Financial Management-I Lecture 21, Spring Semester 2021

Section 1
STOCKS AND THEIR VALUATION
In Chapter 7, we examined bonds and their valuation. We now turn to stocks,
both common and preferred. Because the cash flows provided by bonds are set
by contract, it is generally easy to predict their cash flows.
Preferred stock dividends are also set by contract, which makes them similar to
bonds, and they are valued in much the same way.
However, common stock dividends are not contractual—they depend on the
firm’s earnings, which in turn depend on many random factors, making their
valuation more difficult.
Two fairly straightforward models are used to estimate stocks’ intrinsic (or
“true”) values:
(1) the discounted dividend model and
(2) the corporate valuation model
A stock should, of course, be bought if its price is less than its estimated
intrinsic value and sold if its price exceeds its intrinsic value.
By the time you finish this chapter, you should be able to do the following:
● Discuss the legal rights of stockholders.
● Explain the distinction between a stock’s price and its intrinsic value.
● Identify the two models that can be used to estimate a stock’s intrinsic value:
the discounted dividend model and the corporate valuation model.
● List the key characteristics of preferred stock, and describe how to estimate
the value of preferred stock.
Stock valuation is interesting in its own right, but you also need to understand
valuation when estimating a firm’s cost of capital for use in its capital budgeting
analysis, which is probably a firm’s most important task.
LEGAL RIGHTS AND PRIVILEGES OF COMMON STOCKHOLDERS
A corporation’s common stockholders are the owners of the corporation, and as
such, they have certain rights and privileges, as discussed in this section.
CONTROL OF THE FIRM
Financial Management-I Lecture 21, Spring Semester 2021

A firm’s common stockholders have the right to elect its directors, who in turn
elect the officers who manage the business. In a small firm, usually the major
stockholder is also the president and chair of the board of directors. In large,
publicly owned firms, the managers typically have some stock, but their
personal holdings are generally insufficient to give them voting control. Thus,
the managements of most publicly owned firms can be removed by the
stockholders if the management team is not effective.
State and federal laws stipulate how stockholder control is to be exercised. First,
corporations must hold elections of directors periodically, usually once a year,
with the vote taken at the annual meeting. Typically, each share of stock has one
vote; thus, the owner of 1,000 shares has 1,000 votes for each director.
Stockholders can appear at the annual meeting and vote in person, but they
more often transfer their right to vote to another person by means of a proxy.
Management always solicits stockholders’ proxies and usually receives them.
However, if performance is poor and stockholders are dissatisfied, an outside
group may solicit the proxies in an effort to overthrow management and take
control of the business. This is known as a proxy fight.
In other cases, another corporation may attempt to take the firm over by
purchasing a majority of the outstanding stock. These actions are called
takeovers. Some well-known examples of takeover battles in past years include
KKR’s acquisition of RJR Nabisco, Chevron’s acquisition of Gulf Oil, and the
QVC/Viacom fight to take over Paramount.
THE PREEMPTIVE RIGHT
Common stockholders often have the right, called the preemptive right, to
purchase on a pro rata basis any additional shares sold by the firm. In some
states, the preemptive right is automatically included in every corporate charter;
in other states, it must be specifically inserted into the charter.
The purpose of the preemptive right is twofold.
First, it prevents the management of a corporation from issuing a large number
of additional shares and purchasing those shares itself. Management could use
this tactic to seize control of the corporation and frustrate the will of the current
stockholders.
The second, and far more important, reason for the preemptive right is to protect
stockholders from a dilution of value.
For example, suppose 1,000 shares of common stock, each with a price of $100,
were outstanding, making the total market value of the firm $100,000. If an
Financial Management-I Lecture 21, Spring Semester 2021

additional 1,000 shares were sold at $50 a share, or for $50,000, this would raise
the firm’s total market value to $150,000. When the new total market value is
divided by the 2,000 total shares now outstanding, a value of $75 a share is
obtained. The old stockholders would thus lose $25 per share, and the new
stockholders would have an instant profit of $25 per share.
Thus, selling common stock at a price below the market value would dilute a
firm’s price and transfer wealth from its present stockholders to those who were
allowed to purchase the new shares. The preemptive right prevents this.
Types of Common Stock
Although most firms have only one type of common stock, in some instances,
classified stock is used to meet special needs. Generally, when special
classifications are used, one type is designated Class A, another Class B, and so
forth. Small, new companies seeking funds from outside sources frequently use
different types of common stock. For example, when Google went public, it
sold Class A stock to the public while its Class B stock was retained by the
company’s insiders. The key difference is that the Class B stock has 10 votes
per share while the Class A stock has 1 vote per share. Google’s Class B shares
are predominantly held by the company’s two founders and its current CEO.
Taking things a step further, when Snap went public in 2017, its newly issued
shares had zero voting rights. More broadly, Jay Ritter, an expert on IPOs at the
University of Florida, has estimated that 19% of the tech companies that went
public between 2012 and 2016, issued multiple classes of stock.
The use of classified stock enables the company’s founders to maintain control
over the company without having to own a majority of the common stock. For
this reason, Class B stock of this type is sometimes called founders’ shares.
Because dual-class share structures of this type give special voting privileges to
key insiders, these structures are sometimes criticized because they may enable
insiders to make decisions that are counter to the interests of the majority of
stockholders.
Stock Price versus Intrinsic Value
We saw in Chapter 1 that a manager should seek to maximize the value of his or
her firm’s stock. In that chapter, we also emphasized the difference between
stock price and intrinsic value. The stock price is simply the current market
price, and it is easily observed for publicly traded companies. By contrast,
intrinsic value, which represents the “true” value of the company’s stock,
cannot be directly observed and must instead be estimated. Figure 9.1 illustrates
once again the connection between stock price and intrinsic value.
Financial Management-I Lecture 21, Spring Semester 2021

As the figure suggests, market equilibrium occurs when the stock’s price equals
its intrinsic value. If the stock market is reasonably efficient, gaps between the
stock price and intrinsic value should not be very large, and they should not
persist for very long. However, in some cases, an individual company’s stock
may trade for an extended period of time at a price much higher or lower than
its intrinsic value.

WHY DO INVESTORS AND COMPANIES CARE ABOUT INTRINSIC

VALUE?
The remainder of this chapter focuses primarily on different approaches for
estimating a stock’s intrinsic value. Before these approaches are described, it is
worth asking why it is important for investors and companies to understand how
to calculate intrinsic value.
When investing in common stocks, one’s goal is to purchase stocks that are
undervalued (i.e., the price is below the stock’s intrinsic value) and avoid stocks
that are overvalued. Consequently, Wall Street analysts, institutional investors
who control mutual funds and pension funds, and many individual investors are
interested in finding reliable models that help predict a stock’s intrinsic value.
Investors obviously care about intrinsic value, but managers also need to
understand how intrinsic value is estimated. First, managers need to know how
alternative actions are likely to affect stock prices; the models of intrinsic value
that we cover help demonstrate the connection between managerial decisions
and firm value. Second, managers should consider whether their stock is
significantly undervalued or overvalued before making certain decisions. For
Financial Management-I Lecture 21, Spring Semester 2021

example, firms should consider carefully the decision to issue new shares if they
believe their stock is undervalued; an estimate of their stock’s intrinsic value is
the key to such decisions.
Two basic models are used to estimate intrinsic values: the discounted dividend
model and the corporate valuation model. The dividend model focuses on
dividends, while the corporate model goes beyond dividends and focuses on
sales, costs, and free cash flows.
The Discounted Dividend Model
The value of a share of common stock depends on the cash flows it is expected
to provide, and those flows consist of two elements:
(1) the dividends the investor receives each year while he or she holds the stock
and
(2) the price received when the stock is sold. The final price includes the
original price paid plus an expected capital gain.
Keep in mind that there are many different investors in the market and thus
many different sets of expectations. Therefore, investors will have different
opinions about a stock’s true intrinsic value and thus its proper price.
The analysis as performed by the marginal investor, whose actions actually
determine the equilibrium stock price, is critical, but every investor, marginal or
not, implicitly goes through the same type of analysis.
Financial Management-I Lecture 21, Spring Semester 2021
Financial Management-I Lecture 21, Spring Semester 2021
Financial Management-I Lecture 21, Spring Semester 2021

All active investors hope to achieve better-than-average returns—they hope to

identify stocks whose intrinsic values exceed their current prices and whose
expected returns (expected by this investor) exceed their required rates of
return. Note, though, that about half of all investors are likely to be
disappointed. A good understanding of the points made in this chapter can help
you avoid being disappointed.
EXPECTED DIVIDENDS AS THE BASIS FOR STOCK
VALUES
In our discussion of bonds, we used Equation 7.1 to find the value of a bond; the
equation is the present value of interest payments over the bond’s life plus the
present value of its maturity (or par) value:

Stock prices are likewise determined as the present value of a stream of cash
flows, and the basic stock valuation equation is similar to the one for bonds.
What are the cash flows that a corporation will provide to its stockholders?
To answer that question, think of yourself as an investor who purchases the
stock of a company that is expected to exist indefinitely (e.g., GE). You intend
to hold it (in your family) forever. In this case, all you (and your heirs) will
receive is a stream of dividends, and the value of the stock today can be
calculated as the present value of an infinite stream of dividends:

What about the more typical case, where you expect to hold the stock for a
finite period and then sell it—what will be the value of ^Poin this case?
Unless the company is likely to be liquidated or sold and thus disappears, the
value of the stock is again determined by Equation 9.1.
To see this, recognize that for any individual investor, the expected cash flows
consist of expected dividends plus the expected sale price of the stock.
Financial Management-I Lecture 21, Spring Semester 2021

However, the sale price to the current investor depends on the dividends some
future investor expects, and that investor’s expected sale price is also dependent
on some future dividends, and so forth.
Therefore, for all present and future investors in total, expected cash flows must
be based on expected future dividends. Put another way, unless a firm is
liquidated or sold to another concern, the cash flows it provides to its
stockholders will consist only of a stream of dividends.
Therefore, the value of a share of stock must be established as the present value
of the stock’s expected dividend stream.
Constant Growth Stocks
Equation 9.1 is a generalized stock valuation model in the sense that the time
pattern of Dt can be anything: Dt can be rising, falling, or fluctuating randomly,
or it can be zero for several years.
Equation 9.1 can be applied in any of these situations, and with a computer
spreadsheet, we can easily use the equation to find a stock’s intrinsic value—
provided we have an estimate of the future dividends.
However, it is not easy to obtain accurate estimates of future dividends. Still, for
many companies it is reasonable to predict that dividends will grow at a
constant rate. In this case, Equation 9.1 may be rewritten as follows:

The last term of Equation 9.2 is the constant growth, or Gordon, model, named
after Myron J. Gordon, who did much to develop and popularize it.
The term rs in Equation 9.2 is the required rate of return, which is a riskless rate
plus a risk premium. However, we know that if the stock is in equilibrium, the
required rate of return must equal the expected rate of return, which is the
expected dividend yield plus an expected capital gains yield.
So we can solve Equation 9.2 for r s, but now using the hat to indicate that we
are dealing with an expected rate of return:
Financial Management-I Lecture 21, Spring Semester 2021

CLASS EXAMPLE 1

Firm A is expected to pay a dividend of $1.00 at the end of the year. The
required rate of return is r s = 11%. Other things held constant, what would
the stock’s price be if the growth rate was 5%?

D1 = $1; g = 5%; rs = 11%

CLASS EXAMPLE 2

If D1 = $2.00, g = 6%, and P0 = $40.00, what are the stock’s expected

dividend yield, capital gains yield, and total expected return for the coming
year?

Expected price = P1 = P0(1 + g) = 40(1 + 0.06) = $42.4

Expected return = r^ s = Dividend yield + Capital Gains Yield

=
= 2/40 + (42.4 – 40)/40
= 5% + 6%
= 11%

CLASS EXAMPLE 3
Financial Management-I Lecture 21, Spring Semester 2021

A company recently paid a dividend of $2 and is expected to grow at a

constant rate of 6%. The beta of its stock is 1.2. Currently, the risk-free
rate is 7% and return on the market is 12%.
a) Calculate the required rate of return, r s, of the stock.
b) Find the expected dividend stream for the next 4 years.
c) What is the stock’s intrinsic value?
d) What is the stock’s expected value, one year from now?
e) Find expected dividend yield, capital gains yield, and total return
during first year.
f) What would the expected price today be, if g = 0?

a) rs = rRF + (rM – rRF)b

= 7% + (12% – 7%)1.2
= 13%.

b) D1 = D0(1 + g) = 2(1 + 0.06) = $2.12

D2 = D1(1 + g) = 2.12(1 + 0.06) = $2.2472
D3 = D2(1 + g) = 2.2472(1 + 0.06) = $2.382
D4 = D3(1 + g) = 2.382(1 + 0.06) = $2.525

c) $30.285

d) P1 = P0(1 + g) = 30.285(1 + 0.06) = $32.102

e) Dividend yield = D1/P0 = 2.12/30.285 = 0.07 = 7%

Capital Gains Yield = (P1 – P0)/P0 = (32.012 – 30.285)/30.285 = 0.06 = 6%

Total Expected Return = 7% + 6% = 13%

Financial Management-I Lecture 21, Spring Semester 2021

f) If g = 0,

$15.38

CLASS EXAMPLE 4

Harrison Clothiers’ stock currently sells for $20.00 a share. It just paid a
dividend of $1.00 a share. The dividend is expected to grow at a constant
rate of 6% a year. What stock price is expected 1 year from now? What is
the required rate of return?

P0 = $20; D0 = $1.00; g = 6%

P^ 1
= P0(1 + g) = $20(1.06) = $21.20.

D1
= P0 +g

$1.00 (1.06)
= $20 + 0.06
$1.06
= $20 + 0.06 = 11.30%. rs = 11.30%.

CLASS EXAMPLE 5

Firm B has a 12% ROE. Other things held constant, what would its
expected growth rate be if it paid out 25% of its earnings as dividends?
Financial Management-I Lecture 21, Spring Semester 2021

g = (1 – d)*ROE
g = (1 – 0.25)*12%
g = 9%

CLASS EXAMPLE 6

Fletcher Company’s current stock price is $36.00, its last dividend was
$2.40, and its required rate of return is 12%. If dividends are expected to
grow at a constant rate, g, in the future and if r s is expected to remain at
12%, what is Fletcher’s expected stock price 5 years from now?

To find the price 5 years from now,

Therefore, the firm’s expected stock price 5 years from now is $45.95.