A Corporate Finance Primer
Corporate finance can be complicated. It deals with using financial tools to increase the corporate value of the company and decrease any risks associated with the company, such as credit, liquidity, and operational risks. Credit risk refers to the risk of a borrower not paying back debt. Liquidity is the ability to change an asset into cash. The quicker the asset can be converted into cash, the more liquid it is. The risk involved with liquidity is the risk that a given asset cannot be converted into cash fast enough to bring a profit, or prevent a loss. Operational risk deals with the risk inherent in a company’s operations. This is a bit broader than the other types of risk. Operational risk includes fraud and other illegal practices.
When a public company makes a profit, they distribute dividends to their shareholder. Shareholders are investors in the company. Dividends are simply the portion of the company’s profit that is paid out to the shareholders of that company’s stock. Dividends can take a variety of forms including cash payments, stock dividends (additional shares of stock), or property dividends. Property dividends can be assets such as securities, as well as products and services. In the past, they have even involved acreage of land. Sometimes a company will re-invest the dividends in itself. This is what makes up part of the retained earnings of the company.
Occasionally, an individual or a company will want to buy another company. There are different ways to accomplish this. One way is an acquisition. The acquisition, also known as a takeover or buyout, involves the purchaser of the company buying the target company. Two types of this are MBO (Management Buyout) and MBI (Management Buy-In). MBOs occur when the management already in the company acquires a large part, or all, of the company. The opposite of this is the MBI, which happens when n individual or group of individuals from outside the company buys the company and instills themselves as the new management of the purchased company.
Another form of acquisition is known as consolidation, or the merger. A merger occurs when two similar sized companies join together to form a completely new company. A friendly merger is one in which both companies are negotiating the terms of the merger. In contrast, a hostile merger is one in which one company does not wish to join another, or the board of the company does not know prior to the offer about the merger.
