Class 6 - Choice of financing Flashcards

1
Q

What is M&M’s theory on optimal capital structure

A
The capital structure has no impact on the value of  the firm
Assumptions
Perfect information
No taxes
No transaction fees

paper published saying the capital structure has no value : we cant create value with the capital structure
obviously cest pas realiste comme assumptions

what is interesting cest que sil y a des taxes, la il y a un impact : si cest taxes deductible ca a un impact
The capital structure only serves to redirect cash flows to the various capital providers of the firm
however sil y a des taxes, cest plus avantageux detre avec de la dette pcq ca va etre déductible dimpot

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2
Q

What is Myer’s theory : oecking order

A

The pecking order theory :
Firms will prefer to use their internal sources of capital first before drawing on external sources
“Pecking order” theory
pecking order
tres realiste : les gens sont reticents a se diluer. they prefer to keep the ownership of their company
This phenomenon of “pecking order” would be more pronounced for SMEs

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3
Q

What is Jensen & Meckling theory : théorie de lagence

A

The agency theory
The firm must take into account conflicts
Between shareholders and managers
Between lenders and shareholders

agency theory : the firm as to take into account the different conflict : managers vs owners of the company.

even if they were transparent about what they do, we would need someone that know evreything of the sector
vc funds solve this issue by getting access to all information they can get to reduce the information gap to nothing, one way of reducing the agency costs.
another way is to involve themselves
they give themselves rights to interven in the company in which they invest
as they progress in the company, they will create informaiton and create informaiton about the technology. when they reach a certain level of information, they go to the stock market because they want the investors to assess the commercial success and potential

Agency conflicts impose an “agency cost” on the firm
for example, in the cost of debt, which reduces the positive impact of the leverage ; the agency theory discribes a conflict that creates agency cost.
cost of debt has cost created by the moral hazard : if theres self interest of management, debt lenders will put higher rates to cover the agency costs. if a company has a higher moral hazard, cost of debt will be higher

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4
Q

What is Berger and Udell’s theory : stages of the firm

A

The optimal capital structure varies according to the stages of development of the firm (age, size and transparency of the firm)
The more a firm ages, grows, and becomes more transparent, the more attractive its sources of capital become

the more a firm ages, the more its transparent and it become attractve for sources of capital.
capital markets are more attractive than vc funds because less expensive
so a firm that ages should have access to this source of capital and will grow and have better access to capital market : not every company has access to capital markets you have to grow in order to attain it. it also has to be transparent (publish reports, resuls etc) they have to disclose the nature of the activities to go to the capital market

vc funds invest with the intent to resell the company later on.
the better way to maximimze the value of the firm is by going to the stock market
the older the company, the better

SMEs must rely on internal sources of capital, accept a higher cost of funds, and finance themselves in the short term

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5
Q

What is Gregory, Rutherford, Oswald, Gardiner’ study’s response to Berger and Udell’s theory

A

younger firms have ebtter access to the capital markets than older firm
this is explained by the fact that younger firms represent better growth potential. public makrets look at companies in terms of growth potential. they want high returns and high growth

for an older large company going to market, it is less attractive to investors than a younger large company going to market because theres less growth potential so youger firms are more likely to use public markets, which invalidates burgers results.

example : st-hubert : has been around for a very long time (50 years) the company as demonstrated that over the course of the 50 years she already attained the maximum size. but if a company attain a big size after 5 years, theres more growth potential. it has to do with growth potential

“An Empirical Investigation of the Growth Cycle Theory of Small Firm Financing”
Younger firms are more likely to use public capital markets for financing than older firms
The results invalidate Berger and Udell’s theory on the relationship between the age of the firm and its access to the capital market
aspect of the burger theory as been studied by gregory ruthford
it quesitons the fact that as the firm becomes older and transparent, does it have better sources of capital. it tests the growth cycle model. the results partially support the growth cycle model. it says that the larger size the companies do tend to use public equity funds
as firm size grows, we should have better sources of capital
the study tests the relationship between firm age, growth and transparency.

the results werent totally in line with the theroy

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6
Q

What are Gazelles

A

“Gazelles” attract VCs and investors in the stock markets
They are more likely to go public and raise capital to finance their growth

gazelle : attain big size in a short period of time (ex : IT companies).
gazelle : speed of growth

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7
Q

What are some main sources of financing

A
Founders’ capital
Angels
Venture capital
Bank loans
Internal cash flows
Mezzanine funds
Capital markets - equity
Capital markets - debt
Private equity
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8
Q

What are some problems of start up financing and their source of funding

A

a typical problem of innovative companies is that there are start ups so a lot of uncertainty relative to the futur of the company
at that point in time, founders capital is typically the only source of capital and are very limited in amount

when a comapny grows and establishes itself, they attract angels investors
they are typically those who have been successful in companies and have a lot of net worth. they invest with the motivation that they have been successful and theyll be able to identify successfull companies

angels : Limited availability and variable depending on geographic markets
Subject to the economic situation
Many called, few chosen

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9
Q

What is the source of funding of innovative compagnies

A

when the company has reach a few investors, it becomes officially a company and starts attracting venture capital, it becomes an innovative company

venture capital : Expensive (40% - 75% and more)
More complicated (complex contractual relationships)
More “invasive” (investor activism)
But often unavoidable

vc will be invasive in the company.
vc is for may of the companies at that stage are the only source of management

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10
Q

What is the source of funding of SME

A

Internal cash flows : Often non-existent, or
Often insufficient

  1. use of bank loans : Banks do not lend to companies that do not have
    tangible assets, or
    relatively stable and predictable cash flow
    Bank debt being short-term constitutes a significant risk of bankruptcy for the company
    Bank debt is more expensive for SMEs
  2. capital markets - equity : Variable appetite for “small caps” depending on the state of the market
    High “governance” requirements
    Strong competition on the stock market
    as it grows, attain a size and attracts outside shareholders
    the larger the company, the more access it has to equity market

to go to the equity market, you have to have a certain goernance stnadards : transparance, board of governance

  1. mazzanine funds : Debt + warrants (call options)
    Requires increasing cash flow and an “out”
    its available for companies already profitable that would need to acquire another company. not large anough to be on the equity market.

debt financing + upside of the company

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11
Q

What is the source of funding of large caps

A
  1. Capital markets - debt
    Reserved for large companies… and governments
    smaller compagny can have access but there not investment grade
  2. Private Equity
    Only intended for companies that can sustain significant financial leverage and access to the stock market
    they want to buy out public comany, restructuer them and make them public again
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12
Q

What is the need for adequacy

A

there needs to be an addequacy between the type of financing you choose for a specific project

Shareholder / promoter preferences
Sources / types of funds

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13
Q

What is a typical project that is of interest for venture capital

A
R&D
Investments in intangible assets
Negative cash flow for a few years
High technological risk
High business risk
Risk of “Hold-Up” on the part of entrepreneurs
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14
Q

What are the Shareholder / promoter preferences

A

Desire to maximize the effect of operational leverage through innovation
Willingness to maximize financial leverage
Willingness to maximize participation in value creation by minimizing ownership dilution

they want to benefit from the operationnal leverage that the company represents. they want to maximie the financial leveral (can be offered by the public euiqyt makrets : PE buys out and then put back on market where its cheaper so so they benefit from the financial leverage of the public equity makret)

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15
Q

What are some Constraints of shareholders / promoters

A

Impossibility of diversifying technological risk
Little or no choice in funding sources
when a founder finances its company through VC, they have little choice of sources of capital : theres only VC for funding
they are forced to concentrate on core business and they cant diversify their comapny

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16
Q

What are some VC Preferences

A

Research of new technologies
which are aimed at large markets
which can be developed by a small company
they prefer companies that adress large markets
Look for entrepreneurs who want to maximize the value of their business …
… not people who want to own a …
« lifestyle business »
they want high growth poential : veulent pas genre un fleuriste qui va chiller
Look for companies with high potential for rapid growth « time to market »
Minimization of the length of the investment cycle

prefer early exit Through an IPO or a sale

they want Control exercised by VC : Minimizing agency cost

VC do not value business diversification
(« focus, focus, focus ») : they want the company to focus on their core business.
the entrepreneurs might want to diversfy but the vc wont let them diversify.

17
Q

What is the Impact of VC on economic development

A

Economic growth is due to technological innovation
VC plays a key role in financing innovation : they can represent the only source of financing

there are sme lareg companies that finance smaller compangies in their industry : they are seeding technologies to then consolidate with them
they prefer doing that than funding an RD segment within the business pcq peuvent trouver dautres entreprneurs

Capital formation
Allows pension funds and university foundations to invest in high-growth companies : allows those investors to have access to VC type investments pcq les fonds de pension peuvent pas trouver des entreprises delle meme fac elles prennet des vc funds

Capital allocation
Provides the liquidity needed to finance innovation
Chooses projects with the best potential
Impose discipline or governance on business management

18
Q

Why is the gov. interested in VC

A

they were interest in vc ever since itcame into activity pcq ca finance linnvoation

les entreprises qui avaient du vc funding avait une profit margin plus élevé et sont plus productive en terme de sales/employee
so vc finance compagnies that are more successfull

their role : Encouraging funding for innovation
Encouraging the formation of venture capital
Creating and maintaining “institutions”
gov will want to create an environment that is favorable for vc investment to grow compagnies

19
Q

Myth or reality? VCs create value

A

they create value by their involvment
sometimes its refer

VC stands out… : smart money : they invest based on knowledge

Do VCs have the “Midas Touch” in investment?
“… do they change everything they touch into gold?”
do they create gold ? pas forcément pcq les compagnies en soient sont bonnes. they have high return because they took high risk

Some VCs are better than others : some vcs attract better vc fund managers and hence they have an advantage over other vc funds

they have expertise : They know innovationVCs…
are experts in technology development
Choose the best projects
based on knoledge of innovation
they should be able to chose the best projects

They inspire innovation : VCs …
Recruit the best entrepreneurs
Put in place the best incentive programs
Give access to their network of contacts
they will act as mentors and place a lot of emphasis on the ppl

they command high yields because (40 % - 75 %)…
because they contribute more than capital, they contribute knowledge and menthorship

20
Q

Myth or reality ? VC is essential to economic development through its role in technological innovation

A

if it was not for vc, we would have to count on bigger companiges to create RD and thus economic development

fact : Innovation causes economic growth and wealth creation
gov roles : Government policies to fund innovation gov has to be catalyst for the vc funds

The social role of VC : They fund what no one else would fund…