公司理财3题本题本A期末加油大题待探究

1、公司理财 3 融资理论（题本A+ 期末加油）韩易凯Content1【融资】22【普通股、优先股和债务】23【选举与投票】24【金融中介】35【风险投资】46【IPO与赢家的诅咒】57【绿鞋期权与绿票讹诈】58【拍卖】69【SEO，配股发行，私募，Sarbanes-Oxley Act】610【信息效应，货架登记】711【股利政策】812【Miller and Modigliani定理】813【普通股、股价、股息、留存收益、资本成本】914【WACC】1115【其他题型】1216【附加题】121【融资】Internal funds = Internally generated cash = Ret

2、ained earnings + Depreciation一般来说，公司经理更喜欢内部产生的现金来支付资本支出，因为（）I) They can avoid the discipline of the financial markets （）II) The costs of issuing new securities are high （）III) The announcement of new equity issue is usually bad news for investors 一般来说，美国非金融企业通过内部产生的现金为资本支出提供资金原题：nonfinancial U.S. co

3、rporations have financed their capital expenditures through A. issuance of new equity.B. issuance of debt.C. increases in working capital.D. internally generated cash.2【普通股、优先股和债务】“若资本市场是完美的，每个投资者都拥有一个完全多样化的投资组合而且持有公司相同比例的债务和股权，那么资本结构就无关紧要了。”优先股没有投票权，优先股股东没有选举及被选举权原题：The following are characteristic

4、s of preferred stock except:I) pays fixed dividends;II) can demand payments of cumulative dividends;III) has voting rights Callable debt: Debt that may be extinguished before maturityConvertible bond：corporate bond that can be exchanged for a fixed number of shares of stockStraight bonds发行的直接成本占总收益的

5、百分比最低原题：Generally, which of the following issues have the lowest total direct costs of issuing as a percentage of gross proceeds?A. initial public offerings (IPOs) B. seasoned equity offerings (SEOs)C. convertible bonds D. straight bonds Briefly discuss some of the features that would increase the v

6、alue of a corporate bond?解：Convertible: allows the bondholder to exchange the bond for a predetermined number of shares. Collateral: set aside some of its assets specifically for the protection of particular bondholders. (secured bonds) 3【选举与投票】能比较多数投票制(Majority voting)与累积投票制(Cumulative voting)- Cum

7、ulative voting: own 1,000 shares of stock and cast 5,000 votes for a particular director- 累积投票制允许少数股东以增加选举董事机会的方式分配他们的选票原题：Which type of voting allows minority shareholders to allocate their votes in a manner to increase the chance of electing a director?答：cumulative voting- 累积投票制对少数股东最友好原题：Which vo

8、ting system is most friendly towards minority shareholders? 答：cumulative voting - 累积投票制的定量分析：（1）A corporation has 1,000,000 shares outstanding and 10 directors are up for election. If the stock features cumulative voting, approximately how many shares do you have to muster in order to guarantee your

9、self a place on the board of directors? (Ignore possible ties)解：Number of shares required to generate guaranteed votes = 1,000,000 / 2 = 500,000（2）If you own 1,000 shares of common stock of a firm and there are five directors being elected, what is the maximum number of votes you can cast for a part

10、icular director under cumulative voting?解：Total number of votes = 5 1,000 = 5,000- In the US the premium that an investor needed to pay to gain voting control is 2%- Supermajority amendment: A modification to the company charter that requires 75% shareholder approval for a merger- Proxy contest：(1)

11、The rare event where a firms existing directors and management compete with outsiders for the effective control of the corporation(2) a group of outsiders solicits shareholders authority to vote shares to replace existing management- A grant of authority allowing someone else to vote shares of stock

12、 that you own is called:I) repurchase agreement; II) proxy voting; III) share repurchase- Tunneling：Exploitation of minority shareholders by majority shareholders - The premium paid by investors to gain voting control is the highest in Mexico 4【金融中介】- 金融中介机构为经济的顺利运行提供了以下职能：（）I) The payment mechanism

13、（）II) Borrowing and lending （）III) Pooling risk - 银行业调整者不是金融中介机构原题：Which of the following are NOT financial intermediaries?A. insurance companiesB. mutual fundsC. banking regulatorsD. venture capital funds-（）Financial intermediaries provide the following important functions for the economy: the paym

14、ent mechanism, borrowing and lending, and pooling risk. 5【风险投资】知道风险投资(venture capital, VC)：Equity investment in start-up private companies- 风投在初创公司中通常拥有多数董事原题：Which of the following statements is generally true of venture capital (VC) firms:a.VCs generally provide management advice and contacts in a

15、ddition to capitalb.VCs are always silent partners in the startup company that they financec.VCs always have a majority of directors in the startup companyd.All of the above statements are true of VCs- 创业公司的时间顺序：风投融资阶段1 2 3 4夹层融资IPO原题：Arrange the following in the chronological order for a startup fi

16、rm: I) VC financing; II) Mezzanine financing; III) Stage 1, 2, 3, 4 etc. financing; and IV) IPOb.I, III, II, and IV- （）Mezzanine financing must come in the third stage.解析：夹层融资不一定出现在第三阶段，可能有四个或五个阶段。- 除了资本，风险投资家通常还提供管理建议和联系方式。原题：Which of the following statements is generally true of venture capital (V

17、C) firms?A. VCs are always silent partners in the start-up company that they finance.B. VCs always have a majority of directors in the start-up company.C. VCs generally provide management advice and contacts in addition to capital.D. VCs are combinations of publicly-traded companies.- 风险投资家提供初创公司每一阶

18、段都有足够的钱，这样他们就可以进入下一阶段或主要关卡。原题：Venture capitalists provide start-up companiesA. all the money they will need up front.B. enough money at each stage so that they can reach the next stage or major checkpoint.C. assistance in managing the initial public offering (IPO).D. funding intended to buy-out the

19、companys founders.- 风险资本市场是指为小型初创公司提供股权投资的私人金融市场I) private financial marketplace for providing equity investment for small, start-up firms;II) bond market;III) market for providing equity to well-established firms解：I only- 一般而言，风险投资基金的组织形式只能是私人合伙制有限原题：Generally, venture capital funds are organized a

20、s:I) proprietorships; II) corporations; III) limited private partnerships- Venture capital investment was highest in the year 2000 6【IPO与赢家的诅咒】知道初始公开发行(Initial public offering, IPO)：The very first public equity sold by a company- The underwriters spread is the highest for IPOs- 发行新证券会给公司带来哪些成本(costs

21、 associated with issuing new securities)?答：Underwriters spread, other administrative costs like preparing the registration statement and prospectus; and consulting costs for management, legal, and accounting matters. - （）The underwriting spread for debt is generally less than that for equity.- Which

22、 of following is NOT regarded as cost of going IPO?b. The stock market creates the danger of hostile takeovers for the company and exposes the markets assessment of managerial decisions. (greenmail)- IPO不是为了并购，而是为了把自己做得更大原题：The most important motive for IPO issue is to create public shares for use i

23、n future acquisitions. False知道赢家的诅咒(Winners curse)：The possibility that the winner (highest bidder) in an auction process may have bid a price that is very high (far above the value)知道Underpricing of IPO，而且一般都是定价过低Watch out for underpricing. 对现有股东而言，定价过低往往是一个严重的隐性成本。- 一般来说，IPO定价过低（不是过高），容易受到赢家的诅咒。原题

24、：Generally, IPOs are overpriced and are subject to the winners curse. FALSE 7【绿鞋期权与绿票讹诈】知道绿鞋期权(green shoe option)：The underwriter has the right to buy additional shares from the company, which ensure the underwriter to be able to sell extra shares without fear of loss.课本定义：Option that allows the und

25、erwriter for a new issue to buy and resell additional shares.知道绿票讹诈(Greenmail): The practice of purchasing enough shares in a firm to threaten a takeover, thereby forcing the target firm to buy those shares back at a premium in order to suspend the takeover绿票讹诈(Greenmail)指公司以高价从威胁要接管公司的敌对股东手中购买股票的行为

26、原题：Greenmail refers to the practice of a company purchasing its stock, usually at a high price, from: a. Small shareholders who are happy with performance of the firmb. A hostile shareholder who threatens to take over the firmc. Large shareholders who are happy with performance of the firmd. None of

27、 the above-（）Because greenmail involves the repurchase of stock at a price higher than the market price, all shareholders benefit. Book runner = The managing underwriter 公司上市的最大动机是为未来的收购创造公共股份原题：According to evidence from survey of CFOs, the top-most motive for firms to go public is: a. To broaden t

28、he base of ownershipb. To enhance the reputation of the firmc. To establish a market price/value for our firmd. To create public shares for use in future acquisitions 8【拍卖】知道歧视性价格拍卖(discriminatory auction)和统一价格拍卖(uniform-price auction) - 统一价格拍卖中，赢家的诅咒现象会减少原题：The winners curse is reduced in a(an): un

29、iform-price auction- 统一价格拍卖中，所有的中标者支付的价格是最低的中标出价原题：In a uniform-price auction:a.Winning bidders pay a price that they have bidb.All winning bidders pay a price that is the highest bidc.All winning bidders pay a price that is the lowest winning bidd.None of the above变式： Suppose a government wishes to

30、 auction 5 million bonds, and three would-be buyers submit the following bids(1) In a uniform-price auction: Buyer A pays $1,000 and Buyer B pays $1,000解析：在统一价格拍卖中，所有的中标者支付的价格是最低的中标出价。由于要拍卖5 million，故选择A和B，并且以B的低价进行计算 (2) In a discriminatory auction: Buyer A pays $1,015 and Buyer B pays $1,0009【SEO，

31、配股发行，私募，Sarbanes-Oxley Act】知道股权再融资(seasoned equity offering, SEO): A new public equity issue from a company with public equity previously outstanding- 宣布股权再融资通常会导致美国工业类股股价下跌，平均下跌3-4%原题：For industrial stocks in the U.S., the announcement of an SEO usually leads to a decline in stock price, with the d

32、ecline averaging 3-4% TRUE知道配股发行(Right issues): the right to buy new shares because of having initial shares.- 配股是出售给公司现有股东的股票原题：An equity issue sold to the firms existing stockholders is called a rights offer- 配股发行也称为特权认购原题：A rights issue is also called a(an) privileged subscription知道私募(Private pla

33、cement): lower cost & lower liquidity- Private placement: entire security issue is directly sold to qualified institutional investors译：私募是指全部证券发行直接出售给合格机构投资者- 私募：当一种证券的全部发行都卖给一小群投资者(通常是机构投资者)时，就称为私募。私人配售无需在SEC登记。此外，144A规则允许大型金融机构之间交易未登记的证券- 当一家公司向一小群机构投资者出售全部发行的证券时，这被称为私募原题：When a company sells an e

34、ntire issue of securities to a small group of institutional investors like life insurance companies, pension funds, etc., it is called a(an) private placement - SEC registration is not required when a company makes:a.A private placement of securitiesb.A public offering of securities issue of value l

35、ess than $5 million and maturity less than 9 monthsc.A public offering of securities issue of value greater than $5 milliond.A and B above知道萨班斯-奥克斯利法案(Sarbanes-Oxley Act): The main reason for recent migration of a large number of firms from public-to-private ownership (in the United Sates)10【信息效应，货架

36、登记】知道信息效应(Information effect): a drop in the price of equity subsequent to the announcement of a new issue.知道货架登记(Shelf registration)Shelf registration often makes sense for debt issues by blue-chip firms. 货架登记减少了安排新发行的时间，增加了灵活性，并可能降低承销成本。它似乎最适合那些乐于在投资银行间转换的大公司发行债券。它似乎不太适合发行异常高风险或复杂的证券，也不太适合发行可能从与投资

37、银行的密切关系中获益的小公司发行的证券。-（）Shelf registration allows the firm to file a registration statement with the SEC to cover a series of subsequent issues.- Which of the following statements best describes shelf registration?A. The issuance of securities to qualified institutional investors.B. The enforcement o

38、f blue-sky laws.C. The provision that allows large companies to file a single registration statement covering financing plans up to three years into the future.D. Registration of the sale of securities in the primary market.- The following are advantages of shelf registration except I, II, and IIII)

39、 securities can be issued in dribs and drabs without incurring excessive transaction costs;II) securities can be issued on short notice;III) security issues can be timed to take advantage of market conditions 11【股利政策】价值可加性(Value additivity)可以体现在资产组合(Combining assets)、资产分割(Splitting up of assets)以及公司

40、发行的债务证券的组合(Mix of debt securities)上 Please give two features that would increase the value of a corporate bond.解： Convertible feature allows the bondholder to exchange the bond for a predetermined number of shares. The firm may also set aside some of its assets specifically for the protection of par

41、ticular bondholders. It called collateral and the bonds are called secured bonds. These features increase the value of bonds.Briefly discuss different opinions about whether dividend payout policy affects the firms value. 解：Left: decrease value, due to tax and transaction cost.Right: increase value,

42、 due to clientele effect and negative NPV investments.Middle of the road: market is efficient.下列哪一项是正确的a. Firms have long-run target dividend payout ratiosb. Dividend changes follows shifts in long-term, sustainable earningsc. Managers are reluctant to make dividend changes that might have to be rev

43、ersedd. All of the aboveRetained earnings = net income earned dividends paid during a year1（）Dividend payments are used to change the capital structure by replacing equity with debt. 2（）A floating-rate loan is the opposite of a sinking fund.3（）A firm cannot finance a long-term project using short-te

44、rm debt.4（）Dividend payments are used to change the capital structure by replacing equity with debt. 5（）Since the expected rate of return on debt is less than the expected rate of return on equity, the weighted average cost of capital declines as more debt is issued.6（）A warrant is nothing but an op

45、tion. 12【Miller and Modigliani定理】知道MM定理的假设- MM定理关键假设：新股以公允价格出售(new shares are sold at a fair price)(1) A key assumption of the MM dividend irrelevance argument is thatA. future stock prices are certain. B. firms have an adequate supply of Treasury shares.C. there exists a risk-free asset. D. new sha

46、res are sold at a fair price.(2) Miller and Modiglianis indifference proposition regarding dividend policy A. assumes that tax rates increase at the same rate as inflation.B. assumes that investors can sell their stock at a fair price.C. states that investors are indifferent between stock dividends

47、and cash dividends.D. states that investors are indifferent between stock repurchases and cash dividends.(3) The Miller and Modigliani dividend irrelevance argument assumes that the firm can issue new shares at a fair price TRUE- MM定理假设市场有效。原题：MM s argument for dividend irrelevance assumes an effici

48、ent market. TRUE- MM定理假设公司的投资政策和债务政策都已解决The Miller and Modigliani dividend irrelevance argument assumes that the firms investment policy and debt policy are both settled. TRUE- MM定理假设Investment policy is independent of dividend policy.MM proposition I: The market value of any firm is independent of

49、its capital structureMM proposition II: The required return on equity is a linear function of the firms D / EA=portfolio=DDV+EEV ，rE rA rD，E A D（顺序都是EAD） - MM第2定理的计算(1) A firm has a debt-to-equity ratio of 0.50. Its cost of debt is 10%. Its overall cost of capital is 14%. What is its cost of equity

50、if there are no taxes?解：由 rA=DD+E*rD+ED+ErE，14 = (1/3)(10) + (2/3)(X) X = 16%(2) The beta of an all equity firm is 1.2. If the firm changes its capital structure to 50% debt and 50% equity using 8% debt financing, what will be the beta of the levered firm? The beta of debt is 0.2. (Assume no taxes.)

51、解：由 E=A+DEA-D= 1.2+50%50%1.2-0.2 = 2.2 13【普通股、股价、股息、留存收益、资本成本】能计算普通股回报(1) Learn and Earn Company is financed entirely by common stock that is priced to offer a 20% expected rate of return. The stock price is $60 and the earnings per share are $12. If the company repurchases 50% of the stock and subs

52、titutes an equal value of debt yielding 8%, what is the expected earnings per share value after refinancing? What is the expected return on the common stock after refinancing?解：rA = expected rate of return = 20%，rD= debt yielding = 8%，D = 50%，E = 1 DrE=rA+DE(rA-rD) = 0.2 + 50%1-50%0.20-0.08 = 32%EPS

53、 = stock pricerE = 6032% = 19.2(2) Wealth and Health Company is financed entirely by common stock that is priced to offer a 15% expected return. The common stock price is $40/share. The EPS is expected to be $6. If the company repurchases 25% of the common stock and substitutes an equal value of deb

54、t yielding 6%, 1) what is the expected value of earnings per share after refinancing? (Ignore taxes and assume EPS is perpetual and paid as dividend.) 2) what is the expected return on the common stock after refinancing?解：rA = expected rate of return = 15%，rD= debt yielding = 6%，D = 25%，E = 1 DrE=rA

55、+rA-rDDE=15% + (15%-6%)25%1-25%=18% = stock pricerE = 4018% = $7.20能计算股价与股息、留存收益(1) Company X has 100 shares outstanding. It earns $1,000 per year and expects to pay all of it as dividends. If the firm expects to maintain this dividend forever, calculate the stock price after the dividend payment. (

56、The required rate of return is 10%).解：stock price = (earnings / r earnings) / shares outstanding = (1000 / 0.1 1000) / 100 = 90(2) Two corporations A and B have exactly the same risk and both have a current stock price of $100. Corporation A pays no dividend and will have a price of $120 one year from now. Corporation B pays dividends and will have price of $113 one year from now after paying the dividend. The corporations pay no taxes and investors pay no taxes on capital gains but pay a tax of 30% income tax on dividends. What is the value of the dividend that investors expect c