Paper P4. Advanced Financial Management. Tuesday 4 June Professional Level Options Module. The Association of Chartered Certified Accountants

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1 Profssional Lvl Options Modul Advancd Financial Managmnt Tusday 4 Jun 2013 Tim allowd Rading and planning: Writing: 15 minuts 3 hours This papr is dividd into two sctions: Sction A This ONE qustion is compulsory and MUST b attmptd Sction B TWO qustions ONLY to b attmptd Formula and tabls ar on pags Do NOT opn this papr until instructd by th suprvisor. During rading and planning tim only th qustion papr may b annotatd. You must NOT writ in your answr booklt until instructd by th suprvisor. This qustion papr must not b rmovd from th xamination hall. Papr P4 Th Association of Chartrd Crtifid Accountants

2 Sction A This ONE qustion is compulsory and MUST b attmptd 1 Mlima Co is a privat company involvd in aluminium mining. About ight yars ago, th company was bought out by its managmnt and mploys through a lvragd buyout (LBO). Du to high mtal prics worldwid, th company has bn growing succssfully sinc th LBO. Howvr, bcaus th company has significant dbt borrowings with strict rstrictiv covnants and high intrst lvls, it has had to rjct a numbr of profitabl projcts. Th company has currntly two bonds in issu, as follows: A 16% scurd bond with a nominal valu of $80m, which is rdmabl at par in fiv yars. An arly rdmption option is availabl on this bond, giving Mlima Co th option to rdm th bond at par immdiatly if it wants to; and A 13% unscurd bond with a nominal valu of $40m, which is rdmabl at par in tn yars. Mlima Co s Board of Dirctors (BoD) has bn xploring th ida of rdming both bonds to provid it with mor flxibility whn making futur invstmnt dcisions. To do so, th BoD has dcidd to considr a public listing of th company on a major stock xchang. It is intndd that a total of 100 million shars will b issud in th nwly-listd company. From th total shars, 20% will b sold to th public, 10% will b offrd to th holdrs of th unscurd bond in xchang for rdming th bond through an quity-for-dbt swap, and th rmaining 70% of th quity will rmain in th hands of th currnt ownrs. Th scurd bond would b paid out of th funds raisd from th listing. Th dtails of th possibl listing and th distribution of quity wr publishd in national nwspaprs rcntly. As a rsult, potntial invstors suggstd that du to th small proportion of shars offrd to th public and for othr rasons, th shars should b offrd at a substantial discount of as much as 20% blow th xpctd shar pric on th day of th listing. Mlima Co, financial information It is xpctd that aftr th listing, dploymnt of nw stratgis and gratr financial flxibility will boost Mlima Co s futur sals rvnu and, for th nxt four yars, th annual growth rat will b 120% of th prvious two yars avrag growth rat. Aftr th four yars, th annual growth rat of th fr cash flows to th company will b 3 5%, for th forsabl futur. Oprating profit margins ar xpctd to b maintaind in th futur. Although it can b assumd that th currnt tax-allowabl dprciation is quivalnt to th amount of invstmnt ndd to maintain th currnt lvl of oprations, th company will rquir an additional invstmnt in assts of 30c pr $1 incras in sals rvnu for th nxt four yars. Extracts from Mlima Co s past thr yars Statmnt of Profit or Loss Yar ndd 31 May May May 2011 $ million $ million $ million Sals rvnu Oprating profit Nt intrst costs Profit bfor tax Taxation Profit aftr tax Onc listd, Mlima Co will b abl to borrow futur dbt at an intrst rat of 7%, which is only 3% highr than th risk-fr rat of rturn. It has no plans to rais any nw dbt aftr listing, but any futur dbt will carry considrably fwr rstrictiv covnants. Howvr, ths plans do not tak into considration th Bahari projct (s blow). Bahari Projct Bahari is a small country with agricultur as its main conomic activity. A rcnt gological survy concludd that thr may b a rich dposit of coppr availabl to b mind in th north-ast of th country. This ara is currntly occupid by subsistnc farmrs, who would hav to b rlocatd to othr parts of th country. Whn th rsults of th survy wr announcd, som farmrs protstd that th proposd nw farmland whr thy would b movd to was lss frtil and that thir communitis wr bing brokn up. Howvr, th protstrs wr intimidatd and violntly put down by th govrnmnt, and th stat-controlld mdia stoppd rporting about thm. Soon aftrwards, thir protsts wr ignord and forgottn. In a mting btwn th Bahari govrnmnt and Mlima Co s BoD, th Bahari govrnmnt offrd Mlima Co xclusiv rights to min th coppr. It is xpctd that thr ar nough dposits to last at last 15 yars. Initial stimats 2

3 suggst that th projct will gnrat fr cash flows of $4 million in th first yar, rising by 100% pr yar in ach of th nxt two yars, and thn by 15% in ach of th two yars aftr that. Th fr cash flows ar thn xpctd to stabilis at th yar-fiv lvl for th rmaining 10 yars. Th cost of th projct, payabl at th start, is xpctd to b $150 million, comprising machinry, working capital and th mining rights f payabl to th Bahari govrnmnt. Non of ths costs is xpctd to b rcovrabl at th nd of th projct s 15-yar lif. Th Bahari govrnmnt has offrd Mlima Co a subsidisd loan ovr 15 yars for th full $150 million at an intrst rat of 3% instad of Mlima Co s normal borrowing rat of 7%. Th intrst payabl is allowabl for taxation purposs. It can b assumd that Mlima Co s businss risk is not xpctd to chang as a rsult of undrtaking th Bahari projct. At th conclusion of th mting btwn th Bahari govrnmnt and Mlima Co s BoD, th prsidnt of Bahari commntd that working togthr would b lik old tims whn h and Mlima Co s chif xcutiv officr (CEO) usd to run a businss togthr. Othr Information Mlima Co s closst comptitor is Ziwa Co, a listd company which mins mtals worldwid. Mlima Co s dirctors ar of th opinion that aftr listing Mlima Co s cost of capital should b basd on Ziwa Co s ungard cost of quity. Ziwa Co s cost of capital is stimatd at 9 4%, its gard cost of quity is stimatd at 16 83% and its pr-tax cost of dbt is stimatd at 4 76%. Ths costs ar basd on a capital structur comprising of 200 million shars, trading at $7 ach, and $1,700 million 5% irrdmabl bonds, trading at $105 pr $100. Both Ziwa Co and Mlima Co pay tax at an annual rat of 25% on thir taxabl profits. It can b assumd that all cash flows will b in $ instad of th Bahari currncy and thrfor Mlima Co dos not hav to tak account of any forign xchang xposur from this vntur. Rquird: (a) (b) Prpar a rport for th Board of Dirctors (BoD) of Mlima Co that: (i) (ii) Explains why Mlima Co s dirctors ar of th opinion that Mlima Co s cost of capital should b basd on Ziwa Co s ungard cost of quity and, showing rlvant calculations, stimat an appropriat cost of capital for Mlima Co; (7 marks) Estimats Mlima Co s valu without undrtaking th Bahari projct and thn with th Bahari projct. Th valuations should us th fr cash flow mthodology and th cost of capital calculatd in part (i). Includ rlvant calculations; (14 marks) (iii) Adviss th BoD whthr or not th unscurd bond holdrs ar likly to accpt th quity-for-dbt swap offr. Includ rlvant calculations; (5 marks) (iv) Adviss th BoD on th listing and th possibl shar pric rang, if a total of 100 million shars ar issud. Th advic should also includ: A discussion of th assumptions mad in stimating th shar pric rang; In addition to th rasons mntiond in th scnario abov, a brif xplanation of othr possibl rasons for changing its status from a privat company to a listd on; and An assssmnt of th possibl rasons for issuing th shar pric at a discount for th initial listing; (12 marks) Profssional marks will b awardd in part (a) for th format, structur and prsntation of th rport. (4 marks) Discuss th possibl impact on, and rspons of, Mlima Co to th following thical issus, with rspct to th Bahari projct: (i) (ii) Th rlocation of th farmrs; and Th rlationship btwn th Bahari prsidnt and Mlima Co s chif xcutiv officr. Not: Th total marks will b split qually btwn ach part. (8 marks) (50 marks) 3 [P.T.O.

4 Sction B TWO qustions ONLY to b attmptd 2 Hav Co is a publicly listd company involvd in th production of highly tchnical and sophisticatd lctronic componnts for complx machinry. It has a numbr of divrs and popular products, an activ rsarch and dvlopmnt dpartmnt, significant cash rsrvs and a highly talntd managmnt who ar vry good in gtting products to markt quickly. A nw industry that Hav Co is looking to vntur into is biotchnology, which has bn xpanding rapidly and thr ar strong indications that this rcnt growth is st to continu. Howvr, Hav Co has limitd xprinc in this industry. Thrfor it blivs that th bst and quickst way to xpand would b through acquiring a company alrady oprating in this industry sctor. Strand Co is a privat company oprating in th biotchnology industry and is ownd by a consortium of businss angls and company managrs. Th ownr-managrs ar highly skilld scintists who hav dvlopd a numbr of tchnically complx products, but hav found it difficult to commrcialis thm. Thy hav also bn incrasingly constraind by th lack of funds to dvlop thir innovativ products furthr. Discussions hav takn plac about th possibility of Strand Co bing acquird by Hav Co. Strand Co s managrs hav indicatd that th consortium of ownrs is happy for th ngotiations to procd. If Strand Co is acquird, it is xpctd that its managrs would continu to run th Strand Co part of th largr combind company. Strand Co is of th opinion that most of its valu is in its intangibl assts, comprising intllctual capital. Thrfor, th prmium payabl on acquisition should b basd on th prsnt valu to infinity of th aftr tax xcss arnings th company has gnratd in th past thr yars, ovr th avrag rturn on capital mployd of th biotchnological industry. Howvr, Hav Co is of th opinion that th prmium should b assssd on synrgy bnfits cratd by th acquisition and th changs in valu, du to th changs in th pric-to-arnings (PE) ratio bfor and aftr th acquisition. Givn blow ar xtracts of financial information for Hav Co for 2013 and Strand Co for 2011, 2012 and 2013: Hav Co Strand Co Yar ndd 30 April $ million $ million $ million $ million Earnings bfor tax 1, Non-currnt assts 3, Currnt assts Shar capital (25c/shar) Rsrvs 2, Non-currnt liabilitis 1, Currnt liabilitis Th currnt avrag PE ratio of th biotchnology industry is 16 4 tims and it has bn stimatd that Strand Co s PE ratio is 10% highr than this. Howvr, it is thought that th PE ratio of th combind company would fall to 14 5 tims aftr th acquisition. Th annual aftr tax arnings will incras by $140 million du to synrgy bnfits rsulting from combining th two companis. Both companis pay tax at 20% pr annum and Strand Co s annual cost of capital is stimatd at 7%. Hav Co s currnt shar pric is $9 24 pr shar. Th biotchnology industry s pr-tax rturn on capital mployd is currntly stimatd to b 20% pr annum. Hav Co has proposd to pay for th acquisition using on of th following thr mthods: (i) A cash offr of $5 72 for ach Strand Co shar; or (ii) A cash offr of $1 33 for ach Strand Co shar plus on Hav Co shar for vry two Strand Co shars; or (iii) A cash offr of $1 25 for ach Strand Co shar plus on $100 3% convrtibl bond for vry $5 nominal valu of Strand Co shars. In six yars, th bond can b convrtd into 12 Hav Co shars or rdmd at par. 4

5 Rquird: (a) (b) (c) Distinguish btwn th diffrnt typs of synrgy and discuss possibl sourcs of synrgy basd on th abov scnario. (9 marks) Basd on th two diffrnt opinions xprssd by Hav Co and Strand Co, calculat th maximum acquisition prmium payabl in ach cas. (6 marks) Calculat th prcntag prmium pr shar that Strand Co s sharholdrs will rciv undr ach acquisition paymnt mthod and justify, with xplanations, which paymnt mthod would b most accptabl to thm. (10 marks) (25 marks) 5 [P.T.O.

6 3 Knduri Co is a larg multinational company basd in th UK with a numbr of subsidiary companis around th world. Currntly, forign xchang xposur as a rsult of transactions btwn Knduri Co and its subsidiary companis is managd by ach company individually. Knduri Co is considring whthr or not to manag th forign xchang xposur using multilatral ntting from th UK, with th Strling Pound ( ) as th bas currncy. If multilatral ntting is undrtakn, spot mid-rats would b usd. Th following cash flows ar du in thr months btwn Knduri Co and thr of its subsidiary companis. Th subsidiary companis ar Lakama Co, basd in th Unitd Stats (currncy US$), Jaia Co, basd in Canada (currncy CAD) and Gochiso Co, basd in Japan (currncy JPY). Owd by Owd to Amount Knduri Co Lakama Co US$ 4 5 million Knduri Co Jaia Co CAD 1 1 million Gochiso Co Jaia Co CAD 3 2 million Gochiso Co Lakama Co US$ 1 4 million Jaia Co Lakama Co US$ 1 5 million Jaia Co Knduri Co CAD 3 4 million Lakama Co Gochiso Co JPY 320 million Lakama Co Knduri Co US$ 2 1 million Exchang rats availabl to Knduri Co US$/ 1 CAD/ 1 JPY/ 1 Spot month forward Currncy options availabl to Knduri Co Contract siz 62,500, Exrcis pric quotation: US$/ 1, Prmium: cnts pr 1 Call Options Put Options Exrcis pric 3-month 6-month 3-month 6-month xpiry xpiry xpiry xpiry It can b assumd that option contracts xpir at th nd of th rlvant month Annual intrst rats availabl to Knduri Co and subsidiaris Borrowing rat Invsting rat UK 4 0% 2 8% Unitd Stats 4 8% 3 1% Canada 3 4% 2 1% Japan 2 2% 0 5% Rquird: (a) (b) (c) Advis Knduri Co on, and rcommnd, an appropriat hdging stratgy for th US$ cash flows it is du to rciv or pay in thr months, from Lakama Co. Show all rlvant calculations to support th advic givn. (12 marks) Calculat, using a tabular format (transactions matrix), th impact of undrtaking multilatral ntting by Knduri Co and its thr subsidiary companis for th cash flows du in thr months. Brifly discuss why som govrnmnts allow companis to undrtak multilatral ntting, whil othrs do not. (10 marks) Whn xamining diffrnt currncy options and thir risk factors, it was noticd that a long call option had a high gamma valu. Explain th possibl charactristics of a long call option with a high gamma valu. (3 marks) (25 marks) 6

7 4 Limni Co is a larg company manufacturing hand-hld lctronic dvics such as mobil phons and tablt computrs. Th company has bn growing rapidly ovr th last fw yars, but it also has high rsarch and dvlopmnt xpnditur. It is involvd in a numbr of projcts worldwid, dvloping nw and innovativ products and systms in a rapidly changing industry. Du to th natur of th industry, this significant growth in arnings has nvr bn stabl, but has dpndd largly on th succss of th nw innovations and comptitor actions. Howvr, in th last two yars it sms that th rapid priod of growth is slowing, with fwr products coming to markt compard to prvious yars. Limni Co has nvr paid dividnds and has financd projcts through intrnally gnratd funds and with occasional rights issus of nw shar capital. It currntly has insignificant lvls of dbt. Th rtaind cash rsrvs hav rcntly grown bcaus of a drop in th lvl of invstmnt in nw projcts. Th company has an activ trasury division which invsts spar funds in tradd quitis, bonds and othr financial instrumnts; and rlass th funds whn rquird for nw projcts. Th division also manags cash flow risk using mony and drivativ markts. Th trasury division is currntly considring invsting in thr companis with th following profit aftr tax (PAT) and dividnd history: Yar Company Thta Company Omga Company Kappa PAT Dividnds PAT Dividnds PAT Dividnds $000 $000 $000 $000 $000 $ ,100 22,840 93,300 60, ,400 44, ,400 21,760 90,600 57, ,500 34, ,800 21,120 88,000 54, ,900 26, ,200 19,280 85,400 52, ,700 20, ,500 18,200 82,900 49,740 78,300 15,700 All of th thr companis shar capital has rmaind largly unchangd sinc Rcntly, Limni Co s Board of Dirctors (BoD) cam undr prssur from th company s largr sharholdrs to start rturning som of th funds, currntly rtaind by th company, back to th sharholdrs. Th BoD thinks that th sharholdrs hav a strong cas to ask for rpaymnts. Howvr, it is unsur whthr to pay a spcial, on-off larg dividnd from its dividnd capacity and rtaind funds, followd by small annual dividnd paymnts; or to undrtak a priodic shar buyback schm ovr th nxt fw yars. Limni Co is du to prpar its statmnt of profit or loss shortly and stimats that th annual sals rvnu will b $600 million, on which its profit bfor tax is xpctd to b 23% of sals rvnu. It chargs dprciation of 25% on a straight-lin basis on its non-currnt assts of $220 million. It stimats that $67 million invstmnt in currnt and non-currnt assts was spnt during th yar. It is du to rciv $15 million in dividnds from its subsidiary companis, on which annual tax of 20% on avrag has bn paid. Limni Co itslf pays annual tax at 26%, and th tax authoritis whr Limni Co is basd charg tax on dividnd rmittancs mad by ovrsas subsidiary companis, but giv full crdit on tax alrady paid on thos rmittancs. In ordr to fund th nw policy of rturning funds to sharholdrs, Limni Co s BoD wants to incras th currnt stimatd dividnd capacity by 10%, by asking th ovrsas subsidiary companis for highr rpatriations. Rquird: (a) (b) (c) (d) Discuss Limni Co s currnt dividnd, financing and risk managmnt policis, and suggst how th dcision to rturn rtaind funds back to th sharholdrs will affct ths policis. (8 marks) Evaluat th dividnd policis of ach of th thr companis that Limni Co is considring invsting in, and discuss which company Limni Co might slct. (8 marks) Calculat, and brifly commnt on, how much th dividnds from ovrsas companis nd to incras by, to incras Limni Co s dividnd capacity by 10%. (6 marks) Discuss th bnfits to Limni Co s sharholdrs of rciving rpaymnts through a shar buyback schm as opposd to th dividnd schm dscribd abov. (3 marks) (25 marks) 7 [P.T.O.

8 Formula Modigliani and Millr Proposition 2 (with tax) V i i k = k +( 1 T)(k k ) d V d Th Capital Asst Pricing Modl E(r ) = R +β ( E(r ) R ) i f i m f β a Th asst bta formula V V T d = β V + V T)) V V d + ( 1 ) β d ( ( 1 ( + ( 1 T)) d Th Growth Modl P o D ( 1+ g) o = (r g) Gordon s growth approximation g = br Th wightd avrag cost of capital V WACC V V k V d = + V V k ( 1 T) d + d + d Th Fishr formula ( 1+ i) = ( 1+ r)(1+h) Purchasing powr parity and intrst rat parity S S x (1+h ) F S x (1+i ) c c = = 0 0 (1+h ) (1+i b ) 1 0 b 8

9 Modifid Intrnal Rat of Rturn PV R MIRR = PV I 1 n ( 1+ r ) 1 Th Black-Schols option pricing modl c = P N(d ) P N(d ) Whr: d 1 a 1 2 rt ln( P / P ) + ( r+ 0.5s ) t a = s t d = d s t 2 1 Th Put Call Parity rlationship p = c P + P a 2 rt 9 [P.T.O.

10 Prsnt Valu Tabl Prsnt valu of 1 i.. (1 + r) n Whr r = discount rat n = numbr of priods until paymnt Discount rat (r) Priods (n) 1% 2% 3% 4% 5% 6% 7% 8% 9% 10% (n) 11% 12% 13% 14% 15% 16% 17% 18% 19% 20%

11 Annuity Tabl Prsnt valu of an annuity of 1 i.. 1 (1 + r) n r Whr r = discount rat n = numbr of priods Discount rat (r) Priods (n) 1% 2% 3% 4% 5% 6% 7% 8% 9% 10% (n) 11% 12% 13% 14% 15% 16% 17% 18% 19% 20% [P.T.O.

12 Standard normal distribution tabl This tabl can b usd to calculat N(d), th cumulativ normal distribution functions ndd for th Black-Schols modl of option pricing. If d i > 0, add 0 5 to th rlvant numbr abov. If d i < 0, subtract th rlvant numbr abov from 0 5. End of Qustion Papr 12

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