L11-Capital Structure1

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    Capital Structure Limits to the

    Use of Debt

    RWJ Chp 16

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    Costs of Financial Distress

    Bankruptcy risk versus bankruptcy cost.

    The possibility of bankruptcy has a

    negative effect on the value of the firm. However, it is not the risk of bankruptcy

    itself that lowers value.

    Rather it is the costs associated withbankruptcy.

    It is the shareholders who bear these

    costs.

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    Description of Costs

    Direct Costs

    Legal and administrative costs (tend to be a

    small percentage of firm value).

    Indirect Costs Impaired ability to conduct business (e.g., lost

    sales)

    Agency Costs Selfish strategy 1: Incentive to take large risks

    Selfish strategy 2: Incentive toward

    underinvestment

    Selfish Strategy 3: Milking the property

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    Balance Sheet for a Company

    in DistressAssets BV MV Liabilities BV MV

    Cash RM200 RM200 LT bonds RM300

    F.Asset RM400 RM0 Equity RM300

    Total RM600 RM200 Total RM600 RM200

    What happens if the firm is liquidated today?

    The bondholders get RM200; the shareholders get nothing.

    RM200

    RM0

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    Selfish Strategy 1: Take Large

    RisksThe Gamble Probability Payoff

    Win Big 10% RM1,000

    Lose Big 90% RM0

    Cost of investment is RM200 (all the firms cash)

    Required return is 50%

    Expected CF from the Gamble = RM1000 0.10 + RM0 = RM100

    133$

    50.1

    100$200$

    !

    !

    NPV

    NPV

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    Selfish shareholders Accept Negative

    NPV Project with Large Risks

    Expected CF from the Gamble

    To Bondholders = RM300 0.10 + RM0 = RM30

    To shareholders = (RM1000 - RM300) 0.10 +

    RM0 = RM70

    PV of Bonds Without the Gamble = RM200

    PV of Stocks Without the Gamble = RM0

    PV of Bonds With the Gamble = RM30 / 1.5 = RM20

    PV of Stocks With the Gamble = RM70 / 1.5 = RM47

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    Selfish Strategy 2:

    Underinvestment Consider a government-sponsored project that

    guarantees RM350 in one period

    Cost of investment is RM300 (the firm only has RM200

    now) so the shareholders will have to supply anadditional RM100 to finance the project

    Required return is 10%

    18.18$10.1

    350$300$

    !

    !

    NPV

    NPV

    yShould we accept or reject?

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    Selfish shareholders Forego Positive

    NPV Project

    Expected CF from the government sponsored project:

    To Bondholder = RM300

    To Stockholder = (RM350 - RM300) = RM50

    PVof Bonds Without the Project = RM200

    PVof Stocks Without the Project = RM0

    PVof Bonds With the Project = RM300 / 1.1 = RM272.73

    PVof Stocks with the project = RM50 / 1.1 - RM100 = -

    RM54.55

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    Selfish Strategy 3: Milking the

    Property Liquidating dividends

    Suppose our firm paid out a RM200 dividend

    to the shareholders. This leaves the firminsolvent, with nothing for the bondholders, but

    plenty for the former shareholders.

    Such tactics often violate bond indentures.

    Increase perquisites to shareholders

    and/or management

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    Can Costs of Debt Be Reduced?

    Protective Covenants

    Debt Consolidation:

    If we minimize the number of parties,contracting costs fall.

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    Protective Covenants

    Agreements to protect bondholders Negative covenant: Thou shalt not:

    Pay dividends beyond specified amount.

    Sell more senior debt & amount of new debt is

    limited. Refund existing bond issue with new bonds payinglower interest rate.

    Buy another companys bonds.

    Positive covenant: Thou shall:

    Use proceeds from sale of assets for other assets.

    Allow redemption in event of merger or spinoff.

    Maintain good condition of assets.

    Provide audited financial information.

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    Integration of Tax Effects and Financial

    Distress Costs

    There is a trade-off between the tax

    advantage of debt and the costs of

    financial distress.

    It is difficult to express this with a precise

    and rigorous formula.

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    Integration of Tax Effects and Financial

    Distress Costs

    Debt (B)

    Value of firm (V)

    0

    Present value of taxshield on debt

    Present value offinancial distress costs

    Value of firm underMM with corporatetaxes and debt

    VL

    = VU

    + TCB

    V= Actual value of firm

    VU

    = Value of firm with no debt

    B*

    Maximumfirm value

    Optimal amount of debt

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    The Pie Model Revisited

    Taxes and bankruptcy costs can be viewed as justanother claim on the cash flows of the firm.

    Let G and L stand for payments to the government andbankruptcy lawyers, respectively.

    VT= S + B + G + L

    The essence of the M&M intuition is that VTdepends onthe cash flow of the firm; capital structure just slices the

    pie.

    S

    G

    B

    L

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    Shirking, Perquisites, and Bad Investments:

    The Agency Cost of Equity

    An individual will work harder for a firm if he is one of

    the owners than if he is one of the hired help.

    Who bears the burden of these agency costs?

    While managers may have motive to partake inperquisites, they also need opportunity. Free cash flow

    provides this opportunity.

    The free cash flow hypothesis says that an increase in

    dividends should benefit the shareholders by reducingthe ability of managers to pursue wasteful activities.

    The free cash flow hypothesis also argues that an

    increase in debt will reduce the ability of managers to

    pursue wasteful activities more effectively than

    dividend increases.

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    Growth and the Debt-Equity Ratio

    Growth implies significant equity

    financing, even in a world with low

    bankruptcy costs. Thus, high-growth firms will have lower

    debt ratios than low-growth firms.

    Growth is an essential feature of the realworld; as a result, 100% debt financing is

    sub-optimal.

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    Personal Taxes: The Miller Model

    The Miller Model shows that the value of a

    levered firm can be expressed in terms of an

    unlevered firm as:

    BT

    TTVV

    B

    SC

    UL v

    v!

    1)1()1(1

    Where:

    TS= personal tax rate on equity income

    TB = personal tax rate on bond income

    TC= corporate tax rate

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    Personal Taxes: The Miller Model

    The derivation is straightforward:

    )1()1()(

    receivefirmleveredainrsShareholde

    SCBTTBrEBIT vv

    )1(

    receivesBondholder

    BBTBr v

    )1()1()1()(

    isrsstakeholdealltoflowcashtotaltheThus,

    BBSCB

    TBrTTBrEBIT vvv

    vvvvv

    B

    SC

    BBSC

    T

    TTTBrTTEBIT

    1

    )1()1(1)1()1()1(

    asrewrittenbecanThis

    Continued

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    Personal Taxes: The Miller Model (cont.)

    vvvvv

    B

    SC

    BBSC

    T

    TTTBrTTEBIT

    1

    )1()1(1)1()1()1(

    The first term is the cashflow of an unlevered firm

    after all taxes.

    Its value = VU.

    A bond is worth B.It promises topay r

    BB(1- T

    B) after taxes. Thus

    the value of the second term is:

    v

    v B

    SC

    T

    TTB

    1

    )1()1(

    1

    The total cash flow to all stakeholders in the leveredfirm is:

    The value of the sum of these

    two terms must be VL

    T

    TTVV

    Lv

    v!@

    1

    )1()1(1

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    Personal Taxes: The Miller Model (cont.)

    Thus the Miller Model shows that the value of alevered firm can be expressed in terms of an

    unlevered firm as:

    BT

    TT

    B

    SCUL v

    v! 1

    )1()1(1

    y In the case where TB = TS, we return to M&M withonly corporate tax:

    BT!

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    Effect of Financial Leverage on Firm Value

    with Both Corporate and Personal Taxes

    Debt (B)

    VU

    VL

    = VU+T

    CB when T

    S=T

    B

    VL

    < VU

    + TCB

    when TS< T

    B

    but (1-TB

    > (1-TC(1-T

    S

    VL

    =VU

    when (1-TB

    = (1-TC(1-T

    S

    VL

    < VU

    when (1-TB

    < (1-TC(1-T

    S

    BT

    TTVV

    B

    SC

    ULv

    v!

    1

    )1()1(1

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    Integration of Personal and Corporate Tax Effects

    and Financial Distress Costs and Agency Costs

    Debt (B)

    Value of firm (V)

    0

    Present value of taxshield on debt

    Present value offinancial distress costs Value of firm under

    MM with corporatetaxes and debt

    VL

    = VU

    + TCB

    V= Actual value of firm

    VU

    = Value of firm with no debt

    B*

    Maximumfirm value

    Optimal amount of debt

    VL

    < VU

    + TCB

    when TS< T

    B

    but (1-TB

    > (1-TC(1-T

    S

    Agency Cost of Equity Agency Cost of Debt

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    How Firms Establish Capital Structure

    Most Corporations Have Low Debt-Asset Ratios.

    Changes in Financial Leverage Affect Firm Value.

    Stock price increases with increases in leverage

    and vice-versa; this is consistent with M&M withtaxes.

    Another interpretation is that firms signal good newswhen they lever up.

    There are Differences in Capital Structure AcrossIndustries.

    There is evidence that firms behave as if they had atarget Debt to Equity ratio.

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    Factors in Target D/E Ratio

    Taxes If corporate tax rates are higher than bondholder tax

    rates, there is an advantage to debt.

    Types of Assets

    The costs of financial distress depend on the types ofassets the firm has.

    Uncertainty of Operating Income Even without debt, firms with uncertain operating

    income have high probability of experiencing

    financial distress.

    Pecking Order and Financial Slack Theory stating that firms prefer to issue debt rather

    than equity if internal finance is insufficient.

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    Summary and Conclusions

    Costs of financial distress cause firms to restrain theirissuance of debt.

    Direct costs

    Lawyers and accountants fees

    Indirect Costs

    Impaired ability to conduct business

    Incentives to take on risky projects

    Incentives to underinvest

    Incentive to milk the property

    Three techniques to reduce these costs are: Protective covenants

    Repurchase of debt prior to bankruptcy

    Consolidation of debt

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    Summary and Conclusions

    Because costs of financial distress can bereduced but not eliminated, firms will not

    finance entirely with debt.

    Debt (B)

    Value of firm (V)

    0

    Present value of taxshield on debt

    Present value offinancial distress costs

    Value of firm underMM with corporatetaxes and debt

    VL= VU + TCB

    V= Actual value of firm

    VU

    = Value of firm with no debt

    B*

    Maximumfirm value

    Optimal amount of debt

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    Summary and Conclusions If distributions to equity holders are taxed at a lower

    effective personal tax rate than interest, the tax advantageto debt at the corporate level is partially offset. In fact, the

    corporate advantage to debt is eliminated if (1-TC) (1-TS) =

    (1-TB)

    Debt (B)

    Value of firm (V)

    0

    Present value of taxshield on debt

    Present value of

    financial distress costs Value of firm underMM with corporatetaxes and debt

    VL

    = VU

    + TCB

    V= Actual value of firm

    VU= Value of firm with no debt

    B*

    Maximumfirm value

    Optimal amount of debt

    VL

    < VU

    + TCB when T

    S< T

    B

    but (1-TB

    > (1-TC(1-T

    S

    Agency Cost of Equity Agency Cost of Debt

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    Summary and Conclusions

    Debt-to-equity ratios vary across industries.

    Factors in Target D/E Ratio

    Taxes

    If corporate tax rates are higher than bondholdertax rates, there is an advantage to debt.

    Types of Assets The costs of financial distress depend on the types

    of assets the firm has. Uncertainty of Operating Income

    Even without debt, firms with uncertain operatingincome have high probability of experiencingfinancial distress.