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Michael Taillard

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Beschreibung

Score your highest in corporate finance The math, formulas, and problems associated with corporate finance can be daunting to the uninitiated. Corporate Finance For Dummies introduces you to the practices of determining an operating budget, calculating future cash flow, and scenario analysis in a friendly, un-intimidating way that makes comprehension easy. Corporate Finance For Dummies covers everything you'll encounter in a course on corporate finance, including accounting statements, cash flow, raising and managing capital, choosing investments; managing risk; determining dividends; mergers and acquisitions; and valuation. * Serves as an excellent resource to supplement coursework related to corporate finance * Gives you the tools and advice you need to understand corporate finance principles and strategies * Provides information on the risks and rewards associated with corporate finance and lending With easy-to-understand explanations and examples, Corporate Finance For Dummies is a helpful study guide to accompany your coursework, explaining the tough stuff in a way you can understand.

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Corporate Finance For Dummies®

Visit www.dummies.com/cheatsheet/corporatefinance to view this book's cheat sheet.

Table of Contents

Introduction
About This Book
Conventions Used in This Book
Foolish Assumptions
How This Book Is Organized
Part I: What’s Unique about Corporate Finance
Part II: Reading Financial Statements as a Second Language
Part III: Valuations on the Price Tags of Business
Part IV: A Wonderland of Risk Management
Part V: Financial Management
Part VI: The Part of Tens
Icons Used in This Book
Where to Go from Here
Part I: What’s Unique about Corporate Finance
Chapter 1: Introducing Corporate Finance
Corporate Finance and the Role of Money in the World
Identifying What Makes Corporate Finance Unique
Serving as an intermediary
Analyzing interactions between people
Recognizing How Corporate Finance Rules Your Life
Becoming Proactive About Corporate Finance
Chapter 2: Navigating the World of Corporate Finance
Visiting the Main Attractions in Finance Land
Corporations
Depository institutions
Insurance companies
Securities firms
Underwriters
Funds
Financing institutions
Exchanges
Regulatory bodies
Federal Reserve and U.S. Treasury
Meeting the People of Finance Land
Entry-level positions
Analysts
Auditors
Adjusters
Executives and managers
Traders
Treasurers
Other related positions
Visiting the Finance Land Information Booth
Internet sources
Print sources
Human sources
Chapter 3: Raising Money for Business Purposes
Raising Capital
Raising Money by Acquiring Debt
Asking the right people for money
Making sure the loan pays off in the long run
Looking at loan terms
Raising Cash by Selling Equity
Selling stock to the public
Looking at the different types of stock
Part II: Reading Financial Statements as a Second Language
Chapter 4: Proving Worth Using the Balance Sheet
Introducing the Balance Sheet
Evaluating the Weights on the Balance Scale
Assets
Current assets
Long-term assets
Intangible assets
Other assets
Liabilities
Current liabilities
Long-term liabilities
Owners’ Equity
Preferred shares
Common shares
Treasury shares
Additional paid-in capital
Retained earnings
Accumulated other comprehensive income
Making Use of the Balance Sheet
Chapter 5: Getting Paid with the Income Statement
Adding Income and Subtracting Costs: What’s on the Income Statement
Gross profit
Operating income
Earnings before interest and taxes
Net income
Earnings per share
Supplemental notes
Putting the Income Statement to Good Use
Chapter 6: Easy Come, Easy Go: Statement of Cash Flows
Piecing Together a Puzzle of Cash Flows
Operating activities cash flows
Investing activities cash flows
Financing activities cash flows
Combining the three types of operations to get the net change in cash
Using the Statement of Cash Flows
Chapter 7: Making Financial Statements Useful with Metrics Analysis
Being Able to Pay the Bills: Using Liquidity Metrics
Days sales in receivables
Accounts receivables turnover
Accounts receivables turnover in days
Days sales in inventory
Inventory turnover
Inventory turnover in days
Operating cycle
Working capital
Current ratio
Acid test ratio (aka: Quick Ratio)
Cash ratio
Sales to working capital
Operating cash flows to current maturities
Measuring Profit Generation and Management with Profitability Metrics
Net profit margin
Total asset turnover
Return on assets
Operating income margin
Operating asset turnover
Return on operating assets
Return on total equity
Return on common equity
DuPont equation
Fixed asset turnover
Return on investment
Gross profit margin
Evaluating a Company’s Debt Management with Debt Analytics
Times interest earned
Fixed charge coverage
Debt ratio
Debt to equity ratio
Debt to tangible net worth
Operating cash flows to total debt
Equity multiplier
Chapter 8: Measuring Financial Well-Being with Special Use Metrics
Focusing on Earnings and Dividends with Analytics for Investors
Financial leverage
Earnings per common share
Operating cash flows per share
Price to earnings ratio
Percentage of earnings retained
Dividend payout
Dividend yield
Book value per share
Cash dividend coverage ratio
Generating Earnings from Interest: Analytics for Banks
Earning assets to total assets ratio
Net interest margin
Loan loss coverage ratio
Equity to total assets ratio
Deposits times capital
Loans to deposits ratio
Using Analytics to Measure Operating Asset Management
Operating ratio
Percent earned on operating property
Operating revenue to operating property ratio
Long-term debt to operating property ratio
Part III: Valuations on the Price Tags of Business
Chapter 9: Determining Present and Future Values: Time Is Money
Losing Value over Time
Inflation
Interest rates
Predicting Future Value
Simple interest
Compound interest
Calculating the Present Value
Taking a closer look at earnings
Discounted cash flows
Chapter 10: Bringing in the CAValry for Capital Asset Valuations
Just What Is Capital Budgeting?
Rating Your Returns
Looking at costs
Calculating revenue
Calculating the accounting rate of return
Making the most of the internal rate of return through modification
Netting Present Values
Calculating NPV over time
Managing the project’s value
Determining the Payback Period
Managing Capital Allocations
Calculating the equivalent annual cost
Considering liquid assets
Looking at a Piece of Project Management
Value schedule metrics
Budget metrics
Chapter 11: Bringing on Your Best Bond Bets
Exploring the Different Types of Bonds
Considering corporate bonds
Gauging government bonds
No more clipping with coupon bonds
Forgoing periodic payments with zero-coupon bonds
Sizing up asset-backed securities
Having the best of two worlds with convertible bonds
Using callable bonds to capitalize on interest rates
Looking at the pros and cons of puttable bonds
Getting the gist of registered bonds
Being in the know about bearer bonds
Counting on forgiveness with catastrophe bonds
Understanding junk bonds
Looking at Bond Rates
Reading Bond Information
Understanding Bond Valuation
Chapter 12: Being Savvy When Shopping for Stock
Exchanging Stocks
Looking at the Different Types of Orders
Market order
Stop and limit orders
Pegged order
Time-contingent order
Comparing Long and Short Stocks
Buying long
Buying on margin
Selling short
Defining Chips, Caps, and Sectors
Chips
Caps
Sectors
Knowing Where the Market Stands: The Bulls versus the Bears
Watching Stock Indices
Calculating the Value of Stocks
Surveying equity valuation models
Checking out corporate analysis
Evaluating industry performance
Factoring in stock market fluctuations
Considering macroeconomics
Chapter 13: Measuring Valuations of the Might-Be: Derivatives
Introducing the Derivatives Market
Buying or Selling — Then Again, Maybe Not: Options
Risk management
Revenue generation
Valuation
Customizing the Contract with Forwards
Risk management
Revenue generation
Valuation
Adding Some Standardization to the Contract with Futures
Risk management
Revenue generation
Valuation
Exchanging This for That and Maybe This Again: Swaps
Risk management
Revenue generation
Valuation
Part IV: A Wonderland of Risk Management
Chapter 14: Managing the Risky Business of Corporate Finances
Understanding that Risk Is Unavoidable
Considering Interest Rate Risk and Inflation Risk
Minimizing Market Risk
Evaluating the Risk of Extending Credit
Understanding Off-Balance-Sheet Risk
Factoring in Foreign Exchange Risk
Transaction risk
Translation risk
Other foreign exchange risk
Identifying Operating Risk
Looking at Liquidity Risk
Chapter 15: Through the Looking Glass of Modern Portfolio Theory
Delving into Portfolio Basics
Surveying portfolio management strategies
Looking at modern portfolio theory
Understanding passive versus active management
Hypothesizing an Efficient Market
Risking Returns
Looking at the trade-off between risk and return
Diversifying to maximize returns and minimize risk
Considering risk aversion
Measuring risk
Optimizing Portfolio Risk
Chapter 16: Financially Engineering Yourself Deeper Down the Rabbit Hole
Creating New Tools through Financial Engineering
Making Securities Out of Just about Anything
You can securitize everything
Slicing securities into tranches
Looking at Hybrid Finances
The mixed-interest class of hybrids
Single asset class hybrids
Indexed-back CDs
Bundling Assets
Pass-through certificates
Multi-asset bundles
Unbundling
Appealing to a Large Market with Exotic Finances
Options
Swaps contracts
Loans
Engineering Finances
Moving into Computational Finance
Changing the face of trading
Offering online banking
Looking at logic programming
Chapter 17: Assessing Capital Structure Is WACC
Making More Money than You Borrow
Calculating the Cost of Capital
Measuring cost of capital the WACC way
Factoring in the cost of debt
Looking at the cost of equity
Dividend policy
Choosing the Proper Capital Structure
Part V: Financial Management
Chapter 18: Assessing Financial Performance
Analyzing Financial Success
Using Common-Size Comparisons
Vertical common-size comparisons
Horizontal common-size comparisons
Cross comparisons
Performing Comparatives
Over time
Against industry
Determining the Quality of Earnings
Accounting concerns
Sources of cash flows
Assessing Investment Performance
Conventional evaluations
Portfolio manager evaluations
Chapter 19: Forecasting Finances Is Way Easier than the Weather
Seeing with Eyes Analytical
Collecting data
Finding an average
Distribution
Probability
Viewing the Past as New
Finding trends and patterns
Looking at regression
Seeing the Future Unclouded: Forecasting
Using statistics and probability
Reference class forecasting
Evaluating forecast performance
Chapter 20: The 411 on M&A
Getting the Real Scoop on M&A
Differentiating Between the M and the A
Mergers
Acquisitions
Buyouts
Other forms of integration/cooperation
Recognizing a Divestiture
Identifying Motives for M&A
Diversification
Geographic expansion
Economies of scale
Economies of scope
Vertical integration
Horizontal integration
Conglomerate integration
Elimination of competitors
Manager compensation
Synergistic sperations
Measuring What a Business is Worth to You
Financing M&A
Part VI: The Part of Tens
Chapter 21: Ten Things You Need to Know about International Finance
There’s No Such Thing as a Trade Imbalance
Purchasing Power Isn’t the Same Thing as Exchange Rate
Eurobonds Aren’t Necessarily from Europe
Interest Rates and Exchange Rates Have a Muddled Relationship
Spot Rate Isn’t the Only Type of Currency Transaction
Diversification Can’t Completely Eliminate Risk Exposure
Cross-Listing Allows Companies to Tap the World’s Resources
Outsourcing Is a Taxing Issue
Politics Complicate Your Life
Cultural Understanding Is Vital
Chapter 22: Ten Things You Need to Understand about Behavioral Finance
Making Financial Decisions Is Rarely Entirely Rational
Making Sound Financial Decisions Involves Identifying Logical Fallacies
Getting Emotional about Financial Decisions Can Leave You Crying
Financial Stampeding Can Get You Trampled
Letting Relationships Influence Finances Can Be Ruinous
Satisficing Can Optimize Your Time and Energy
Prospect Theory Explains Life in the Improbable
People Are Subject to Behavioral Biases
Analyzing and Presenting Information Can Be an Erroneous Process
Measuring Irrationality in Finance Is Rational Behavioral Finance
Cheat Sheet

Corporate Finance For Dummies®

by Michael Taillard, PhD, MBA

Corporate Finance For Dummies®

Published by John Wiley & Sons, Inc.111 River St. Hoboken, NJ 07030-5774 www.wiley.com

Copyright © 2013 by John Wiley & Sons, Inc., Hoboken, New Jersey

Published by John Wiley & Sons, Inc., Hoboken, New Jersey

Published simultaneously in Canada

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About the Author

Michael Taillard’s other works include Economics and Modern Warfare (published by Palgrave Macmillan), and 101 Things Everyone Should Know About the Global Economy (published by Adams Media). After spending several years as a university economics instructor at several locations in the United States and China, Mike decided to leave and become a freelance research experimentalist. Mike’s work so far includes economic research projects for The American Red Cross, a theoretical study for the United States Strategic Command (STRATCOM), and award-winning research through a private school and tutoring company designed as a philanthropic experiment in macroeconomic cash flows as a form of urban renewal. Mike has also appeared in documentaries such as Dead Man Working. Mike received his PhD of financial economics and has an academic background that includes a master’s degree in international finance with a dual concentration in international management, as well as a bachelor’s degree in international economics.

Dedication

This book is dedicated to my family back in Michigan.

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Part I

What’s Unique about Corporate Finance

In this part . . .

Corporate finance can be confusing for the uninitiated. It contains a lot of concepts and jargon that you really just don’t hear anywhere else, so unless you’ve studied them, chances are good that you have no idea what they’re talking about. That’s okay, though, because in this part, I explain to you what corporate finance is, what organizations and people make up the field of corporate finance, and the role of corporate finance in making corporations competitive.

Chapter 1

Introducing Corporate Finance

In This Chapter

Understanding the meaning of money

Looking at the study of corporate finance

Seeing the role corporate finance plays in your life

Making corporate finance work for you

Corporate finance is more than just a measure of money. As we’ll see in this chapter, money is incidental to finance. When we’re discussing corporate finance we’re actually looking at the entire world in a brand new way — a way that measures the entire universe and the things within it in a way that makes it useful to us. We can calculate things in terms of corporate finance that simply can’t be accurately measured in any other way. Throughout this chapter we’re going to talk about exactly what the nature of money is and how it applies to corporate finance.

The rest of this book is broken into several different sections; the chapters are grouped together by common themes. First, naturally, is some preliminary information that everyone must be familiar with before continuing on to the rest of the book, such as the types of organizations involved in corporate finance, and how corporations raise money. We’re going to talk about how to read corporate financial records and statements and use the data within in order to make them useful. We’re going to talk about how to measure the value of just about everything, including the amount of uncertainty involved in our financial actions, and, we’re going to talk about how to use all this information to properly manage a corporation. Finally, we’ll end with two financial issues growing very prominent for corporations; namely international and behavioral finances.

Corporate Finance and the Role of Money in the World

Corporate finance is the study of relationships between groups of people that quantifies the otherwise immeasurable. To understand how this definition makes any sense at all, first you have to take a quick look at the role of money in the world.

According to Adam Smith, an 18th century economist, the use of money was preceded by a barter system. In a barter system, people exchange goods and services of relatively equivalent value without using money. Perhaps if you worked growing hemp and making rope out of it, you could give that rope to people in exchange for food, clothes, or whatever else you needed that the people around you might be offering. What happens, though, when someone wants rope but that person has nothing you want? What about those times when you need food but no one needs rope? Because of these times, people started to use a rudimentary form of money. So, say that you sell your rope to someone but he has nothing you want. Instead, he gives you a credit for his services that you’re free to give to anyone else. You decide to go and buy a bunch of beer, giving the brewer the note of credit, ensuring that the person who bought your rope would provide the brewer a service in exchange for giving you beer. Thus, the invention of money was born, though in a very primitive form.

Looking at money in this way, you come to realize that money is actually debt. When you hold money, it means that you’ve provided goods or services of value to someone else and that you are now owed value in return. The development of a standardized, commonly used currency among large numbers of people simply increases the number of people willing to accept your paper or coin I.O.U.s, making that currency easier to exchange among a wider number of people, across greater distances, and for a more diverse variety of potential goods and services.

According to 21st century anthropologist David Graebner, this story was probably something closer to bartering with the government as a taxation, which meant providing goods and services to the government (for example, the emperor) and then being provided units of “currency” worth production rations. So you can say that money was invented for the first government contractors as a method for the government to acquire resources in return for units of early currency worth specific amounts of resources rather than a true barter

Simply put, money is debt for the promise of goods and services that have an inherent usefulness, but money itself is not useful except as a measure of debt. People use money to measure the value that they place on things. How much value did a goat have in ancient Egypt? You could say that one goat was worth five chickens, but that wouldn’t be very helpful. You could say that a brick maker’s labor was worth half that of a beer maker, but you couldn’t exactly measure that mathematically, either. Using these methods, there’s no real way to establish a singular, definitive measurement for the value that people place on different things. How can you measure value, then? You measure value by determining the amount of money that people are willing to exchange for different things. This method allows you to very accurately determine how people interact, the things they value, and the relative differences in value between certain things or certain people’s efforts. Much about the nature of people, the things they value, and even how they interact together begin to become very clear when you develop an understanding of what they’re spending money on and how much they’re spending.

Fast-forward more than eight millennia — well after the establishment of using weighted coins to measure an equivalent weight of grain, well after the standardized minting of currency, and well past the point where the origins of money became forgotten by the vast majority of the world’s population (welcome to the minority) — all the way into the modern era of finance. Money begins to take on a more abstract role. People use it as a way to measure resource allocations between groups and within groups. They even begin to measure how well a group of people are interacting by looking at their ability to produce more using less. Success is measured by their ability to hoard greater amounts of this interpersonal debt. The ability to hoard debt in this manner defines whether the efforts of one group of people are more or less successful than the efforts of another group. People use money to place a value on everything, and, because of this, it’s possible to compare “apples and oranges.” Which one is better, apples or oranges? The one that people place more value on based on the total amount of revenues. Higher revenues tell you that people place greater value on one of those two fruits because they are willing to pay for the higher costs plus any additional profits.

So, when I say that corporate finance is the study of the relationships between groups of people, I’m referring to measuring how groups of people are allocating resources among themselves, putting value on goods and services, and interacting with each other in the exchange of these goods and services. Corporate finance picks apart the financial exchanges of groups of people, all interconnected in professional relationships, by determining how effectively and efficiently they work together to build value and manage that value once it’s been acquired. Those organizations that are more effective at developing a cohesive team of people who work together to build value in the marketplace will be more successful than their competitors. In corporate finance, you measure all this mathematically in order to assess the success of the corporate organization, evaluate the outcome of potential decisions, and optimize the efforts of those people who form economic relationships, even if for just a moment, as they exchange goods, services, and value in a never-ending series of financial transactions.

Identifying What Makes Corporate Finance Unique

Corporate finance plays a very interesting role in all societies. Finance is the study of relationships between people: how they distribute themselves and their resources, place value on things, and exchange that value among each other. Because that’s the case, finance (all finance) is really the science of decision-making. I’m really talking about studying human behavior and how people make decisions regarding what they do with their lives and the things they own. Corporate finance, as a result, studies decision-making in terms of what is done by groups of people working together in a professional manner.

This definition guides you in two primary directions regarding what makes corporate finance unique:

It tells you that corporate finance is a critical aspect of human life as an intermediary that allows people to transfer value among themselves.

It tells you how groups of people interact together as a single unit, a corporation, and how decisions are made on behalf of the corporation by people called managers.

Corporate finance is far more than a study about money. Money is just the unit of measure people use to calculate everything and make sense of it numerically, to compare things in absolute terms rather than relative ones. Corporate finance is a unique study that measures value. Once you accept that, it becomes apparent that everything in the world has value. Therefore, you can use corporate finance to measure everything around you that relates to a corporation, directly or indirectly (which, in the vast majority of the world, is everything).

Serving as an intermediary

Probably the easiest way to understand how corporate finance acts as a critical intermediary process between groups of people is to look at the role of financial institutions in the greater economy. Financial institutions, such as banks and credit unions, have a role that involves redistributing money between those who want money and those who have excess money, all in a manner that the general population believes is based on reasonable terms.

Now, whether financial institutions as a whole are fully successful in their role or not is no longer a matter of debate: They are not. The cyclical role being played out time and again prior to the Great Depression, prior to the 1970s economic troubles, and prior to the 2007 collapse are symptomatic of a systematic operational failure yet to be resolved. For the most part, the role they play is necessary, however. These institutions facilitate the movement of resources across the entire world. They accept money from those who have more than they’re using and offer interest rate payments in return. Then they turn around and give that money to those seeking loans, charging interest for this service. In this role, financial institutions are intermediaries that allow people on either side of these sorts of transactions to find each other by way of the bank itself. Without this role, investments and loans would very nearly come to a total halt compared to the extremely high volume and value of the current financial system.

Corporate finance plays a similar role as an intermediary for the exchange of value of goods and services between individuals and organizations. Corporate finance, as the representation of the value developed by groups of people working together toward a single cause, studies how money is used as an intermediary of exchange between and within these groups to reallocate value as is deemed necessary.

It may be helpful to backtrack a bit. What the heck is an investment, anyway? An investment is anything that you buy for the purpose of deriving greater value than you spent to acquire it. Yes, yes, stocks and bonds are good examples; you buy them, they go up in value, and you sell them. But you can think of some other examples that aren’t so . . . already in this book. A house that you buy for the purpose of generating income is a good example of an investment: You buy it, you generate revenue as its renters pay their rent, and after the house goes up in value, you sell it. (Your own home usually isn’t considered an investment.)

Analyzing interactions between people

Because money places an absolute value on transactions that take place, you can very easily measure not only these transactions but also all of several potential options in a given decision. In other words, you can measure the outcome of a decision before it’s made, thanks to corporate finance. That’s the second thing that makes corporate finance a very unique study: It analyzes the value of interactions between people, the value of the actions taken, and the value of the decisions made and then compiles that information into a single agglomerate based on professional interconnectedness in a single corporation.

This analysis allows you to measure how effectively you’re making decisions and optimize the outcome of future decisions you’ll have to make. The decisions that corporations make tend to have very far-reaching consequences, influencing the lives of employees, customers, suppliers, partners, and the greater national economy, so ensuring that a corporation is making the correct decisions is of the utmost importance. Corporate finance allows you to do this, so if you have a favorite corporation, hug the financial analysts next time you see them (or maybe just send a cookie bouquet; you might freak someone out if you just randomly starting hugging people).

Recognizing How Corporate Finance Rules Your Life

Unless you’re in a rare minority who live “off the grid” (secluded and self-sufficient), nearly every aspect of your life is strongly influenced, directly or otherwise, by corporate finances. The price and availability of the things you buy are decided using financial data. Chances are high that your job relies on decisions made using financial data. Your savings and investments all rely quite heavily on financial information. Your house, car, where you live, and even the laws in your area are all determined using financial information about corporations.

From the very beginning, a corporation needs to decide how it will fund its start-up, the time when it first begins purchasing supplies to start operating. This single decision decides a significant amount about the corporation’s costs, which, in turn, decide a lot about the prices it will charge. Where it sells its goods depends greatly on whether the corporation can sell its goods at a price high enough to generate a profit after the costs of production and distribution, assuming that competitors can’t drive down prices in that area. The number of units that the corporation produces depends entirely on how productive its equipment is, and the corporation will only purchase more equipment if doing so doesn’t cost more than the corporation will be able to make in profits.

These factors affect your job, too; the corporation will hire more people who add value to the company only if it’s profitable to do so. Where your job is located will depend greatly on where in the world it’s cheapest to locate operations related to your line of work. The decision to outsource your job to some other nation depends entirely on whether that role within the company can be done more cheaply elsewhere, without incurring risks that are too expensive. That’s right, even risk can be measured mathematically in financial terms.

You’re probably thinking to yourself, “But that’s only my work life. Surely corporate finance has no influence on my personal life.” Well, besides controlling how much you make, what you can afford, what your job is, and where you work, corporations have this habit of also financially assessing government policy. When a proposed law (called a bill) is introduced, corporations determine what its financial impact will be on them. They also assess whether a law that exists (or doesn’t exist) has a financial impact on corporations. If the impact is greater than the cost of hiring a lobbyist in Washington, D.C., they’ll hire a lobbyist to pressure politicians into doing what they want. This effort includes campaign contributions, marketing on behalf of the politician, and more. Going even as big as international relations between nations, a single large corporation can bring an entire global industry to a stop by convincing the right people that one nation is selling goods at a price lower than cost, which causes political conflict between nations. This scenario has happened multiple times in the past, with the majority of claims being made by U.S. companies, and it can easily happen again.

Every aspect of your life is influenced in some way by the information derived from corporate finance. Money is a measure of value, and you are valuable, so nearly everything that makes you who you are can be measured in terms of money. If it can be measured in terms of money, decisions will be made in terms of money. If you’re not the one making those decisions, you should probably be asking yourself who is.

Becoming Proactive About Corporate Finance

Because corporate finance plays such a critical role in your life, you should certainly ask how you can be more proactive about understanding and, if at all possible, managing corporate finance to your own benefit. Asking how to manage those influences on your life is a fair question if ever there was one. Ignoring the obvious conflict of interest, you’re actually on the right path by beginning to read this book. By that, I don’t mean simply owning a book; as thrilled as I am that you’ve purchased this book — and I certainly hope you decide to buy many more copies for friends and family — you have to actually read it in order to learn something. The point is that before you can actually become financially proactive for yourself, your business, or a corporation, you first have to understand the basics. That’s where this book comes into play: This is an introductory book designed to help you develop an understanding of how corporate finance works.

After you grasp the basics, you can begin to actually apply the information to your own life. You can find out what specific corporations (possibly the one where you work) are doing that influence your life, measure how well they’re doing, and predict what may happen in the future. Corporate executives work with methods and tools that are freely available to the public, so understanding exactly what they’re looking at and the actions they’re likely to take in response helps you anticipate what’s going to happen. It also helps give you the tools to manage your own professional life, as well as your finances, more effectively. Maybe not quite as well as the professionals — not without a more advanced understanding and some practice — but you’re definitely on your way.

Chapter 2

Navigating the World of Corporate Finance

In This Chapter

Taking a look at the main organizations involved in corporate finance

Understanding who’s who in the world of finance

Knowing where to go for more information

Welcome to the wondrous world of corporate finance, where your wildest fantasies are liable to come true (assuming that your wildest fantasies have something to do with analyzing financial data)! Unfortunately, though, getting lost in Finance Land is pretty easy to do, considering it’s filled with a variety of organizations and people whose exact roles are rather specialized and unfamiliar to people outside the inner circles of corporate finance.

Consider this chapter to be something of a road map to help you navigate your way through the complex world of corporate finance. Here, I discuss not only the different organizations involved in corporate finance but also the many people involved and the different jobs they have. In case you’re still lost after reading this chapter (and the rest of the book), I also include a list of helpful sources you can check out for more information on corporate finance basics.

Visiting the Main Attractions in Finance Land

Finance Land is filled with a surprisingly large and diverse number of organizations, each one specializing in a different area of financial goods or services and many of them being quite narrow in their focus. Regardless of how limited or unlimited in offerings any particular organization may be, they’re all interconnected, and each one plays a very important role in the greater economy. All the organizations in Finance Land influence each other and the individuals working for them in several important ways that vary depending on which type of organization you’re talking about.

The following sections introduce you to some of the more common financial institutions and related organizations and explain how each one plays a role in the world of corporate finance.

Corporations

In case the name of this book didn’t give it away already, corporations are the primary focus, so I start your finance tour with them. Corporations are a special type of organization wherein the people who have ownership can transfer their shares of ownership to other individuals without having to legally reorganize the company. This transferring of shares is possible because the corporation is considered a separate legal entity from its owners, which isn’t the case for other forms of companies. This characteristic has a few significant implications that influence the financial operations and status of corporations compared to other forms of organizations:

Professional managers typically run corporations rather than the owners given the wide distribution of ownership by non-owners. This leads to questions about moral hazard — the conflict of interest that occurs when managers make decisions that benefit themselves rather than the owners of the organization they’re managing, called the agency problem. Often, an individual who holds a very large proportion of a corporation’s stock will also be a manager or a director, but generally speaking, corporations have the resources to hire highly experienced professionals.

The corporation is taxed on its earnings separately from the owners. In most organizations, the profits are considered the owners’ income and they’re only taxed as such. In corporations, however, the company itself is taxed on any earnings it makes and the owners are taxed on any income they generate by possessing stock ownership (called capital gains). This double taxation of income is one of the pitfalls associated with a corporate structure.

Corporations have limited liability, meaning the owners can’t be sued for the actions of the company. Oddly enough, this characteristic also frequently protects managers, though to a lesser extent since the establishment of the Sarbanes-Oxley laws, which hold managers more accountable.

Corporations are required to disclose all their financial information in a regulated, systematic, and standardized manner. These records are public not only to the government and the shareholders but also to the public. Shareholders can also request specialized financial information.

The primary goal of corporations is to provide goods or services in exchange for money; their underlying goal is to generate a profit, as the law requires them to operate using the Shareholder Wealth Maximization model wherein corporate management is legally obligated to operate in a manner that increases profitability and corporate value and, as a result, increase the value of the shares of stock held by the shareholders as the owners of the corporation. In most cases, profits are the income of a corporation. The one exception is the nonprofit corporation, which includes such organizations as The American Red Cross, many public universities, and other organizations that operate within the parameters of a tax-exempt status. Although nonprofits can still be profitable, their profits are capped (meaning they can’t make more than a specific percentage in profit), so they use their resources to provide goods or services below cost. Many nonprofits choose not to generate any revenues, relying instead on donations. (Due to the unique considerations that you must give nonprofit organizations when assessing them, I don’t discuss them further in this book.)

Depository institutions

Anytime you give your money to someone with the expectation that the person will hold it for you and give it back when you request it, you’re either dealing with a depository institution or acting very foolishly. Depository institutions come in several different types, but they all function in the same basic manner:

They accept your money and typically pay interest over time, though some accounts will provide other services to attract depositors in lieu of interest payments.

While holding your money, they lend it out to other people or organizations in the form of mortgages or other loans and generate more interest than they pay you.

When you want your money back, they have to give it back. Fortunately, they usually have enough deposits that they can give you back what you want. That’s not always true, as everyone saw during the Great Depression, but it’s almost always the case. Plus, safeguards are now in place to protect against another Great Depression in the future (at least one that occurs because banks lend out more money than they keep on hand to pay back to their lenders).

The three main types of depository institutions are commercial banks, savings institutions, and credit unions.

Commercial banks

Commercial banks are easily the largest type of depository institution. They’re for-profit corporations that are usually owned by private investors. They often offer a wide range of services to consumers and corporations around the world. Often the size of the bank determines the exact scope of the services it offers. For example, smaller community or regional banks typically limit their services to consumer banking and small-business lending, which includes simple deposits, mortgage and consumer loans (such as car, home equity, and so on), small-business banking, small-business loans, and other services with a limited range of markets. Larger national or global banks often also perform services such as money management, foreign exchange services, investing, and investment banking, for large corporations and even other banks like overnight interbank loans. Large commercial banks have the most diverse set of services of all the depository institutions.

Savings institutions

Have you ever passed by a savings bank or savings association? Those are both forms of savings institutions, which have a primary focus on consumer mortgage lending. Sometimes savings institutions are designed as corporations; other times they’re set up as mutual cooperatives, wherein depositing cash into an account buys you a share of ownership in the institution. Corporations don’t use these institutions frequently, however, so I don’t cover them throughout the rest of the book.

Credit unions

Credit unions are mutual cooperatives, wherein making deposits into a particular credit union is similar to buying stock in that credit union. The earnings of that credit union are distributed to everyone who has an account in the form of dividends (in other words, depositors are partial owners). Credit unions are highly focused on consumer services, so I don’t discuss them extensively here or elsewhere in this book. However, their design is important to understand because this same format is very popular among the commercial banks in Muslim nations, where sharia law forbids charging or paying traditional forms of interest. As a result, the structure of a credit union in the U. S. is adopted by commercial banks in other parts of the world, so a basic awareness of this structure can be useful for international corporate banking.

Insurance companies

Insurance companies are a special type of financial institution that deals in the business of managing risk. A corporation periodically gives them money and, in return, they promise to pay for the losses the corporation incurs if some unfortunate event occurs, causing damage to the well-being of the organization. Here are a few terms you need to know when considering insurance companies:

Deductible: The amount that the insured must pay before the insurer will pay anything

Premium: The periodic payments the insured makes to ensure coverage

Co-pay: An expense that the insured pays when sharing the cost with the insurer

Indemnify: A promise to compensate one for losses experienced

Claim: The act of reporting an insurable incident to request that the insurer pay for coverage

Benefits: The money the insured receives from the insurance company when something goes wrong

You’re probably thinking to yourself right now, “Wait. You pay the insurance company to indemnify your assets, but then it makes you pay a premium, deductible, and co-pay and caps your benefits? What’s the point?” Yeah, I know. Insurance companies can calculate the probability of something happening and then charge you a price based on the estimated cost of insuring you. They generate profits by charging more than your statistical cost of making claims. Think of it like this: As a nation, people in the U.S. overpay for everything that’s insured by an amount equal to the profits of the insurance companies. Originally, this setup allowed corporations and individuals to share the risk of loss; each person paid just a little bit so no person had to face the full cost of a serious disaster. Unfortunately, this is decreasingly the case, as insurance companies grow in profitability and incur unnecessary overhead costs. That’s precisely why many nations require their insurance companies to operate as nonprofit organizations.

You can insure just about anything on the planet. (Consider that Lloyd’s of London will insure the hands of a concert pianist or the tongue of a famous wine taster!) The following sections outline three of the most common (and relevant) types of insurance companies as far as corporations are concerned.

Health insurance companies

Corporations deal a lot with health insurance companies because their employees often demand health insurance — not to mention healthy employees tend to be more productive. Health insurance is a very popular benefit for employees because being insured as a part of a large group is generally less expensive than trying to find individual insurance:

Group insurance is cheaper than individual insurance because the probability of large groups of people being rewarded more than they pay in premiums is lower than that of individuals.

Group insurance was frequently the only option that allowed for coverage on preexisting conditions (conditions people developed before receiving insurance); however, under the Patient Protection and Affordable Care Act, insurance companies can no longer deny coverage to people.

Health maintenance organizations (HMOs) are a popular, and often cheaper, insurance option for both corporation and individuals because they require everyone insured to go through a general physician, who acts as a kind of gatekeeper by determining whether a referral to a specialist is required.

Life insurance companies

Life insurance companies work similarly to other types of insurance companies, except that the only time they pay benefits is when you die. Corporations sometimes take life insurance policies on critical employees who have specialized skills or knowledge that can’t be easily replaced without significant financial losses. Many corporations also offer group life insurance which, like health insurance, is cheaper than individual insurance. Life insurance comes in two basic flavors: whole and term. Each one has a wealth of variations and additional options. The types have many differences, but the primary distinction is that term life insurance is paid for a set period and is only valid as long as it is being paid, while whole life insurance is considered permanent and will build value over time.

Property-casualty insurance companies

Property-casualty insurance is the most critical type of insurance for corporations to have. It covers the potential harm that can befall a company or anyone on property owned by the company should an accident occur. Did a meteor fall from the sky and smash your headquarters? That’s insurable!

Securities firms

Securities firms provide transaction services related to financial investments, which are quite distinct from the services provided by traditional depository institutions. However, many commercial banks have separate departments that offer the services of securities firms, and others actually merge or partner with securities firms. (For example, Bank of America is a commercial bank that bought the securities firm known as Merrill Lynch.) Still other securities firms are completely independent of any depository institution. Exactly which types of services a securities firm provides depends on the type of institution it is.

Investment banks

Investment banks deal exclusively in corporations and other businesses as clients as well as products. In other words, they offer a wide range of services, including underwriting services for companies that issue stock on the primary market, broker-dealer services for both buyers and sellers of stock on the primary and secondary markets, merger and acquisitions services, assistance with corporate reorganization and bankruptcy procedures, general consulting services for corporations large enough to afford them, and other such services related to raising or transferring capital.

Broker-dealers

In case you couldn’t tell from their name, broker-dealers perform the services of both brokers and dealers:

Brokers are organizations that conduct securities transactions on the part of their clients — buying, selling, or trading for the investment portfolio of their clients.

Dealers are organizations that buy or sell securities of their own port-folio and then deal those securities to customers who are looking to buy them.

Broker-dealers are organizations that do a combination of both of these services. They perform pretty much all the middle-man functions of providing securities services to corporations and individuals alike, and they’ve all but eliminated the need for organizations that specialize in either broker or dealer services.

A special type of broker, called a discount broker, performs similar functions as broker-dealers, except that they only perform the transactions, while broker-dealers often provide assistance by offering advice, analysis, and other services that can help their customers make investment decisions. Discount brokers don’t perform these additional services.

Underwriters

A special type of insurance company, called underwriters, deals only with other insurance companies. They analyze applications for insurance, determine the degree of risk and associated costs with issuing insurance, and determine eligibility and price. Some insurance companies have their own internal underwriting departments, while others outsource to external companies that specialize in just underwriting.

Banking underwriters are slightly different in that they assess the risk and potential of loan applicants to pay back their loans. They assist banks in determining what interest rate to charge and whether applicants are even eligible for a loan.

Securities underwriters assess the value of a particular organization or other asset for which securities are being issued. In other words, if a company wanted to become a corporation, one step in that process would be to determine the value of the company, the number of shares to issue, and the amount of money the company is liable to raise and to help with the distribution and sale of the original shares of stock to raise money for the company to become a corporation.

Funds

During the early days of the Christian church and then again in the U.S. in the 1960s, groups often pooled all their assets together and allowed them to be managed for the good of the group. Funds