEAT: This course is neither a technical introduction to corporate finance nor an easy way of getting trained up for an Investment Banking job! We will not cover the technical aspects of the topics intensively as you will do this either in your investment bank training programme or for your MBA (you will hopefully delegate this to your staff anyway!) As such, I will not assign the usual problem sets asking for specific calculations – which you can follow up on your own. This course is designed to make sure you don’t miss the forest for the trees with all these complicated fancy investment strategies. The course is cumulative so that you will use material from the first weeks in later weeks. Don’t fall behind. Many of the case studies will draw on my own personal experience working in developing countries. It would be helpful – though not required – to have some familiarity with corporate finance. For students interested in the broader issues affecting international investment, they can take my international political economy course. For students interested in specific countries or regions, we can discuss. I hope you already see how knowledge does not fall in courses but all knowledge interconnects. I would like to thank two reviewers working for investment banks for their input into this course. Course Objectives: By the end of the course, you should be able to: a) think about the value of an asset in modeling terms. b) be familiar with a number of data and empirical sources which will help you value an asset in several emerging markets c) think critically about investment theory, practice, and discourse. Course Outline: 1. Identifying Opportunities in Emerging Markets 2. Estimating the Value of the Company 3. Valuing Financial and Non-Financial Options 4. Weighing Investment Options 5. Private Equity Finance 6. The Use (and Misuse) of Leverage 7. Mergers and Acquisitions 8. Supervision: The Graceful (and Profitable) Exit Core Textbooks: Brealey and Myers. Principles of corporate finance, McGraw-Hill. I am referring to the 5th edition. Here is the online version so you can see which chapter refers to what if you are using a different version: Luis E. Pereiro. Valuation of Companies in Emerging Markets. Beim and Calomiris, (2001). Emerging Financial Markets. McGraw-Hill Irwin. Burton G. Malkiel and J.P. Mei. Global Bargain Hunting: The Investor's Guide to Profits in Emerging Markets. Internet Resources: Prof. J. P. Mei’s course on Emerging Market Finance for Professionals, Researchers and Students http://pages.stern.nyu.edu/~jmei/super/super1.html Absolutely everything you wanted to know about investing in emerging markets Professor Zhiwu Chen’s Emerging Market Finance course. http://www.som.yale.edu/Faculty/zc25/EmergingMarkets/syllabus647-Fall2003.html Week 1. Identifying Opportunities and Risks in Emerging Markets In this first week, we will explore the main macroeconomic and international finance variables affecting the return on investments abroad. We will build intuitions for how economic variables behave and likely impacts of political and economic events on various prices in the economy. We will also look at some of data sources. Don’t be fooled into thinking “more is better” and go out seeking a Bloomberg machine. Focus on driving forces instead of surface data! What are the main drivers of macroeconomic variables? Please revise your macroeconomics and international finance to the extent possible. Theory reading: Revise your macroeconomics and international finance to the extent you have taken it. You should try to remember how the following are determined: interest rates, output, and inflation. If you have taken some international finance, you should know how the exchange rate is determined. Don’t worry if it seems daunting, we will work together in tutorial on this revision! Readings: Luis E. Pereiro. Valuation of Companies in Emerging Markets. Chap. 1 and 2. Burton G. Malkiel and J.P. Mei. Global Bargain Hunting : The Investor's Guide to Profits in Emerging Markets Chapters 1-2 World Bank Paper 1462. Stock Market Development and Financial Intermediaries: Stylized Facts Asli Demirg-Kunt and Ross Levine Cooper, “Chapter 11 for Countries,” Foreign Affairs, July/August 2002. William Goetzmann and P. Jorion, "Re-emerging Markets" http://papers.ssrn.com/sol3/papers.cfm?abstract_id=7704 Supplementary Reading: Jim Rogers Adventure Capitalist: The Ultimate Road Trip. Skim the whole book to get a feel for the different markets. Mark Mobius. Mobius on Emerging Markets. This might or might not mean alot to you now. Read it through and be prepared to go back to it toward the end of term. Data sources: Moody's Investors Service Country Credit Risk Ratings Standard & Poor's Ratings Services Country Credit Risk Ratings World Bank. Global Development Finance 2004: Analysis and Summary Tables Possible Discussion Questions: No need to write an essay this week. But come prepared to discuss one or more of the following: 1. On Yahoo! Finance, Jon Markman claims that Philippine Long Distance Telephone is a good investment. What macroeconomic factors does such an investment depend on? What models would you use to assess the expected profits of the company? http://biz.yahoo.com/ts/040917/10183405_1.html 2. Forbes thinks that Vimpel-Communications will be hot. What macroeconomic factors does such an investment depend on? What models would you use to assess the expected profits of the company? http://www.forbes.com/strategies/2004/10/20/cz_as_1020sf.html Week 2: Estimating the Value of the Company Having looked at the broad macroeconomic environment and the possible variables which can affect investment returns, we will now look specific investments. In order to purchase assets at a price lower than their value, a valuation model is needed. For this week, we will struggle with the factors that determine the value of an investment. We will focus on corporate finance, but nothing is off-limits, including basic supply and demand analysis from your introductory microeconomics. Try to “tie” this material with what you already know and think about what makes assets valuable. Theory reading: Brealey and Myers. Principles of corporate finance, McGraw-Hill. Chapter 2, skim Chapter 3 and 4, read Chapter 5. Basically get a feel for value as a discounted stream of returns. If you have a firm grasp on that, it’s enough. Brealey and Myers. Principles of corporate finance, McGraw-Hill. Chapters 7 and 8. This is pretty important. Make sure you are comfortable with the relationship between risk and return. Reading: For these readings, try to take their analysis and put into Brealey and Myers terms. Luis E. Pereiro. Valuation of Companies in Emerging Markets. Chap. 3 and 4. Burton G. Malkiel and J.P. Mei. Global Bargain Hunting : The Investor's Guide to Profits in Emerging Markets Chapter 3-6 Valuation: Measuring and Managing the Value of Companies, 3rd Edition. Tom Copeland, Tim Koller, Jack Murrin. An easy read. Good for background. Data sources for essays: Amadeus. Has information on European Companies including Eastern Europe. http://amadeus.bvdep.com/cgi/template.dll?product=2&user=ipaddress Emerging Stock Markets Factbook. Standard and Poor’s, previously published by the International Finance Corporation, World Bank. Possible essay questions: 1. In Russia, there is higher risk. Therefore Russian assets have higher returns. Discuss. or 2. Warren Buffet once said you should put all your eggs in one basket...and watch that basket. Why would he say such a thing? Week 3: Valuing Equity and Real Options Options and other derivatives have become increasing popular in the last 10 years. For this week, we will look mostly at options as the concept of “real options” has gained currency in emerging market circles. Try to incorporate what you learned last week about value to think about contingent valuation. Be critical of the theories and readings you have encountered! Theory Readings: Brealey and Myers. Principles of corporate finance, McGraw-Hill. Chapters 20 and 21 Reading Luis E. Pereiro. Valuation of Companies in Emerging Markets. Chap. 5 The Real Power of Real Options", McKinsey Quarterly 1997 No. 3. Find the article online. Making Real Options Real. McKinsey Quarterly 1998 No. 3: Find the article online. Campbell R. Harvey, Identifying Real Options, View HTML Romain G. Ranciere. International Capital Markets Credit Derivatives in Emerging Markets. IMF Policy Discussion Paper. April 2002. http://www.econ.upf.es/crei/people/ranciere/wpapers/imf.pdf Extra Reading: Jaime Sabal. Financial Decisions in Emerging Markets. 2002. If you can do any of this book, I will be impressed. Roger Lowenstein. When Genius Failed : The Rise and Fall of Long-Term Capital Management If you can do any of this book, I won’t be impressed (but it might help you think about hedges and fancy investment vehicles). Possible essay questions: 1. How can you put a price on the future? Hint: You might want to look up Knightian uncertainty versus risk. 2. Risk is like matter, it can not be destroyed or created – only transferred. Discuss. Week 4: Weighing Investment Options Having looked at some of the theories and stylised facts, we will now make a first attempt at pulling everything together into a partial understanding. Think of this a midterm. It will be a light week to give you time to catch up. I am giving only light reading so you can play with the heavy theory in light of this light reading. Readings: Campbell R. Harvey, Claude Erb and Tadas Viskanta. The Making of an Emerging Market. Emerging Markets Quarterly (1997) 1:1 14-19. Global Bargain Hunting : The Investor's Guide to Profits in Emerging Markets by Burton G. Malkiel, J.P. Mei Chapter 10 Valuation of Companies in Emerging Markets by Luis E. Pereiro, Luis E. Pereiro Chap. 7 Mark Mobius. Mobius on Emerging Markets. Data sources: http://www.duke.edu/~charvey/Country_risk/couindex.htm Discussion Questions: 1. Which real estate investment would you make -- the apartment in Marmaris or in Tallinn? http://www.viviun.com/AD-21235/ http://www.findaproperty.com/agent.aspx?agentid=3877&opt=prop&pid=292200 (I don’t care about the details, I want to know how you would think about the problem). 2. Should we invest in Tata Motors? http://ir.tatamotors.com/PushFile.php?filename=./performance/a_reports/pdf/2003/Telco_ Roman_ i-xlviii.pdf (Again, no number crunching and getting lost in details. Get a feel for the main issues involved in the valuation of the company). Week 5: Private Equity Finance In this second half of the course, we will look at some of the ways of financing investments in emerging markets. Given the lack of both equity market and banking sector development, private equity (and retained earnings) is an important method of finance. For this week, think about the conflict between valuation of the investor and the financier. Think about how firm value is tied to the method of finance! Theory readings: Oliver Hart. Firms, Contracts, and Financial Structure (Clarendon Lectures in Economics). This is a hard reading. Focus on the main intuition. I want to give you a hard reading so you get used to tackling the easy as well as the hard. Readings: Roger Leeds and Julie Sunderland. Private Equity Investing In Emerging Markets. Journal of Applied Corporate Finance. Global Private Equity 2003 Powerpoint slides. http://www.pwcglobal.com/fr/pwc_pdf/pwc_gpe_report_2003.pdf Natalya Volchkova. Does Financial-Industrial Group Membership Affect Fixed Investment: Evidence from Russia. http://www.cefir.org/Papers/cefwp9.pdf Supplementary readings: Economist magazine review of private equity http://www.economist.com/surveys/showsurvey.cfm?issue=20041127 Rick Rickertsen, Robert E. Gunther and Michael Lewis. Buyout : The Insider's Guide to Buying Your Own Company. George W. Fenn and Nellie Liang. The Economics of the Private Equity Market http://www.federalreserve.gov/pubs/staffstudies/1990-99/ss168.pdf (A bit dated but still reviews some issues). Randall E. Stross. eBoys : The First Inside Account of Venture Capitalists at Work This is an American only context. But it gives a flavor for Venture Capitalism. This should be your lowest priority reading (which means you’ll probably read this one first). Possible essay questions: 1. In today’s world, financiers must provide more than simple capital. Discuss. 2. To what extent does the person who provides the money and the person who invests profitably have diverging interests? Week 6: The Use (and Misuse) of Leverage In the US and in certain parts of Western Europe, debt finance has been – at various times – a popular method of finance. In this week, we will look at the use of debt finance. We will briefly cover fixed income assets (mostly to provide an overview of debt finance rather than as an investment vehicle). Think about how debt changes the way we think about valuation. Theory reading: Brealey and Myers. Principles of corporate finance, McGraw-Hill. Chap. 17, 18, 23, and 24. Readings: Michael Pomerleano. Corporate Finance Lessons from the East Asian Crisis. Note No. 155 October 1998. Available at: http://wb-cu.car.chula.ac.th/papers/corpgov/cg022.pdf Debt or Equity?: How Firms in Developing Countries Choose (Discussion Paper, No 22) World Bank. Jaime Sabal. Financial Decisions in Emerging Markets. 2002. Chapter 11. This is manageable. Michael Jensen. (1989). Eclipse of the Public Corporation. Harvard Business Review September-October. (I’m being naughty and putting this here because it is so important). Data: An assortment of indicators: http://pages.stern.nyu.edu/~adamodar/New_Home_Page/data.html http://faculty.darden.virginia.edu/liw/emf/resources.htm http://www.preqin.com/ Possible essay questions: 1. Dispersing ownership disperses incentives, so debt finance is better. 2. In today’s world, financiers must provide more than simple capital. Discuss. Week 7: Mergers & Acquisition (M&A) Valuation Much investment is not by portfolio investors but by other companies as part of a merger of operations. Think about company valuation and contingent value in the context of merger with another company. Theory reading: Gaughan, P.A. (2002). Mergers, Acquisitions, and Corporate Restructurings.. 3rd edition Read this first. Chapters 1, 7, 12 and 14. Brealey and Myers. Principles of corporate finance, McGraw-Hill. Chapter 33 Reading: Bower, Joseph L. (2001). Not all acquisitions are the same – and that matters. Harvard Business Review 79 (3). Roll, R. (1986). The hubris hypothesis of corporate takeovers. Journal of Business, 59 (2) 1: 197-216. Campbell, A (1998). Desperately seeking synergy. Harvard Business Review 76 (5): 130 – 143. Souder, W.E. and A.K Chakrabarti. (1984). Acquisitions: do they really work out? Interfaces 14 (4). Jul-Aug : 41-47. Ramanujam, V. and Varadarajan, P. (1989). Research on corporate diversification. Strategic Management Journal 10(6): 523-551. No essay question. Get ready for next week’s revision. Supervision: The Graceful (and Profitable) Exit In this final week, we will review everything you have learned so far. Please review all the weeks (including the first week because you will need to do a holistic analysis). We will cover a couple of cases to make sure you have grasped the main ideas. Don’t worry that you can not crunch numbers like a second year banking associate. If you get the intuitions wrong, all the number crunching in the world won’t help you. Reading: Robert G. Hagstrom. The Warren Buffett Way: Investment Strategies of the World's Greatest Investor. An influential book on me for some reason. Burton G. Malkiel and J.P. Mei. Global Bargain Hunting: The Investor's Guide to Profits in Emerging Markets. Chapter 11 Jim Rogers. Adventure Capitalist: The Ultimate Road Trip. Data sources: http://rru.worldbank.org/DoingBusiness/ Supervision Discussion: Please choose a company from an emerging economy and prepared to talk about its value. Be specific about the model(s) you are using and be critical!!!!!