Saunders Cornett Chapter 4
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Transcript Saunders Cornett Chapter 4
Chapter 4
Securities Firms
and Investment
Banks
K. R. Stanton
© 2006 The McGraw-Hill Companies, Inc., All Rights Reserved.
Overview
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In this segment ... Securities Firms and
Investment Banks:
Activities of securities firms and investment
banks
Size, structure and composition
Balance sheets and recent trends
Regulation of securities firms and investment
banks
Global issues
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Securities Firms &Investment Banks
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Nature of business:
Underwrite securities.
Market making.
Advising (example: M&A, restructurings).
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Securities Firms &Investment Banks
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Growth in domestic M&A:
Less than $200 billion in 1990.
$1.83 trillion in 2000
In US: bottomed out at $458 billion in 2002
($1.2 trillion worldwide)
$525 billion 2003 ($535 trillion worldwide)
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The Largest M&A Transactions
Deal
Price (billions) Year
Citicorp/Travelers
$83.0
1998
BOA/Fleet Boston
49.3
2003
J.P. Morgan/Bank One
60.0
2004
Chase/J.P. Morgan
35.0
2000
UBS/Paine Webber
12.0
2000
CSFB/DLJ
11.5
2000
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Size, Structure and Composition
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Dramatic increase in number of firms from 1980 to
1987. Decline of 31% following the 1987 crash, to
year 2003.
1987: Salomon Brothers held $3.21 billion in
capital.
2003: Merrill Lynch held capital of $24.8 billion.
Many recent inter-industry mergers (i.e., insurance
companies and investment banks).
Role of Financial Services Modernization Act, 1999
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Types and Relative Sizes of Firms
National full-line firms are largest.
Merrill Lynch, Morgan Stanley
National full-line firms specializing in corporate
finance are second in size.
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Goldman Sachs, Salomon Brothers/Smith Barney
Remainder of industry:
Specialized investment subsidiaries of BHCs.
Discount brokers.
Regional securities firms (subdivided into large, medium
and small).
Specialized electronic trading securities firms
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Top U.S.Underwriters, 2003
Manager
SSB
Amount
(Billions)
$542.8
Market Share
10.2%
Morgan Stanley
394.8
7.4
Merrill Lynch
380.3
7.1
Lehman Bros.
354.1
6.7
JPM Chase
353.9
6.6
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Key Activities
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Investing
Investment banking
Market making
Activities related to underwriting and
distributing new issues of debt and equity.
Increasing importance of online trading
Trading
Position trading, pure arbitrage, risk arbitrage,
program trading
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Key Activities (continued)
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Cash management
Assisting with M&A
Back-office and service functions.
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Trends
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Decline in trading volume and brokerage
commissions
particularly since crash of 1987, although some
recovery since 1992. Record volumes 19952000.
Declines in market values--and commission
income 2001-2002
Resurgence in market values and
commissions 2003-2004.
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Trends (continued)
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Pretax net income over $9 billion per year
1997-2000
Pretax profits soared to $21.0 billion in 2000
curtailed by economic slowdown and
September 11 attacks 2001.
2003 record pre-tax profits of $22.5 billion.
Continuing concerns over conflicts of
interest and other ethical concerns
Soft dollars
Analysts’ recommendations to buy or hold
collapsing technology stocks
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Balance Sheet
Key assets:
Long positions in securities and commodities.
Reverse repurchase agreements.
Key liabilities:
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Repurchase agreements major source of funds.
Securities and commodities sold short.
Broker call loans from banks
Capital levels much lower than levels in
banks
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Regulation
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Primary regulator: SEC
Reiterated by National Securities Markets
Improvement Act (NSMIA) of 1996.
Prior to NSMIA, regulated by SEC and states.
Regulate trading activities such as shelf
registration
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Regulation
Early 2000s erosion of SEC dominance
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Increased vigilance by State Attorneys General
Spring 2003, $1.4 billion in penalties over
investor abuses.
Sarbanes-Oxley Act of 2002
Independent auditing oversight board under
SEC
Instigated by Enron, Global Crossings, Tyco,
WorldCom
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Regulation (continued)
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Day-to-day regulation: NYSE, NASD
October 2003 implementation of provisions
of Patriot Act to combat money laundering
Scrutiny of individual identities and affiliations
with terrorists
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Investor Protection & Other Monitoring
Securities Investors Protection Corporation
(SIPC).
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Protection level of $500,000
Federal Reserve also has role in overseeing
securities firms and investment banks
Vulnerability of the financial system
Issue of timely settlement raised by Greenspan
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Web Resources
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For details of regulation of securities firms
and investment banks, visit:
SEC: www.sec.gov
NYSE: www.nyse.com
NASD: www.nasd.com
SIPC: www.sipc.org
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Global Issues
Global nature of securities firms
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Demonstrated by recent mergers such as
Deutsche Bank/Bankers Trust
Dominance of UBS in U.S. mortgage backed
securities markets
Growth in securities trading and
underwriting is a global event
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Pertinent Websites
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Federal Reserve: www.federalreserve.gov
NASD: www.nasd.com
NYSE: www.nyse.com
SEC: www.sec.gov
Securities Industry Association: www.sia.com
SIPC: www.sipc.org
The Banker: www.thebanker.com
Thompson Fin. Securities Data: www.tfibcm.com
Wall Street Journal www.wsj.com
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