
- •Intended Audience
- •1.1 Financing the Firm
- •1.2Public and Private Sources of Capital
- •1.3The Environment forRaising Capital in the United States
- •Investment Banks
- •1.4Raising Capital in International Markets
- •1.5MajorFinancial Markets outside the United States
- •1.6Trends in Raising Capital
- •Innovative Instruments
- •2.1Bank Loans
- •2.2Leases
- •2.3Commercial Paper
- •2.4Corporate Bonds
- •2.5More Exotic Securities
- •2.6Raising Debt Capital in the Euromarkets
- •2.7Primary and Secondary Markets forDebt
- •2.8Bond Prices, Yields to Maturity, and Bond Market Conventions
- •2.9Summary and Conclusions
- •3.1Types of Equity Securities
- •Volume of Financing with Different Equity Instruments
- •3.2Who Owns u.S. Equities?
- •3.3The Globalization of Equity Markets
- •3.4Secondary Markets forEquity
- •International Secondary Markets for Equity
- •3.5Equity Market Informational Efficiency and Capital Allocation
- •3.7The Decision to Issue Shares Publicly
- •3.8Stock Returns Associated with ipOs of Common Equity
- •Ipo Underpricing of u.S. Stocks
- •4.1Portfolio Weights
- •4.2Portfolio Returns
- •4.3Expected Portfolio Returns
- •4.4Variances and Standard Deviations
- •4.5Covariances and Correlations
- •4.6Variances of Portfolios and Covariances between Portfolios
- •Variances for Two-Stock Portfolios
- •4.7The Mean-Standard Deviation Diagram
- •4.8Interpreting the Covariance as a Marginal Variance
- •Increasing a Stock Position Financed by Reducing orSelling Short the Position in
- •Increasing a Stock Position Financed by Reducing orShorting a Position in a
- •4.9Finding the Minimum Variance Portfolio
- •Identifying the Minimum Variance Portfolio of Two Stocks
- •Identifying the Minimum Variance Portfolio of Many Stocks
- •Investment Applications of Mean-Variance Analysis and the capm
- •5.2The Essentials of Mean-Variance Analysis
- •5.3The Efficient Frontierand Two-Fund Separation
- •5.4The Tangency Portfolio and Optimal Investment
- •Identification of the Tangency Portfolio
- •5.5Finding the Efficient Frontierof Risky Assets
- •5.6How Useful Is Mean-Variance Analysis forFinding
- •5.8The Capital Asset Pricing Model
- •Implications for Optimal Investment
- •5.9Estimating Betas, Risk-Free Returns, Risk Premiums,
- •Improving the Beta Estimated from Regression
- •Identifying the Market Portfolio
- •5.10Empirical Tests of the Capital Asset Pricing Model
- •Is the Value-Weighted Market Index Mean-Variance Efficient?
- •Interpreting the capm’s Empirical Shortcomings
- •5.11 Summary and Conclusions
- •6.1The Market Model:The First FactorModel
- •6.2The Principle of Diversification
- •Insurance Analogies to Factor Risk and Firm-Specific Risk
- •6.3MultifactorModels
- •Interpreting Common Factors
- •6.5FactorBetas
- •6.6Using FactorModels to Compute Covariances and Variances
- •6.7FactorModels and Tracking Portfolios
- •6.8Pure FactorPortfolios
- •6.9Tracking and Arbitrage
- •6.10No Arbitrage and Pricing: The Arbitrage Pricing Theory
- •Verifying the Existence of Arbitrage
- •Violations of the aptEquation fora Small Set of Stocks Do Not Imply Arbitrage.
- •Violations of the aptEquation by Large Numbers of Stocks Imply Arbitrage.
- •6.11Estimating FactorRisk Premiums and FactorBetas
- •6.12Empirical Tests of the Arbitrage Pricing Theory
- •6.13 Summary and Conclusions
- •7.1Examples of Derivatives
- •7.2The Basics of Derivatives Pricing
- •7.3Binomial Pricing Models
- •7.4Multiperiod Binomial Valuation
- •7.5Valuation Techniques in the Financial Services Industry
- •7.6Market Frictions and Lessons from the Fate of Long-Term
- •7.7Summary and Conclusions
- •8.1ADescription of Options and Options Markets
- •8.2Option Expiration
- •8.3Put-Call Parity
- •Insured Portfolio
- •8.4Binomial Valuation of European Options
- •8.5Binomial Valuation of American Options
- •Valuing American Options on Dividend-Paying Stocks
- •8.6Black-Scholes Valuation
- •8.7Estimating Volatility
- •Volatility
- •8.8Black-Scholes Price Sensitivity to Stock Price, Volatility,
- •Interest Rates, and Expiration Time
- •8.9Valuing Options on More Complex Assets
- •Implied volatility
- •8.11 Summary and Conclusions
- •9.1 Cash Flows ofReal Assets
- •9.2Using Discount Rates to Obtain Present Values
- •Value Additivity and Present Values of Cash Flow Streams
- •Inflation
- •9.3Summary and Conclusions
- •10.1Cash Flows
- •10.2Net Present Value
- •Implications of Value Additivity When Evaluating Mutually Exclusive Projects.
- •10.3Economic Value Added (eva)
- •10.5Evaluating Real Investments with the Internal Rate of Return
- •Intuition for the irrMethod
- •10.7 Summary and Conclusions
- •10A.1Term Structure Varieties
- •10A.2Spot Rates, Annuity Rates, and ParRates
- •11.1Tracking Portfolios and Real Asset Valuation
- •Implementing the Tracking Portfolio Approach
- •11.2The Risk-Adjusted Discount Rate Method
- •11.3The Effect of Leverage on Comparisons
- •11.4Implementing the Risk-Adjusted Discount Rate Formula with
- •11.5Pitfalls in Using the Comparison Method
- •11.6Estimating Beta from Scenarios: The Certainty Equivalent Method
- •Identifying the Certainty Equivalent from Models of Risk and Return
- •11.7Obtaining Certainty Equivalents with Risk-Free Scenarios
- •Implementing the Risk-Free Scenario Method in a Multiperiod Setting
- •11.8Computing Certainty Equivalents from Prices in Financial Markets
- •11.9Summary and Conclusions
- •11A.1Estimation Errorand Denominator-Based Biases in Present Value
- •11A.2Geometric versus Arithmetic Means and the Compounding-Based Bias
- •12.2Valuing Strategic Options with the Real Options Methodology
- •Valuing a Mine with No Strategic Options
- •Valuing a Mine with an Abandonment Option
- •Valuing Vacant Land
- •Valuing the Option to Delay the Start of a Manufacturing Project
- •Valuing the Option to Expand Capacity
- •Valuing Flexibility in Production Technology: The Advantage of Being Different
- •12.3The Ratio Comparison Approach
- •12.4The Competitive Analysis Approach
- •12.5When to Use the Different Approaches
- •Valuing Asset Classes versus Specific Assets
- •12.6Summary and Conclusions
- •13.1Corporate Taxes and the Evaluation of Equity-Financed
- •Identifying the Unlevered Cost of Capital
- •13.2The Adjusted Present Value Method
- •Valuing a Business with the wacc Method When a Debt Tax Shield Exists
- •Investments
- •IsWrong
- •Valuing Cash Flow to Equity Holders
- •13.5Summary and Conclusions
- •14.1The Modigliani-MillerTheorem
- •IsFalse
- •14.2How an Individual InvestorCan “Undo” a Firm’s Capital
- •14.3How Risky Debt Affects the Modigliani-MillerTheorem
- •14.4How Corporate Taxes Affect the Capital Structure Choice
- •14.6Taxes and Preferred Stock
- •14.7Taxes and Municipal Bonds
- •14.8The Effect of Inflation on the Tax Gain from Leverage
- •14.10Are There Tax Advantages to Leasing?
- •14.11Summary and Conclusions
- •15.1How Much of u.S. Corporate Earnings Is Distributed to Shareholders?Aggregate Share Repurchases and Dividends
- •15.2Distribution Policy in Frictionless Markets
- •15.3The Effect of Taxes and Transaction Costs on Distribution Policy
- •15.4How Dividend Policy Affects Expected Stock Returns
- •15.5How Dividend Taxes Affect Financing and Investment Choices
- •15.6Personal Taxes, Payout Policy, and Capital Structure
- •15.7Summary and Conclusions
- •16.1Bankruptcy
- •16.3How Chapter11 Bankruptcy Mitigates Debt Holder–Equity HolderIncentive Problems
- •16.4How Can Firms Minimize Debt Holder–Equity Holder
- •Incentive Problems?
- •17.1The StakeholderTheory of Capital Structure
- •17.2The Benefits of Financial Distress with Committed Stakeholders
- •17.3Capital Structure and Competitive Strategy
- •17.4Dynamic Capital Structure Considerations
- •17.6 Summary and Conclusions
- •18.1The Separation of Ownership and Control
- •18.2Management Shareholdings and Market Value
- •18.3How Management Control Distorts Investment Decisions
- •18.4Capital Structure and Managerial Control
- •Investment Strategy?
- •18.5Executive Compensation
- •Is Executive Pay Closely Tied to Performance?
- •Is Executive Compensation Tied to Relative Performance?
- •19.1Management Incentives When Managers Have BetterInformation
- •19.2Earnings Manipulation
- •Incentives to Increase or Decrease Accounting Earnings
- •19.4The Information Content of Dividend and Share Repurchase
- •19.5The Information Content of the Debt-Equity Choice
- •19.6Empirical Evidence
- •19.7Summary and Conclusions
- •20.1AHistory of Mergers and Acquisitions
- •20.2Types of Mergers and Acquisitions
- •20.3 Recent Trends in TakeoverActivity
- •20.4Sources of TakeoverGains
- •Is an Acquisition Required to Realize Tax Gains, Operating Synergies,
- •Incentive Gains, or Diversification?
- •20.5The Disadvantages of Mergers and Acquisitions
- •20.7Empirical Evidence on the Gains from Leveraged Buyouts (lbOs)
- •20.8 Valuing Acquisitions
- •Valuing Synergies
- •20.9Financing Acquisitions
- •Information Effects from the Financing of a Merger or an Acquisition
- •20.10Bidding Strategies in Hostile Takeovers
- •20.11Management Defenses
- •20.12Summary and Conclusions
- •21.1Risk Management and the Modigliani-MillerTheorem
- •Implications of the Modigliani-Miller Theorem for Hedging
- •21.2Why Do Firms Hedge?
- •21.4How Should Companies Organize TheirHedging Activities?
- •21.8Foreign Exchange Risk Management
- •Indonesia
- •21.9Which Firms Hedge? The Empirical Evidence
- •21.10Summary and Conclusions
- •22.1Measuring Risk Exposure
- •Volatility as a Measure of Risk Exposure
- •Value at Risk as a Measure of Risk Exposure
- •22.2Hedging Short-Term Commitments with Maturity-Matched
- •Value at
- •22.3Hedging Short-Term Commitments with Maturity-Matched
- •22.4Hedging and Convenience Yields
- •22.5Hedging Long-Dated Commitments with Short-Maturing FuturesorForward Contracts
- •Intuition for Hedging with a Maturity Mismatch in the Presence of a Constant Convenience Yield
- •22.6Hedging with Swaps
- •22.7Hedging with Options
- •22.8Factor-Based Hedging
- •Instruments
- •22.10Minimum Variance Portfolios and Mean-Variance Analysis
- •22.11Summary and Conclusions
- •23Risk Management
- •23.2Duration
- •23.4Immunization
- •Immunization Using dv01
- •Immunization and Large Changes in Interest Rates
- •23.5Convexity
- •23.6Interest Rate Hedging When the Term Structure Is Not Flat
- •23.7Summary and Conclusions
- •Interest Rate
- •Interest Rate
2.6Raising Debt Capital in the Euromarkets
As Chapter 1 suggested, there are two general ways that a firm can raise money inter-
nationally: in the Euromarkets or in the domestic markets of other countries. Firms
using the Euromarkets can either sell bonds or take out loans. Firms also can sell debt
directly to foreign investors or borrow directly from a foreign bank in a variety of
currencies.
18
The Economist, June 18, 1994.
19See
Tufano (1992).
-
Grinblatt
132 Titman: FinancialI. Financial Markets and
2. Debt Financing
© The McGraw
132 HillMarkets and Corporate
Financial Instruments
Companies, 2002
Strategy, Second Edition
54Part IFinancial Markets and Financial Instruments
Features of Eurobonds
AEurobondtypically has the following features:
-
•
It is sold outside the country in whose currency it is denominated.
•
It is a bearerbond, which means it is unregistered and payable to the personwho carries it; losing a Eurobond is like losing a wallet filled with currency.20
•
It is offered to investors in many different countries, usually by an
international syndicate of investment banks.
••
It is generally sold only by large and well-known multinational firms.
Its coupons are typically paid annually.
Because the Eurobond market is not located in any one country, it is mostly self-
regulated by the Association of International Bond Dealers. Atypical issuer, such as a
U.S. multinational company, does not have to meet SEC requirements to sell a
Eurobond security. This allows deals to be completed in just a few days.
RJR made heavy use of the Eurobond market after it bought Nabisco in 1985. As
part of the financing, the company went to the Euromarkets with eight separate issues
between August 1985 and May 1986, raising more than $850 million from both straight-
and dual-currency bonds in five different countries—the dollar, yen, ECU (the currency
of the European Union), Swiss franc, and deutsche mark (DM)—using four different
lead underwriters.
Size and Growth of the Eurobond Market and the Forces behind the Growth
The growth in the Eurobond market has been spectacular. This growth has been driven
in part by the growth in the currency swap market. Acurrency swapis simply an
agreement between parties to periodically exchange the future cash flows of bonds with
payoffs in two different currencies.21
For example, in 1991 Daimler-Benz (now Daim-
lerChrysler) issued more than DM 3 billion in Eurobonds denominated in Canadian
dollars, Swiss francs, ECUs (now, replaced by Euros), Italian lire, British pounds, and
U.S. dollars. These were swapped into deutsche marks, U.S. dollars, lire, Spanish pese-
tas, and French francs.
Swaps enable firms to issue bonds in whatever currency they choose and to swap
the proceeds into whatever currency they need. They allow multinational firms like
DaimlerChrysler to take full advantage of global capital markets to obtain the lowest
borrowing rate, and then to hedge the currency risk of their global operations and their
financing with a series of swap agreements.
Eurocurrency Loans
Firms can also raise funds in the Euromarkets through a Eurocurrency loan. A
Eurocurrency is a major currency on deposit in a bank outside of the country of ori-
gin for the currency. Thus, when AT&Tdeposits dollars into the London branches of
20While
having a bearer bond means that you must physically clip a coupon on the bond to obtain an
interest payment, this is viewed by some governments as inconveniencing tax collectors more than
bondholders.
21See
Chapter 7 for additional discussion of currency swaps.
Grinblatt |
I. Financial Markets and |
2. Debt Financing |
©
The McGraw |
Markets and Corporate |
Financial Instruments |
|
Companies, 2002 |
Strategy, Second Edition |
|
|
|
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Chapter 2
Debt Financing
55
Barclays, their deposits become Eurodollardeposits. Similarly, when Toyota
deposits yen in the London branches of Deutsche Bank or Fuji Bank, the yen become
Euroyen deposits. The banks loan the funds out short-term as LIBOR loans to other
major banks. Alternatively, banks may lend the funds as long-term Eurocurrency
loans to a firm.
-
Features of Eurocurrency
Loans.
The following features characterize long-term
Eurocurrency loans:
-
•
They are issued on a floating-rate basis, usually at a fixed spread above LIBOR.
•
The margin varies between about 50 and 300 basis points, depending on thecredit risk of the borrowing firm or bank, with the benchmark LIBOR rate
generally reset every six months.
•
They have a maturity of 3 to 10 years.
-
•
They are issued by a syndicate of banks which charge fixed fees of 0.25–1 percentof loan value. The syndicate allows great flexibility in the timing of takedowns ofthe loan commitment.
The case below illustrates a Eurocurrency loan.
Comdisco’s Use of Eurocurrency Loans
Comdisco, a U.S.-based firm that leases computers, peripherals, and other high-tech equip-
ment to customers worldwide, has subsidiaries in more than 60 countries. Naturally, cus-
tomers prefer to transact in the local currency. To fund working capital needs in the early
1990s, Comdisco set up a credit facility with a syndicate of banks that included LaSalle
National in Chicago, Westpac in Australia, the Union Bank of Switzerland, and three Japan-
ese banks: Yasuda Trust, Toyo Trust, and Mitsui Taiyo Kobe. The credit function is cen-
tralized in Comdisco’s Chicago headquarters; all the local subsidiaries have to do to bor-
row is make one phone call to headquarters, thus avoiding the time-consuming process of
credit approval from a foreign bank. Centralization also means that the spread paid on all
loans is a small margin over LIBOR plus a flat fee to arrange the facility. The local units
enjoy the advantages of cheaper borrowing, low transaction costs, and the ability to borrow
in almost any currency from the branch offices of syndicate members.
Source: Creating World-Class Financial Management.
Why the Rates of Eurocurrency Loans Are Relatively Low.For a number of rea-
sons, lending rates in the Eurocurrency market are often cheaper than those in domes-
tic markets. First, banks have no reserve requirements for Eurodeposits. Second, bor-
rowers are large, well-known companies with good credit ratings, which diminishes the
degree of investigation required by the lender firm. Finally, the lack of regulation means
that banks can price loans more aggressively in the Eurocurrency market than they can
in the domestic market. For all of these reasons, the market has grown substantially
since the mid-1980s.