Financing Decisions and Market Efficiency (Ch. 13)

 

BACKGROUND

·        So far we have focused on the investment decision.  To simplify, we fixed the financing decision (at 100% equity financing) and talked about how the investment decision should be made.

·        Now it’s time to start looking at financing decisions:

o       Dividend decision (how much you pay out as dividends versus how much you reinvest determines how much new external financing you will need to do)

o       Capital structure decision: how should a project or a firm be financed? How much of the firm’s capital should be debt and how much equity? 

·        Initially, we’ll fix the investment decision, and focus just on financing decisions; i.e.,  we look at financing decisions separately by themselves.  Later, we’ll look at the interaction between them, e.g., how the financing decision affects a project’s NPV and therefore influences the investment decision. For now:

o       A project has already been selected.

o       We have to decide what capital structure to adopt, and what dividend policy to follow

·        The key question right now is: do financing decisions matter?

o       Do they affect the value of a project or the value of a firm?

o       If so, how do we determine the optimal dividend policy or the optimal capital structure?

·        Financing decisions ultimately represent transactions the firm makes in capital markets (e.g. issuing securities or repurchasing securities).  Before we turn to the specifics of financing decisions, we need to understand how capital markets work.  So we look at the Efficient Market Hypothesis (EMH), which summarizes the essential nature of capital markets.

 

EFFICIENT MARKET HYPOTHESIS: THE BASIC IDEA

·        The starting point for EMH was the observed fact that prices follow a random walk

o       Successive price changes (or returns) are independent or uncorrelated

o       No systematic tendency for price increases to be followed by price increases (positive correlation) or price increases to be followed by decreases (negative correlation)

o       Today’s price change is independent of past price changes; cannot predict future prices by analyzing past prices

·        More precisely, stock prices follow a random walk with drift.  Prices systematically move up over time, since expected returns are positive.  But on a given day we cannot predict whether the actual return will be higher than expected or lower than expected.  Deviations of actual return from expected return are random.  (Long-term price trend is positive; deviations from the trend are random)

·        Why should prices follow a random walk?  2 ways to think about it:

o       If future prices were predictable, investors could make easy profits.  If prices were expected to increase tomorrow, investors would rush to buy today.  This would increase the price to the correct level today.  

=> As investors trade to exploit them, the superior profits disappear.  Price changes are no longer predictable once today’s price has adjusted.

o       Prices reflect information.  Prices change only when there is new information.  New information, by definition, is randomly positive or negative (e.g., when a company announces quarterly earnings, there’s a 50% chance that actual earnings will be higher than the market expects, and a 50% chance they will be lower).  So the price changes in response to new information are randomly positive or negative.

=> price changes are random/unpredictable because new information is random/unpredictable

·        Bottom line: cannot use information about past prices to predict future returns

·        What holds true for information about past prices should also be true for other information available to investors => no matter what information an investor uses, he should not be able to predict future returns, and actual returns should be randomly higher or lower than expected.  

 

EMH – FORMAL DEFINITION

·        A market is efficient if today’s prices fully reflect all available information

·        We define three forms of market efficiency, corresponding to how much information is properly reflected in prices:

o       Market is weak-form efficient if today’s prices fully reflect information about past prices (and trading volume)

o       Market is semi-strong-form efficient if today’s prices fully reflect all publicly available information (including info about past prices, but excluding inside info)

o       Market is strong-form efficient if today’s prices fully reflect all information (both public and inside info)

·        Based on above discussion, we expect markets to be semi-strong-form efficient.  All the information available to investors should be properly reflected in the price and therefore useless for predicting future prices.

 

EMH – THE EVIDENCE

·        There have been literally thousands of studies.  Not an academic issue.  If you find markets are inefficient, have found a rule to make money (lots of it).

·        Preponderance of the evidence:

Cannot predict future prices using info about past prices (e.g. correlation between successive returns is 0)

Cannot predict future prices using other public info (e.g. event study of takeover announcements; we'll discuss this in detail right after we summarize all the evidence)

Can predict future prices only by using inside info

=> markets seem to semi-strong form efficient

·        There are anomalies too, studies that seem to find rules for predicting future prices using public information.  But:

They represent a very small proportion of the studies that have been conducted.  99% of the time, we find markets seem to be semi-strong form efficient; less than 1% of the time we seem to find they are not

Not very clear what to make to make of anomalies

The results could arise just by random chance

·        Stock prices have had some specific random pattern in the past

·        If you look at a thousand different predictive variables, by random chance some will generate predictions that fit the pattern that stock prices actually had

·        But if it’s just a coincidence, the same predictive variables won’t work again

·        Don’t have a sufficient number of formal studies yet, but it seems the anomalies that worked in the past don’t work again in the future

   

EVENT STUDY OF TAKEOVER ANNOUNCEMENTS 

Event Study Procedure:

1) Take a large number of firms which had the event (i.e., where the company was the target of a a takeover attempt)

2) Compute average abnormal return (AR) for the announcement day and 20 days before and after

·        Recall from Chs. 7-8 that AR = actual return – Ex post E(R)

·        Actual return = Ex ante E(R) + impact of economy-wide news + impact of firm-specific news

·        Ex post E(R) = Ex ante E(R) + impact of economy-wide news

·        So AR isolates the impact of firm-specific news

·        Average AR on the announcement day represents the average effect of the firm-specific news we started with: a firm becoming a takeover target

3) Plot the cumulative value of average abnormal return (CAR) from 20 days before announcement to 20 days after

 

·        In takeovers, acquiring firms pay large premiums over the existing market price (20-30% or more)

·        So the announcements are clearly good news for the target firm’s stock.

·        When we conduct an event study as a test of market efficiency, our main focus is on the speed and efficiency of the market’s reaction to this good news.

·        If markets are efficient, the market’s reaction should have the following shape:

o       Average AR on the announcement day should be positive (since there is good news); so CAR should increase

o       Average AR before and after the announcement day should be zero (since the firm-specific news of different firms should be randomly positive or negative); so CAR should stay unchanged

o       The CAR should plot as a step function: horizontal at zero till the announcement, a single sharp increase on the announcement day, and then horizontal again at the new level

o       The key issue is that there should be no predictable increase or decrease in the CAR after the announcement day.  Once the takeover attempt has been announced and become public information, you should not be able to consistently earn positive abnormal returns by either buying or short-selling these stocks.  Information that a takeover is in progress should not allow you to predict future returns.

·        As we see from fig. 13.5 on p 354 of the book, the actual results pretty much conform to this (except for some leakage before the announcement due to insider trading)

o       The only people who can profit from the announcements are insiders trading before the announcement

o       If you buy right after the announcement (at the closing price that day, or the next day) you are already too late.  The market price reacts immediately, reaches the correct level and then just fluctuates randomly around that value.  There is no further systematic movement, either up or down.  On average, the market doesn’t under-react initially (and keep moving up) or over-react initially (and drift back down)

EMH – KEY IMPLICATION

·        Securities are correctly priced:

o       Price is indeed PV of future cashflows

o       Buying securities is a zero NPV investment

o       When you buy securities, E(R) = required return

·        Literal interpretation of market efficiency: all securities are always correctly priced

·        More pragmatic interpretation:

o       At any point in time, there are some under-priced securities and some over-priced ones

o       There may even be points in time when the market as a whole (or a specific sector like tech stocks) is too high or too low

o       However, there are no predictable rules to determine in advance which stocks are under-priced, or when the market is too high or too low

               => even though mis-pricing exists, there are no reliable rules which can be used to exploit mis-pricing.

 

IMPLICATIONS OF EMH FOR FINANCING DECISIONS: THE 6 LESSONS

·        Markets have no memory:

o       Doesn’t make sense to say, issue shares after price goes up, and hold back after price falls.

o       That assumes that after an increase, the price is expected to fall, and vice versa.  In an efficient market such predictable patterns don't exist.

o       Inside info is a separate issue though.

·        Trust market prices:

o       Don’t expect to make money for your company by “beating the market”

o       It doesn’t matter how smart you are, or how well you understand a given market; you still can’t systematically beat the market’s prediction for how interest rates or exchange rates or oil prices will change

·         Read the entrails:

o       use the information contained in market prices

o       e.g., what today’s price of gold or oil tells you about the PV of future gold production or oil production

o       or what today’s long-term interest rates tell you about how short term rates are expected to change

·        There are no financial illusions:

o       Don’t expect to increase your stock price by fooling the market; the market is not easily fooled

o       e.g. stock splits.  By increasing the number of shares each stockholder holds, you don’t do anything to increase stockholder wealth.  In and of themselves, stock splits don’t increase the stock price.

o       Stock prices do go up when companies announce splits, but that’s because explicitly or implicitly, firms promise to increase future dividends.  You are simultaneously announcing a stock split and a future increase in dividends.  The market reacts positively to the dividend news, not the split.

·        Investors will not pay extra for a firm to do what they can do themselves:

o       e.g. companies sometimes justify mergers by saying combining the two firms will produce a more diversified firm with stable earnings

o       That’s true, and it’s also true that investors want diversification

o       But that’s still not going to make the value of the merged firm any higher than the combined value they had before

o       Investors can diversify themselves by holding shares in both companies; for the firms to diversify by merging gives investors no extra benefit

o       Many issues in corporate finance can be clarified by asking whether investors can achieve for themselves what the firm is proposing to do for them by taking a given decision

o       e.g. issuing debt creates financial leverage and makes a firm’s stock more risky.  But s/h can borrow on their own accounts and create the same effect of making their investment in the firm’s stock riskier (by buying on margin).  So even s/h who are looking for riskier stocks won’t pay more for a firm which has higher leverage. 

·         Seen one stock, seen them all:

o       all stocks are zero NPV investments, offering a fair return for the risk you take

o       to construct a diversified portfolio, it doesn’t make very much difference which specific set of 30 or 40 stocks you pick

o       investors don’t have much reason to care whether they hold a specific stock or not; they just want a well-diversified portfolio of a given risk

o       investors will regard different stocks as close substitutes.  Demand curves for stocks are pretty close to horizontal.

o       Unless the market concludes you have some inside info, large quantities of stock can be sold by offering very small discounts  

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