Official Summary Chapter 17
Official Summary Chapter 17
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⇐•↓↔≡↑ ⊂ƒ±°↓←∂←
〉 ⇔∂←↔↑∂♠↔∂°±← ↔° ⊂•↑≡•°≥≈≡↑←
A corporations payout policy determines if and when it will distribute cash to its shareholders
by issuing a dividend or undertaking a stock repurchase.
To issue a dividend, the firms board of directors must authorize the amount per share that
will be paid on the declaration date. The firm pays the dividend to all shareholders of record
on the record date. Because it takes three business days for shares to be registered, only
shareholders who purchase the stock at least three days prior to the record date receive the
dividend. As a result, the date two business days prior to the record date is known as the ex-
dividend date; anyone who purchases the stock on or after the ex-dividend date will not
receive the dividend. Finally, on the payable (or distribution) date, which is generally about a
month after the record date, the firm pays the dividend.
Just before the ex-dividend date, the stock is said to trade cum-dividend. After the stock goes
ex-dividend, new buyers will not receive the current dividend, and the share price will reflect
only the dividends in subsequent years. In a perfect capital market, when a dividend is paid,
the share price drops by the amount of the dividend when the stock begins to trade ex-
dividend.
Most dividend-paying corporations pay them at quarterly intervals. Companies typically
increase the amount of their dividends gradually, with little variation. Occasionally, a firm may
pay a one-time, special dividend that is usually much larger than a regular dividend.
An alternative way to pay cash to investors is through a share repurchase, in which a firm
uses cash to buy shares of its own outstanding stock. These shares are generally held in the
corporate treasury and can be resold in the future.
An open market repurchase, in which a firm buys its own shares in the open market, is
the most common way that firms repurchase shares.
A firm can also use a tender offer repurchase in which it offers to buy shares at a pre-
specified price during a short time period at typically a 10% to 20% premium.
In a Dutch auction repurchase, a firm lists different prices at which it is prepared to buy
shares, and shareholders indicate how many shares they are willing to sell at each price.
The firm then pays the lowest price at which it can buy back the desired number of
shares.
A firm may also negotiate a purchase of shares directly from a major shareholder in a
targeted repurchase.
* d g
d =
1 g
*
where d is the tax on dividend income and g is the tax rate on capital gains. When d 0,
investors would be better off with a share repurchase instead of dividends.
The effective dividend tax rate varies across investors for several reasons such as income
level, investment horizon, tax jurisdiction, and type of investment account. Different investor
tax rates create clientele effects. For example, individuals in the highest tax brackets have a
preference for stocks that pay low or no dividends, whereas corporations, which are only
taxed on 30% of dividend income, generally have a preference for stocks with high dividends.
Stock splits are generally accomplished using a stock dividend. When shareholders receive
additional shares of stock in the firm itself, the stock dividend has the same effect as s stock
split; when they receive shares of a subsidiary, it is called a spin-off.
⇐≥∂≡±↔≡≥≡ ∨≠≠≡…↔
Individuals in the highest tax brackets have a preference for stocks that pay low or no
dividends, whereas tax-free investors and corporations have a stronger preference for stocks
with high dividends. Thus, a firms dividend policy may be optimized for the tax preference of
its investor clientele.
⇔≡…≥↑↔∂°± ⇔↔≡
The date a corporation announces that it will pay dividends to all shareholders of record on
the record date.
⇔∂♥∂≈≡±≈ ∉♠∞∞≥≡
The fact that firms continue to issue dividends despite their general tax disadvantage.
⇔∂♥∂≈≡±≈∫⇐↓↔♠↑≡ ⊄•≡°↑ƒ
The theory that, absent transaction costs, investors can trade shares at the time of the
dividend so that non-taxed investors receive the dividend. Thus, non-taxed investors need not
hold the high-dividend-paying stocks all the time; it is only necessary that they hold them
when the dividend is actually paid.
∨♣∫⇔∂♥∂≈≡±≈ ⇔↔≡
The date two business days prior to the record date; anyone who purchases the stock on or
after the ex-dividend date will not receive the dividend.
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A targeted share repurchase from an investor threatening a takeover.
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The procedure a firm uses to distribute cash to its shareholders by either issuing a dividend
or undertaking a stock repurchase.
⊆≡…°↑≈ ⇔↔≡
The date a stockholder must own a stock in order receive the dividend.
⊂↓≡…∂≥ ⇔∂♥∂≈≡±≈
A one-time dividend that is usually much larger than a regular dividend.
⊂↓∂±∫∠≠≠
The distribution of shares of stock in a subsidiary to existing shareholders on a pro rata basis
as a stock dividend.
⊂↔°…× ⇔∂♥∂≈≡±≈
A payment to shareholders in which each shareholder that owns the stock before it goes ex-
dividend receives additional shares of stock of the firm itself (a stock split) or of a subsidiary
(a spin-off ).
⊂↔°…× ⊂↓≥∂↔
A transaction in which shareholders receive additional shares in the firm. The stock price
generally falls proportionally with the size of the split. For example, in a 2-for-1 stock split, the
firms stock price will fall by 50%. The typical motivation for a stock split is to keep the share
price in a range thought to be attractive to small investors. If the stock price is deemed too
low, firms can use a reverse stock split, which decreases the number of shares outstanding
resulting in a higher share price.
17.5.2. How do corporate taxes affect the decision of a firm to retain excess cash?
Corporate taxes make it costly for a firm to retain excess cash. When the firm receives
interest from its investment in financial securities, it owes taxes on the interest. Thus, cash
is equivalent to negative leverage, and the tax advantage of leverage implies a tax
disadvantage to holding cash.
17.6.1. What possible signals does a firm give when it cuts its dividend?
According to the dividend signaling hypothesis, when a firm cuts the dividend, it gives a
negative signal to investors that the firm does not expect that earnings will rebound in the
near term and so it needs to reduce the dividend to save cash. Also, a firm might cut its
dividend to exploit new positive-NPV investment opportunities. In this case, the dividend
decrease might lead to a positive stock price reaction.
17.6.2. Would managers acting in the interests of long-term shareholders be more likely to
repurchase shares if they believe the stock is undervalued or overvalued?
If managers believe the stock is currently undervalued, a share repurchase is a positive-
NPV investment. Managers will clearly be more likely to repurchase shares if they believe
the stock to be undervalued.
17.7.1. What is the difference between a stock dividend and a stock split?
Stock dividends of 50% or higher are generally referred to as stock splits. In both cases, a
firm does not pay out any cash to shareholders.
17.7.2. What is the main purpose of a reverse split?
The main purpose of a reverse split is to increase the stock price by reducing the number of
shares outstanding. If the price of the stock falls too low, a company can use a reverse split
to bring the price in any range the company desires.
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1. Arizona Public Service Corporation (APS) expects to generate $50 million in free cash flow
next year, and this amount is expected to grow by 3% indefinitely. APS has no debt and has
accumulated $200 million of excess cash on its balance sheet. The firms unlevered cost of
equity is 8%, and it has 40 million shares outstanding. Would shareholders be better off if
the cash was paid out as a dividend or if the cash was used to repurchase shares? There are
no taxes or other market imperfections.
Step 1. The value per share before a dividend or repurchase must be determined.
Step 2. Determine the value to an investor that holds a share until the ex-dividend date.
$200 million
They could pay a $5 dividend, with an after-tax value of $5(1 0.15) =
40 million
$4.25.
PV(Future FCFs)
$50 million
Enterprise value (0.08 0.03)
The ex-dividend price equals = $25.
40 million shares 40 million
So, the value to an investor that holds a share until the ex-dividend date is:
$4.25 + $25 = $29.25 and total taxes paid is 40 million $5 0.15 = $30 million.
Step 3. Determine the value per share after the repurchase.
Assuming the shares are repurchased at the current value of $30, the firm can repurchase:
$200 million
6.666 million shares.
$30
PV(Future FCFs)
$50 million
Enterprise value (0.08 0.03)
The post-repurchase price equals = $30.
40 million shares 33.333 million
However the value to the value to the 6.666 million investors that sold is:
$30 ($30 $15)0.15 = $27.75, and total taxes paid is 6.666 ($30 $15)0.15 = $15
million.
Step 4. Determine what the firm should do.
The optimal payout policy is to neither pay dividends nor repurchase shares. However,
repurchasing shares is preferred to paying dividends because investors are only taxed on the
capital gain and incur $15 million less in taxes.
3. Microsoft has $30 billion in excess cash, which is invested in Treasury bills paying 5%
interest. The board of directors is considering either paying a dividend immediately or paying
a dividend in one year.
[A] In a perfect capital market, which option will shareholders prefer?
[B] If the corporate tax rate on interest is 35%, individual investors pay a tax rate on
dividends of 15% and a tax rate of 30% on interest income, and institutional investors
pay no taxes, which option will shareholders prefer?
Step 1. Determine the value of each option to shareholders in perfect markets.
If Microsoft pays an immediate dividend, the shareholders receive $30 billion today.
If it pays the dividend in one year, it will be able to pay:
$30 billion (1.05) = $31.5 billion.
This is the same value as if shareholders had received a $30 billion dividend and invested
the $30 billion in Treasury bills themselves.
Thus, shareholders are indifferent about whether the firm pays the dividend immediately or
retains the cash.
Step 2. Determine the value of each option with taxes if all investors are individual investors.
If Microsoft pays an immediate dividend, shareholders receive $30 billion today, but they only
receive $30 billion (1 0.15) = $25.50 billion after taxes.
If it invests the cash for one year, it will earn 0.05(1 0.35) = 3.25% and it will be able to
pay:
$30 billion (1.0325) = $30.975 billion and shareholders would receive:
$30.975 billion (1 0.15) = $26.33 billion in a year 1 dividend after taxes.
Investors would have been able to earn 0.05(1 0.3) = 3.5% on their $25.5 after-tax
dividend payment and thus have $25.5(1.035) = $26.39 billion.
Thus, individual investors would be slightly better off with the immediate dividend.
Step 3. Determine the value of each option with taxes if all investors are institutional
investors.
If Microsoft pays an immediate dividend, shareholders receive $30 billion today.
If it invests the cash for one year, it will earn 0.05(1 0.35) = 3.25% and it will be able to
pay:
$30 billion (1.0325) = $30.975 billion in a year 1 dividend.
Investors would have been able to earn 5% on their $30 dividend payment and thus have
$30(1.05) = $31.5 billion.
Thus, institutional investors would be better off by $525 million with the immediate dividend.
3. An unlevered corporation has $100 million of excess cash and 50 million shares outstanding
with a current market price of $20 per share. The board of directors has declared a special
dividend of $100 million.
[A] What is the ex-dividend price of a share in a perfect capital market?
[B] If the board instead decided to use the cash to do a one-time share repurchase, what is
the price of the shares once the repurchase is complete in a perfect capital market?
[C] What do stockholders want the firm to do?
4. Southwest Natural Gas is expected to pay a constant dividend of $4 per share per year in
perpetuity. All investors require an 8% return on the stock. Individual investors pay a 20% tax
on dividends, but there is no capital gains tax. Institutional investors pay no taxes on
dividends or capital gains.
[A] What is the value of a share of a share of the stock?
[B] What kinds of investors would be expected to hold the stock?
5. How can firms use dividends to signal information about the firms value?
* d g 0.15 0.15
1. Individual investor d = 0%
1 g 1 0.15
Thus, they are indifferent between receiving dividends or capital gains. However, paying
dividends forces all stockholders to pay taxes on the incomeeven if they do not want the
income now. In addition, long-term investors can defer the capital gains tax until they sell, so
there is still a tax advantage for share repurchases over dividends for most investors. Thus,
stockholders would still generally prefer selling shares to recognize taxable income on their
own.
0
Pension fund d*
d g
0%
1 g 1 0
0.105 0.35
Corporation *
d =
d g
38%
1 g 1 0.35
[C] Since the number of shares increases by 50%, the value per share must be 1/1.5 =
2/3 its pre-split value.
2
P= $90 = $60
3
There are now 1,500 shares, so V = 1,500 $60 = $90,000.
$100 million
3. [A] They could pay a $2 dividend
50 million
Excess Cash
PV(Future cash flows)+ $100 million
P $20 PV(Future cash flows) = $900 million
50 million