FNCE10001 Chapter Notes - Chapter 17: Free Cash Flow, Share Repurchase, Liquidating Distribution

25. If a merger is done for __________ reasons, then the combined corporation will be worth more than the two individual corporations (2+2 = 5).

1. Expropriation
2. Synergy
3. Hubris
4. Wealth Redistribution

26. A(n) __________ is when a parent company sells shares of a subsidiary to the public.

1. Divestiture
2. Leveraged Buyout
3. Joint Venture
4. Equity Carveout

27. Antitakeover measures primarily protect ______________.

1. Acquiring firm managers
2. Acquiring firm shareholders
3. Target firm shareholders
4. Target firm managers

28. If investors prefer dividends to capital gains (Bird in the Hand theory is true), then

1. The cost of equity will decrease as the retention ratio increases
2. The cost of equity will decrease as the payout ratio decreases
3. The cost of equity will increase as the retention ratio decreases
4. The cost of equity will increase as the payout ratio decreases

29. _______________ are when the firm buys back a set number of shares on a set date for a specific price.

1. Dividend Reinvestment Plans
2. Tender Offers
3. Dutch auctions
4. Clientele Repurchases

30. Any signaling effect of dividends should occur on the ______________.

1. Declaration Date
2. Ex-Dividend Date
3. Record Date
4. Payment Date

31. Which statement is TRUE?

1. Dividend rights say that shareholders get any remaining assets after all creditors have been paid in bankruptcy
2. According to financial theory, shareholder wealth should be unaffected by a two-for-one stock split.
3. A stock split is a large stock dividend so that you might have twice as many shares with each share being worth half as much.
4. The stock price should fall by the amount of the dividend on the ex-dividend date.

32. Which statement is FALSE?

1. In a Stock Swap, the acquiring firm issues shares of stock in order to pay for the acquisition
2. A conglomerate merger is between unrelated firms
3. A Leveraged Buyout involves creating a new company out of part of your company and then selling shares of the new company to the public.
4. In an asset purchase, the acquiring firm does not assume the liabilities of the target firm.

33. Suppose that prior to a merger the stock price of the target company was $50 and the stock price of the acquiring company was $40. If the acquiring firm agrees to pay 1.5 share of their stock for every share of the target firms stock, then what premium are they offering?

a) 10% b) 20% c) 25% d) 33%

34. Which statement is FALSE?

1. The White Knight defense is when you try to sell yourself to a

You are a financial consultant. Your client owns shares of Nike. You are to write a memo to your client explaining to them what the Nike stock split means and how it will affect their portfolio of stocks. You will need to read the article and study the section on stock-splits from the book. Your memo must be professionally written, using the proper voice for your audience. It must be completely free of spelling and grammatical errors. If there are any errors in your memo, you will earn a zero until you submit it free of errors. I suggest you take it to the writing lab for help.

The memo is due at midnight on February 23, 2016. This memo is worth 50 points.

The aritcle is this

Investor News Details

NIKE, Inc. Announces New $12 Billion Share Repurchase Program, 14 Percent Increase in Quarterly Dividend, and Two-for-One Stock Split

11/19/2015

Download this Press Release ()

BEAVERTON, Ore.--(BUSINESS WIRE)-- NIKE, Inc. (NYSE:NKE) announced today that its Board of Directors approved a new four-year, $12 billion program to repurchase shares of NIKE’s Class B Common Stock. The Company anticipates that the current $8 billion share repurchase program will be completed before the end of fiscal 2016, and the new program will commence upon the completion of the current program.*

Repurchases under the Company’s new program will be made in open market or privately negotiated transactions in compliance with Securities and Exchange Commission Rule 10b-18, subject to market conditions, applicable legal requirements, and other relevant factors. This share repurchase plan does not obligate the Company to acquire any particular amount of common stock, and it may be suspended at any time at the Company’s discretion. NIKE had approximately 678 million shares of Class B Common Stock outstanding as of November 16, 2015.

“In a growing sports industry, NIKE is the clear leader,” said Mark Parker, President and CEO of NIKE, Inc. “We are built for growth, while also staying committed to creating shareholder value over the long term. We’ve proven it time and again, having returned over $23 billion to shareholders over the last 14 years through share repurchases and dividends. Moving forward, we see even greater potential for NIKE as we continue to unlock new markets, new experiences and new products.”*

The Board of Directors also declared a quarterly cash dividend on the Company’s outstanding Class A and Class B Common Stock of $0.32 per share, on a pre-split basis, payable on January 4, 2016 to shareholders of record at the close of business on December 9, 2015. The dividend represents a 14 percent increase over the previous pre-split quarterly rate of $0.28 per share. This is the fourteenth year in a row the Company has increased its annual dividend, over which time the dividend has increased by a factor of more than 10.

The Board of Directors also approved a two-for-one split of both NIKE’s Class A and Class B Common shares. The stock split will be in the form of a 100 percent stock dividend payable on December 23, 2015 to shareholders of record at the close of business December 9, 2015.

Upon completion of the split, the outstanding shares of NIKE’s Class A and Class B Common Stock will increase to approximately 353 million and 1.36 billion, respectively, based on the outstanding shares as of November 16, 2015. The Company expects its common stock to begin trading at the split-adjusted price on December 24, 2015.

About NIKE, Inc.

NIKE, Inc., based near Beaverton, Oregon, is the world’s leading designer, marketer and distributor of authentic athletic footwear, apparel, equipment and accessories for a wide variety of sports and fitness activities. Wholly-owned NIKE, Inc. subsidiary brands include Converse, which designs, distributes and licenses casual sneakers, apparel and accessories; and Hurley, which designs and distributes a line of action sports and youth lifestyle apparel and accessories. For more information, NIKE’s earnings releases and other financial information are available at http://investors.nike.com. Individuals can also visit http://news.nike.com/ and follow @Nike.

View source version on businesswire.com: http://www.businesswire.com/news/home/20151119006678/en/

Source: NIKE, Inc.

Please read the article and answer these THREE questions:

1. Why are conditions currently favorable for firms to issue debt and pay out the proceeds to stockholders?

2. What are dangerous impacts of issuing additional debt mentioned in the article?

3. TransDigm used the proceeds of their debt issue to pay a one-time dividend while Intel used the proceeds to repurchase shares. How does a repurchase differ from a one-time dividend? Why do you think the two firms chose different approaches to distributing cash to shareholders?

___________

"Borrowing for Dividends Raises Worries" at the Wall Street Journal on 10/06/2009

Rock-bottom interest rates and thawed credit markets are emboldening some companies to use bond-sale proceeds to go on the offensive, even if that means rewarding shareholders at the expense of bondholders.

The nascent trend is controversial because corporate borrowers are sinking themselves deeper into debt to pay out special dividends, buy back stock or finance acquisitions. While such moves were all the rage during the credit boom, most corporate-bond offerings during the recession have been used to reduce debt or stockpile cash.

Eric Felder, global head of credit trading at Barclays Capital, says the lure of low rates and companies' stables of cash increases "the risk of non-bondholder friendly events."

Last week's sale of $425 million of bonds by aircraft-parts manufacturer TransDigm Group Inc. is one of the back-to-the-past corporate-bond deals causing concern among some analysts. More than $360 million of the proceeds will be used to pay a special cash dividend to shareholders and management of the Cleveland company.

The added debt increased TransDigm's borrowings to 4.3 times its earnings before interest and taxes, compared with 3.1 times before last week's deal. The expected dividend of $7.50 to $7.70 a share is equal to nearly all of the net income that TransDigm reported since the end of fiscal 2003, according to Moody's Investors Service.

Moody's said the dividend "illustrates the company's aggressive financial policy." Moody's gave the new debt a junk rating of B3, even though the ratings firm said TransDigm's "strong operating performance will enable the company to service the increased debt level."

Sean Maroney, director of investor relations at TransDigm, says the "stability of our business, high profit margins and consistent cash flow" give the company "the ability to support this level of leverage."

Borrowing from bondholders to pay shareholder dividends is "a hallmark of an earlier credit era," Jeffrey Rosenberg, head of credit strategy at Bank of America Merrill Lynch, wrote in a report Friday. Such deals were popular in 2003 and 2004, the last time the Federal Reserve lowered its benchmark interest rate to historically low levels, keeping it at 1% for more than a year.

Companies like Dex Media Inc. DEX -0.18% took on debt to pay dividends to its private-equity owners, including Carlyle Group and Welsh, Carson, Anderson & Stowe, before taking the companies public. Dex Media filed for bankruptcy earlier this year under a mountain of debt.

With the federal-funds rate at 0% for nine months now and confidence returning to the stock and debt markets, investors have been driven to take on more risk. That is flooding the corporate-bond market with cash. Investors poured $43 billion into investment-grade corporate-bond funds in the second quarter and nearly $40 billion in the third quarter -- almost double previous peak quarters, according to Lipper AMG Data Services.

The wave of buying drove down borrowing costs for the average highly rated corporation to about 5%, according to Merrill, a level not seen since 2005. In the heat of the crisis last October, such rates averaged 9%. Through the end of September, more than 1,000 high-rated companies borrowed a record $860 billion, according to Dealogic.

In July, Intel Corp. INTC 0.33% sold $1.75 billion of convertible bonds, planning to use $1.5 billion of the proceeds to buy back shares. A spokesman for Intel declined to comment.

The computer-chip giant has a strong credit rating of single-A, so it doesn't carry a burdensome debt load. Still, the deal raised eyebrows among some analysts and investors, who say floating debt to buy back stock could become more common as companies regain confidence.

And as merger-and-acquisition activity revs up, the cheaper cost of debt compared with equity is tempting companies to use bond sales as a deal-making war chest.

Analysts are watching Kraft Foods Inc. in anticipation that the company would finance its proposed purchase of U.K. chocolate, candy and chewing gum maker Cadbury PLC by raising tons of debt. Last month's unsolicited bid by Kraft was then valued at about $16.7 billion, but it could be weeks before Kraft submits a formal offer.

Three major credit-ratings agencies have warned Kraft that they could slash the company's debt ratings if the company reaches a deal agreement with Cadbury. At the current offering price, Kraft would need to shell out at least $6 billion in cash, much of it likely from the debt markets, according to corporate-bond research firm Gimme Credit.

"Kraft is committed to maintaining an investment-grade rating," a Kraft spokesman said, declining to comment further.

So far in 2009, returns to high-grade bond investors are 19%, according to Merrill. "We've seen a feeding frenzy" because of low interest rates, says Kathleen Gaffney, portfolio manager at Loomis, Sayles & Co. She sold some bonds recently to take profits from the rally. Loomis Sayles wants to have cash on the sidelines in case the Fed raises rates soon or Treasury bonds sell off.