CHAPTER 8 OVERVIEW OF EQUITY SECURITIES Presenter Venue Date EXHIBIT 8-1 COUNTRY AND REGIONAL CONTRIBUTIONS TO GLOBAL GDP AND EQUITY MARKET CAPITALIZATION (2007) Source: MacroMavens, IMF World Economic Outlook 2008, Standard & Poor’s BMI Global Index weights. EXHIBIT 8-2 EQUITY MARKETS RANKED BY TOTAL MARKET CAPITALIZATION AT THE END OF 2008 (BILLIONS OF U.S. DOLLARS) Rank Name of Market Total U.S. Dollar Market Total U.S. Dollar Number of Listed Capitalization Trading Volume Companies 1 NYSE Euronext (U.S.) $9,208.9 $33,638.9 3,011 2 Tokyo Stock Exchange Group $3,115.8 $5,607.3 2,390 3 NASDAQ OMX $2,396.3 $36,446.5 2,952 4 NYSE Euronext (Europe) $2,101.7 $4,411.2 1,002 5 London Stock Exchange $1,868.2 $6,271.5 3,096 6 Shanghai Stock Exchange $1,425.4 $2,600.2 864 7 Hong Kong Exchanges $1,328.8 $1,629.8 1,261 8 Deutsche Börse $1,110.6 $4,678.8 832 9 TSX Group $1,033.4 $1,716.2 3,841 10 BME Spanish Exchanges $948.4 $2,410.7 3,576 Source: Adapted from the World Federation of Exchanges 2008 Report (see http://www.world-exchanges.org). EXHIBIT 8-3 REAL RETURNS ON GLOBAL EQUITY SECURITIES, BONDS, AND BILLS DURING 1900-2008 Source: E. Dimson, P. Marsh, and M. Staunton (2009) EXHIBIT 8-6 INTERNATIONAL COMPARISONS OF STOCK OWNERSHIP IN SELECTED COUNTRIES: 2000–2008 Australia – Direct/Indirect Canada – Shares/Funds Germany – Shares/Funds Hong Kong – Shares New Zealand South Korea – Shares Switzerland – Shares/Funds Sweden – Shares U.K. – Shares/Funds U.S. – Direct/Indirect 2000 52% 49 19 22 24 7 34 22 26 N/A 2002 50% 46 18 20 N/A 8 25 23 25 50 2004 55% 49 16 24 23 8 21 22 22 49 2006 46% N/A 16 N/A 26 7 21 20 20 N/A 2008 41% N/A 14 22 N/A N/A 21 18 18 45 Source: Adapted from the 2008 Australian Share Ownership Study conducted by the Australian Securities Exchange (see http://www.asx.com.au). For Australia and the United States, the data pertain to direct and indirect ownership in equity markets; for other countries, the data pertain to direct ownership in shares and share funds. Data not available in specific years are shown as “N/A.” COMMON SHAREHOLDERS Ownership interests Residual claimants • Share in the operating performance of the company. • Claim on assets after all liabilities have been paid. Governance • Voting rights on major corporate decisions. participants VOTING RIGHTS Statutory voting Vote by proxy Voting rights Share classes Cumulative voting EMBEDDED OPTIONS Callable common shares Putable common shares PREFERENCE SHARES (PREFERRED STOCK) Rank above common stock for dividend payments and liquidation claims Shareholders do not share in the firm’s operating performance Generally do not have voting rights Dividends are fixed and typically higher than common dividends DIVIDENDS ON PREFERENCE SHARES Cumulative Noncumulative Participating Nonparticipating POSSIBLE ADVANTAGES OF CONVERTIBLE PREFERENCE SHARES Earn a higher dividend Opportunity to share in profits Benefit from a rise in the price of the common shares Price is less volatile than the common share price PRIVATE EQUITY SECURITIES Venture capital Private Leveraged buyouts Public Private investment in public equity Equity securities INVESTING IN NONDOMESTIC EQUITY SECURITIES Direct investment Depository receipts (DR) • Buy and sell shares directly in foreign markets. • • • • Global depository receipts (GDR) American depository receipts (ADR) Global registered share (GRS) Basket of listed depository receipts (BLDR) EXHIBIT 8-16 SUMMARY OF THE MAIN FEATURES OF AMERICAN DEPOSITORY RECEIPTS Level I (Unlisted) Develop and broaden U.S. investor base with existing shares Level II (Listed) Develop and broaden U.S. investor base with existing shares Raising capital on U.S. markets? No No SEC registration Form F-6 Form F-6 Trading Over the counter (OTC) NYSE, NASDAQ, or AMEX Forms F-1 and F6 NYSE, NASDAQ, or AMEX Listing fees Size and earnings requirements Low None High Yes High Yes Objectives Level III (Listed) Develop and broaden U.S. investor base with existing/new shares Yes, through public offerings Rule 144A (Unlisted) Access qualified institutional buyers (QIBs) Yes, through private placements to QIBs None Private offerings, resales, and trading through automated linkages such as PORTAL Low None Source: Adapted from Boubakri, Cosset, and Samet (2008): Table 1. RETURN CHARACTERISTICS OF EQUITY SECURITIES Dividend income Price change (capital gain) Foreign exchange gains or losses Reinvested dividends EXHIBIT 8-17 IMPACT OF REINVESTED DIVIDENDS ON CUMULATIVE REAL RETURNS IN THE U.S. EQUITY MARKET: 1900–2008 Source: Dimson, Marsh, and Staunton (2009). METHODS FOR ESTIMATING RISK AND RETURN Historical data • Average rate of return • Standard deviation Probability distribution of possible returns • Expected return • Standard deviation PREFERENCE SHARES ARE LESS RISKY THAN COMMON SHARES Priority claim on income Fixed dividend Known liquidation value EMBEDDED OPTIONS AND RISK Higher risk: • Callable • Nonputable • Noncumulative Lower risk: • Noncallable • Putable • Cumulative WHY ISSUE EQUITY? Raise capital Increase liquidity Finance revenuegenerating activities Mergers and acquisitions Ensure going concern status Stock-based compensation GOALS FOR MANAGING EQUITY Increase book value Maximize market value • Increase net income • Retain more earnings • Issue shares • Manage investors’ expectations ACCOUNTING RETURN ON EQUITY (ROE) Financial Year Ending 31 Dec 2008 31 Dec 2007 31 Dec 2006 Pfizer Net income Total stockholders’ equity $8,104,000 $57,556,000 $8,144,000 $65,010,000 $19,337,000 $71,358,000 NIt ROE t BVE t BVE t 1 / 2 $8,144,000 11.9% ($65,010,000 $71,358,000) / 2 $8,104,000 ROE 2008 13.2% ($57,556,000 $65,010,000) / 2 ROE 2007 MARKET VALUE, BOOK VALUE, AND PRICE-TO-BOOK RATIO Market price Total shares outstanding Total shareholders’ equity Total market value of equity Pfizer $16.97 6,750,000 $57,556,000 $114,547,500 Market value of equity = Market price per share × Shares outstanding Market value of equity = US$16.97 × 6,750,000 = US$114,547,500 Book value of equity per share = Total shareholders’ equity/Shares outstanding Book value of equity per share = US$57,556,000/6,750,000 = US$8.53 Price-to-book ratio = Market price per share/Book value of equity per share Price-to-book ratio = US$16.97/US$8.53 = 1.99 THE COST OF EQUITY Company wants to raise equity capital Company not contractually obligated to shareholders What is the cost of equity? INVESTOR’S REQUIRED RATE OF RETURN Investor’s minimum required rate of return Estimate with pricing models: dividend discount model (DDM), capital asset pricing model (CAPM), etc. Cost of equity SUMMARY • Types of equity securities • Importance and relative performance of equity securities • Ownership characteristics and voting rights • Investing in nondomestic equities • Risk and return characteristics • Market value and book value • Cost of equity, (accounting) return on equity, and investor’s required return