Corporate Finance Lecture 8 Announcements 2nd quiz – Opens at midnight tonight – Valid for 48 hours – Closes at midnight of Thursday 2nd case : Boeing 7E7 – Questions will be posted on May 8 – Delivery deadline: May 13 – Discussion: May 15 Topics covered MM proposition without tax MM proposition with tax Cost of financial distress – Direct cost – Indirect cost Reducing cost of debt Integration of tax benefit and financial distress cost of debt Modigliani and Miller (MM) Proposition (no taxes) Proposition I – Firm value is not affected by leverage VL = VU Capital structure does not change firm value Assumptions of the Modigliani-Miller Model Homogeneous Expectations Homogeneous Business Risk Classes Perpetual Cash Flows Perfect Capital Markets: – Perfect competition – Firms and investors can borrow/lend at the same rate – Equal access to all relevant information – No transaction costs – No taxes EPS and ROE Under Both Capital Structures All-Equity Recession EBIT $1,000 Interest 0 Net income $1,000 EPS $2.50 ROA 5% ROE 5% Current Shares Outstanding = 400 shares Levered Recession EBIT $1,000 Interest 640 Net income $360 EPS $1.50 ROA 5% ROE 3% Proposed Shares Outstanding = 240 shares Expected $2,000 0 $2,000 $5.00 10% 10% Expansion $3,000 0 $3,000 $7.50 15% 15% Expected $2,000 640 $1,360 $5.67 10% 11% Expansion $3,000 640 $2,360 $9.83 15% 20% Homemade Leverage: An Example EPS of Levered Firm Earnings for 24 shares Recession Expected Expansion $1.50 $5.67 $9.83 $36 $136 $236 Homemade Leverage: An Example Recession Expected Expansion EPS of Unlevered Firm $2.50 $5.00 $7.50 Earnings for 40 shares Less interest on $800 (8%) Net Profits ROE (Net Profits / $1,200) $100 $64 $36 3% $200 $64 $136 11% $300 $64 $236 20% Buying 40 shares of a $50 stock, we get the same ROE as if we bought into a levered firm. Our personal debt equity ratio is: B $800 2 = = 3 S $1, 200 The MM Propositions II (No Taxes) Proposition II – Leverage increases the risk and return to stockholders rs = r0 + (B / SL) (r0 - rB) rB is the interest rate (cost of debt) rs is the return on (levered) equity (cost of equity) r0 is the return on unlevered equity (cost of capital) B is the value of debt SL is the value of levered equity The MM Proposition II (No Taxes) The derivation is straightforward: rWACC = B S ´ rB + ´ rS B +S B +S B S ´ rB + ´ rS = r0 B +S B +S Then set rWACC = r0 B +S multiply both sides by S B +S B B +S S B +S ´ ´ rB + ´ ´ rS = r0 S B +S S B +S S B B +S ´ rB + rS = r0 S S B B ´ rB + rS = r0 + r0 S S rS = r0 + B (r0 - rB ) S Cost of capital: r (%) MM Proposition II with No Corporate Taxes r0 rS = r0 + rW ACC = B (r0 - rB ) SL B S rB + rS B+S B+S rB rB B Debt-to-equity Ratio S The MM Proposition I (Corp. Taxes) Shareholde rs in a levered firm receive Bondholders receive ( EBIT - rB B ) ´ (1 - TC ) rB B Thus, the total cash flow to all stakeholde rs is ( EBIT - rB B ) ´ (1 - TC ) + rB B The present value of this stream of cash flows is VL ( EBIT - rB B ) ´ (1 -TC ) + rB B = = EBIT ´ (1 -TC ) - rB B ´ (1 -TC ) + rB B = EBIT ´ (1 -TC ) The present value of the first term is VU The present value of the second term is TCB + rB BTC \VL = VU +TC B The MM Proposition II (Corp. Taxes) Start with M&M Proposition I with taxes: Since VL = S + B VL =VU +TC B S + B = VU +TC B VU = S + B(1 -TC ) The balance sheet of a levered firm can be written as Vu=Value of unlevered firm B=Debt TcB=Tax shield S=Equity The MM Proposition II (Corp. Taxes) The cash flows from each side of the balance sheet must equal: SrS + BrB =VU r0 +TC BrB SrS + BrB = [S + B(1 -TC )]r0 +TC rB B Divide both sides by S rS + B B B = + + rB [1 (1 TC )]r0 TC rB S S S Which reduces to rS = r0 + B ´ (1 -TC ) ´ (r0 - rB ) S The Effect of Financial Leverage on the Cost of Debt and Equity Capital with Corporate Taxes Cost of capital: r (%) rS = r0 + rS = r0 + B (r0 - rB ) SL B (1 - TC ) (r0 - rB ) SL r0 rW ACC = B SL rB (1 - TC ) + rS B+SL B + SL rB Debt-to-equity ratio (B/S) Total Cash Flow to Investors Under Each Capital Structure with Corp. Taxes All-Equity EBIT Interest EBT Taxes (Tc = 35% Total Cash Flow to S/H Recession $1,000 0 $1,000 $350 Expected $2,000 0 $2,000 $700 Expansion $3,000 0 $3,000 $1,050 $650 $1,300 $1,950 Expected $2,000 640 $1,360 $476 $468+$640 $1,524 $1,300+$224 $1,524 Expansion $3,000 640 $2,360 $826 $1,534+$640 $2,174 $1,950+$224 $2,174 Levered EBIT Interest ($800 @ 8% ) EBT Taxes (Tc = 35%) Total Cash Flow (to both S/H & B/H): EBIT(1-Tc)+TCrBB Recession $1,000 640 $360 $126 $234+640 $874 $650+$224 $874 Tax effect of debt In a world without taxes, debt does not affect firm value. When there are corporate taxes, the firm value is positively related to its debt --Debt reduces the firm’s tax liability With taxes, the sum of the debt plus the equity of the levered firm is greater than the equity of the unlevered firm. Total Cash Flow to Investors All-equity firm S G Levered firm S G B This is how cutting the pie differently can make the pie larger: the government takes a smaller slice of the pie! Costs of financial distress Direct costs: Legal and administrative costs Indirect costs: – Impaired ability to conduct business – Agency costs: conflicts between the shareholders and the debtholders Incentive to take large risks Incentive toward underinvestment Milking the property Balance Sheet for a Company in Distress Assets BV MV Cash $200 $200 Fixed Asset$400 $0 Total $600 $200 Liabilities BV MV LT bonds $300 $200 Equity $300 $0 Total $600 $200 What happens if the firm is liquidated today? The bondholders get $200; the shareholders get nothing. Selfish Strategy 1: Take Large Risks The Gamble Win Big Lose Big Probability 10% 90% Payoff $1,000 $0 Cost of investment is $200 (all the firm’s cash) Required return is 50% Expected CF from the Gamble = $1000 × 0.10 + $0 = $100 $100 NPV = –$200 + (1.50) NPV = –$133 Selfish Stockholders Accept Negative NPV Project with Large Risks Expected CF from the Gamble – To Bondholders = $300 × 0.10 + $0 = $30 – To Stockholders = ($1000 – $300) × 0.10 + $0 = $70 PV of Bonds Without the Gamble = $200 PV of Stocks Without the Gamble = $0 PV of Bonds With the Gamble: PV of Stocks With the Gamble: Debtholder expropriation by shareholders $30 $20 = (1.50) $70 $47 = (1.50) Selfish Strategy 2: Underinvestment Consider a government-sponsored project that guarantees $350 in one period Cost of investment is $300 the firm only has $200 now the stockholders will have to supply an additional $100 to finance the project $350 Required return is 10% NPV = –$300 + (1.10) NPV = $18.18 Should we accept or reject? Selfish Strategy 2: underinvestment Firm Without PV project With project CF at t=1 PV Debt Equity Selfish Strategy 2: Underinvestment Firm Debt Equity Without PV project 200 200 0 With project CF at t=1 350 300 50 PV -100 -300 -200 +350/1.1 +300/1.1 +50/1.1 =18.18 =72.73 =-54.55 Selfish Strategy 3: Milking the Property Liquidating dividends Increase perquisites to shareholders and/or management Protective Covenants Agreements to protect bondholders Negative covenant: – Pay dividends beyond specified amount. – Sell more senior debt & amount of new debt is limited. Positive covenant: – Maintain good condition of assets. – Provide audited financial information. – Working capital requirement. Integration of Tax Effects and Financial Distress Costs Value of firm under MM with corporate taxes and debt Value of firm (V) Present value of tax shield on debt VL = VU + TCB Present value of financial distress costs Maximum firm value V = Actual value of firm VU = Value of firm with no debt 0 Debt (B) B* Optimal amount of debt The Pie Model VT = S + B + G + L S B L Marketed claims: VM = S + B Nonmarketed claims: VN = G + L G Signaling The firm’s capital structure is optimized where the marginal subsidy to debt equals the marginal cost. Investors view debt as a signal of firm value. A manager that takes on more debt than is optimal in order to fool investors will pay the cost in the long run.