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    *ChapterNineteen

    UsingSecurities

    Markets forFinancing &

    Investing

    Copyri ght 2010 by the McGraw-Hil l Companies, Inc. All ri ghts reserved.McGraw-Hill/Irwin

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    With a net worth of $50 billion,Buffett was the richest personin the world in 2008.

    Got his big break when hegained control of BerkshireHathaway.

    He invests in undervaluedcompanies with strongmanagement.

    WARREN BUFFETTBerkshire Hathaway

    Profile

    19-2

    http://www.berkshirehathaway.com/http://www.berkshirehathaway.com/http://www.berkshirehathaway.com/http://www.berkshirehathaway.com/
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    Securities markets arefinancial marketplaces for

    stocks and bonds and servetwo primary functions:

    1. Assist businesses in findinglong-term funding to finance

    capital needs.

    2. Provide private investors a placeto buy and sell securities suchas stocks and bonds.

    The BASICS ofSECURITIES MARKETS

    The Function

    of Securities

    Markets

    LG1

    19-3

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    Securities markets are divided into primary andsecondary markets:

    - Primary markets handle the sale of new securities.

    - Secondary markets handle the trading of securitiesbetween investors with the proceeds of the sale going tothe seller.

    Initial Public Offering (IPO) -- The first offeringof a companys stock.

    TYPES of SECURITIES MARKETSThe Function

    of Securities

    Markets

    LG1

    19-4

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    Investment Bankers --Specialists who assist in the

    issue and sale of newsecurities.

    Institutional Investors --

    Large organizations such aspension funds or mutual

    funds that invest their own

    funds or the funds of others.

    INVESTMENT BANKERSand INSTITUTIONAL INVESTORS

    The Role of

    Investment

    Bankers

    LG1

    19-5

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    Stock Exchange --An organization whosemembers can buy and sell securities on behalf of

    companies and individual investors.

    Over-the-Counter (OTC) Market -- Providescompanies and investors with a means to trade

    stocks not listed on the national securities

    exchanges.

    NASDAQ --A telecommunications network that linksdealers across the nation so they can exchange

    securities.

    STOCK EXCHANGESStock

    Exchanges

    LG2

    19-6

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    NYSE Euronext

    NASDAQ

    London Stock Exchange

    Tokyo Stock Exchange

    Deutsche Borse

    TOP STOCK EXCHANGESStock

    Exchanges

    LG2

    19-7

    http://www.nyse.com/http://www.nasdaq.com/http://www.londonstockexchange.com/home/homepage.htmhttp://www.tse.or.jp/english/http://deutsche-boerse.com/dbag/dispatch/en/kir/gdb_navigation/homehttp://deutsche-boerse.com/dbag/dispatch/en/kir/gdb_navigation/homehttp://www.tse.or.jp/english/http://www.londonstockexchange.com/home/homepage.htmhttp://www.nasdaq.com/http://www.nyse.com/
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    Securities and Exchange Commission (SEC) -- The federal agency responsible for regulating the

    various stock exchanges; created in 1934 through theSecurities and Exchange Act.

    Prospectus --A detailed registration statement that

    includes extensive economic and financialinformation that must be sent to prospective

    investors.

    The SECURITIES andEXCHANGE COMMISSION

    Securities

    Regulations

    and the SEC

    LG2

    19-8

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    Whats the primary purpose of a stock exchange?

    Can you name the worlds largest stockexchange?

    What does NASDAQ stand for? How does this

    exchange work?

    PROGRESS ASSESSMENTProgress

    Assessment

    19-9

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    After 35 years at Laddie Come Home, youre

    ready to retire as CEO and your compensation

    package includes a bonus if the companys stockprice reaches a certain amount.

    Another company would like to acquire the

    company at a price that exceeds the bonus level.

    If you encourage the board to sell the company,many jobs could be lost. What do you do?

    WAGGING the DOGMaking Ethical Decisions

    19-10

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    With apprehensions after the financial crisis of2008-2009, why would we want to invest in less

    familiar global stocks?

    Analysts suggest investing money globally. From2003-2008, markets in China and Brazil

    outperformed the U.S.

    Reviewing suggestions in the text are a goodidea if you want to invest globally.

    The WIDE, WIDEWORLD of INVESTING

    Reaching Beyond Our Borders

    19-11

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    Stocks -- Shares ofownership in a company.

    Stock Certificate --Evidence of stock ownership.

    Dividends -- Part of a firmsprofits that the firm may

    distribute to stockholders as

    either cash or additional

    shares.

    LEARNING theLANGUAGE of STOCKS

    Learning the

    Language of

    Stocks

    LG3

    19-12

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    Stockholders are owners ofa firm and never have to be

    repaid their investment.

    Theres no legal obligation to

    pay dividends.

    Issuing stock can improve afirms balance sheet since

    stock creates no debt.

    ADVANTAGES ofISSUING STOCKS

    Advantages &

    Disadvantages

    of Issuing Stock

    LG3

    19-13

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    Stockholders have the right to vote for acompanys board of directors.

    Issuing new shares of stock can alter the controlof the firm.

    Dividends are paid from after-tax profits and arenot tax deductible.

    The need to keep stockholders happy can affect

    managements decisions.

    DISADVANTAGES ofISSUING STOCK

    Advantages &

    Disadvantages

    of Issuing Stock

    LG3

    19-14

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    Common Stock -- The most basic form; holdershave the right to vote for the board of directors and

    share in the profits if dividends are approved.

    Preferred Stock -- Owners are given preference inthe payment of company dividends before common

    stock dividends are distributed. Preferred stock can

    also be:

    - Callable

    - Convertible

    - Cumulative

    TWO CLASSES of STOCK

    Issuing Shares

    of Common

    Stock

    LG3

    19-15

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    Name at least two advantages anddisadvantages of issuing stock as a form of

    equity financing.

    What are the major differences between commonstock and preferred stock?

    PROGRESS ASSESSMENTProgress

    Assessment

    19-16

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    Bond --A corporate certificate indicating that aninvestor has lent money to a firm.

    LEARNING theLANGUAGE of BONDS

    Learning the

    Language of

    Bonds

    LG4

    The principal is the face valueof the bond.

    Interest -- The payment thebond issuer makes to the

    bondholders to compensate them

    for the use of their money.

    19-17

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    Bondholders are creditors, not owners of thefirm and cant vote on corporate matters.

    Bond interest is tax deductible.

    Bonds are a temporary source of funding andare eventually repaid.

    Bonds can be repaid before the maturity date ifthey contain a call provision.

    ADVANTAGES ofISSUING BONDS

    Advantages &

    Disadvantages

    of Issuing Bonds

    LG4

    19-18

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    Bonds increase debt and can affect the markets

    perception of the firm.

    Paying interest on bonds is a legal obligation.

    If interest isnt paid, bondholders can take legal

    action.

    The face value of the bond must be repaid onthe maturity date.

    DISADVANTAGES ofISSUING BONDS

    Advantages &

    Disadvantages

    of Issuing Bonds

    LG4

    19-19

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    *BOND RATINGS

    Advantages &

    Disadvantages

    of Issuing Bonds

    LG4

    Rating

    Moodys Standard & Poors Description

    Aaa AAA Highest Quality

    Aa AA High Quality

    A A Upper-Medium Grade

    Baa BBB Medium Grade

    Ba BB Lower-Medium Grade

    B B SpeculativeCaa CCC, CC Poor

    Ca C Highly Speculative

    C D Lowest Grade

    19-20

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    Corporations can issue two classes of bonds:

    1. Unsecured bonds (debenture bonds): not backed

    by specific collateral.

    DIFFERENT CLASSES ofCORPORATE BONDS

    Different

    Classes of

    Bonds

    LG4

    2. Secured bonds:backed bycollateral (land or

    equipment).

    19-21

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    Sinking Fund -- Reserve account set up to ensurethat enough money will be available to repay

    bondholders on the maturity date.

    Callable bonds permit bond issuers to pay off theprincipal before the maturity date.

    Convertible bonds allow bondholders to converttheir bonds into shares of common stock.

    SPECIAL FEATURES inBOND ISSUES

    Special Bond

    Features

    LG4

    19-22

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    Why are bonds considered a form of debtfinancing?

    What does it mean if a firm issues a 9% bond duein 2025?

    Explain the difference between an unsecured and

    secured bond.

    Why are convertible bonds attractive toinvestors?

    PROGRESS ASSESSMENTProgress

    Assessment

    19-23

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    Stockbroker --A registeredrepresentative who works as

    a market intermediary to buy

    and sell securities for clients.

    Online trading services,such as TD Ameritrade,

    E*Trade, and Scottrade,offer securities tradingservices online to buy andsell stocks and bonds.

    BUYING SECURITIESHow

    Investors

    Buy

    SecuritiesLG5

    19-24

    *

    http://www.tdameritrade.com/welcome1.htmlhttp://www.etrade.com/http://www.scottrade.com/http://www.scottrade.com/http://www.etrade.com/http://www.tdameritrade.com/welcome1.html
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    *PRIMARY INVESTMENT SERVICES

    CONSUMERS NEEDLG5

    Savings and investing advice

    Help with 401k plans

    Retirement planning

    Tax planning

    Estate planning

    Education expense planning

    Source: Investment Company Institute.

    Major Services

    Consumers Seek

    from Financial

    Advisers

    19-25

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    1. Investment risk

    2. Yield

    3. Duration

    4. Liquidity

    5. Tax consequences

    FIVE INVESTMENT CRITERIAChoosing the

    Right

    Investment

    StrategyLG5

    19-26

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    *AVERAGE ANNUAL RETURN ofASSET CLASSES (1926-2007)

    LG5

    Choosing the

    Right

    Investment

    Strategy

    Investment Return

    Small company stocks 12.2%

    Large company stocks 9.5%

    Corporate bonds 6.0%

    Long-term government bonds 5.8%

    Treasury bills 4.1%

    Source: Ibbotson Associates and Morningstar.19-27

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    Whats the key advantage of investing through

    online brokers? Whats the key disadvantage?

    Whats the primary purpose of diversifying

    investments?

    PROGRESS ASSESSMENTProgress

    Assessment

    19-28

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    Bulls: Investors who believe stock prices aregoing to rise.

    PERCEPTIONS of the MARKETInvesting in

    Stocks

    LG6

    Bears: Investors whoexpect stock prices todecline.

    19-29

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    *BEAR MARKET DECLINES

    in the S&P 500LG6

    Time Period % Drop in Prices

    2007-2009 52.5%

    2000-2002 51%

    1973-1974 48.2%

    1968-1970 36.1%

    1987-1988 33.5%

    Investing in

    Stocks

    Source: Stock Traders Almanac 2009.19-30

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    Capital Gains -- The positive difference betweenthe price at which you bought a stock and what you

    sell it for.

    Investors can also choose stocks according totheir strategy:

    - Blue-chip stocks

    - Growth stocks

    - Income stocks

    - Penny stocks

    SELECTING STOCKSInvesting in

    Stocks

    LG6

    19-31

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    Stock Splits --An action by a company that givesstockholders two or more shares of additional stock

    for every share thats outstanding.

    Splits cause no change in the firms ownership

    structure and no change in the investments

    value.

    Firms can never be forced to spilt their stocks.

    STOCK SPLITS Stock Splits

    LG6

    19-32

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    Buying Stock on Margin -- Borrowing some of thestocks purchase cost from the brokerage firm.

    BUYING STOCK on MARGIN Buying Stockon Margin

    LG6

    Margin is the portion of thestocks purchase price thatthe investor must pay withtheir own money.

    If a broker issues a margincall, the investor has to comeup with money to coverlosses.

    19-33

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    *UNDERSTANDING STOCK

    QUOTATIONS

    Understanding

    Stock

    Quotations

    LG6

    19-34

    *

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    *TOP FINANICIAL NEWS and

    RESEARCH SITESLG6

    Yahoo Finance

    AOL Money and Finance MSN Money

    Forbes

    Dow Jones & Co.

    Source: Entrepreneur Magazine, March 2009.

    Understanding

    Stock

    Quotations

    19-35

    *

    http://finance.yahoo.com/http://money.aol.com/http://moneycentral.msn.com/home.asphttp://www.forbes.com/finance/http://www.dj.com/http://www.dj.com/http://www.forbes.com/finance/http://moneycentral.msn.com/home.asphttp://money.aol.com/http://finance.yahoo.com/
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    First-time bond investors generally ask twoquestions:

    - Do you have to hold a bond until the maturity date?

    - How can I assess the investment risk of a particular bondissue?

    Junk Bonds -- Bonds that have a high risk andhigh default rates.

    IMPORTANT BOND QUESTIONSInvesting in

    Bonds

    LG7

    19-36

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    Mutual Fund --An organization the buys stocksand bonds and then sells shares in those securities

    to the public. The fund pools investors money andbuys stocks according to the funds purpose.

    Exchange-Traded Fund (ETF) -- Collections ofstocks and bonds that are traded on securities

    exchanges but themselves are traded more like

    stocks than mutual funds.

    INVESTING in MUTUAL FUNDSand EXCHANGE-TRADED FUNDS

    LG8

    Investing in

    Mutual Funds &

    Exchange-

    Traded Funds

    19-37

    *

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    *PERCENTAGE of HOUSEHOLDS

    OWNING MUTUAL FUNDSLG8

    Source: Investment Company Institute.

    Investing in

    Mutual Funds &

    Exchange-

    Traded Funds

    Year % of Households

    1980 5%

    1990 24%

    2000 43%

    2005 42%

    2009 44%

    19-38

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    THREE VARIETIES of ETFsLG8

    Source: Schwab and E*Trade.

    Investing in

    Mutual Funds &

    Exchange-

    Traded Funds

    ETF Description

    Traditional

    Most common; include large U.S. stocks,small U.S. stocks, international stocks, orinvestment-grade bonds.

    NicheFocus on an individual sector like healthcare,high-yield bonds, or a single country.

    ExoticInvest in unusual, more volatile sectors suchas commodities like gold and concepts likeclean technology.

    19-39

    *

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    *UNDERSTANDING

    MUTUAL FUND QUOTATIONSLG8

    Investing in

    Mutual Funds &

    Exchange-

    Traded Funds

    19-40

    *

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    A number of socially responsible investmentfunds (SRIs) are prospering.

    INVESTING with INTEGRITYThinking Green

    SRIs invest only in companieswith exceptional environmental,social and governance practices.

    SRIs are good investments forlong-term investors - theyre lowerrisk than alternative investments.

    19-41

    *

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    *GROWTH of SOCIALLY

    RESPONSIBLE INVESTINGLG8

    Source: Charles Schwab on Investing.

    Investing in

    Mutual Funds &

    Exchange-

    Traded Funds

    Year Number of SRIs Total Net Assets

    1995 50 $10 Billion

    1997 130 $90 Billion

    2001 175 $170 Billion

    2004 200 $210 Billion

    2007 250 $260 Billion

    19-42

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    COMPARING INVESTMENTS

    LG8

    Investing in

    Mutual Funds &

    Exchange-

    Traded Funds

    19-43

    *

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    Whats a stock split? Why do companies

    sometimes split their stock?

    What does buying stock on margin mean?

    What are mutual funds and ETFs?

    Whats the key benefit to investors in investing ina mutual fund or ETF?

    PROGRESS ASSESSMENTProgress

    Assessment

    19-44

    *

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    Dow Jones Industrial Average -- The averagecost of 30 selected industrial stocks.

    Critics say the 30-company Dow is too small asample and suggest following the S&P 500.

    S&P 500 tracks the performance of 400industrial, 40 financial, 40 public utility, and 20transportation stocks.

    KEY STOCK MARKETINDICATORS

    Understanding

    Stock Market

    Indicators

    LG9

    19-45

    *

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    * The stock market has its shares of ups and

    downs:

    MARKET TURMOILInvesting

    Challenges in

    the 21stCentury

    Market

    LG9

    - October 29, 1929 - Black

    Tuesday; the market lost 13%of its value.

    - October 19, 1987 - The marketsuffered its worst one-day drop

    when it lost 22% of its value.- October 27, 1997 - Fears of an

    economic crisis in Asia causewidespread panic and losses.

    19-46

    *

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    The market collapsed into a deep decline in2000-2002 with the dot-com bubble burst.

    - Investors lost $7 trillion in market value.

    In 2008-2009, the collapse of the real estatemarket sent financial markets into panic.

    - The U.S. government made significant investments inprivate banks and offered a large stimulus package to re-energize the economy.

    TURMOIL in the 2000sInvesting

    Challenges in

    the 21stCentury

    Market

    LG9

    19-47

    *

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    Wall Street - Issued exotic securities; paid excessivecompensation based on bonuses; and investment banks gotthe SEC to relax capital requirement.

    Main Street - Americans lived beyond their means;lenders gave favorable loans to homebuilders; greedyhomeowners took out equity loans; and teaser mortgagerates let people live large.

    Washington - Gramm-Leach-Billey Act allowedcommercial and investment banks to partner; housinginterest rates were kept low; and Community ReinvestmentAct forced lending to people with bad credit.

    WHOS at FAULT for the

    ECONOMIC CRISIS?LG2

    Investing

    Challenges in

    the 21stCentury

    Market

    Source: Fortune Magazine, www.fortune.com. 19-48

    *

    http://www.fortune.com/http://www.fortune.com/
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    Fannie Mae bought huge numbers of mortgagesand bundled them into securities they sold.

    Loans were riskier and more complex.

    Borrowers didnt fully understand and unqualified

    borrowers were granted loans they couldnt

    afford. As borrowers defaulted on loans, real estate

    prices fell. Financial institutions were left withloans that wouldnt be repaid.

    GAMBLING with INVESTORS

    SECURITY

    Legal Briefcase*

    19-49

    *

    http://www.fanniemae.com/http://www.fanniemae.com/
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    What does the Dow Jones Industrial Averagemeasure? Why is it important?

    Why do the 30 companies comprising the Dowchange periodically?

    Explain program trading and the problems it can

    create.

    PROGRESS ASSESSMENTProgress

    Assessment