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Accounting for Management Decisions Week 12 FINANCING THE BUSINESS READING: TEXT Ch 14 Atrill, McLaney, Harvey, Jenner: Accounting 4e © 2008 Pearson Education Australia 1 Learning Objectives • Identify the main sources of finance available to a business • Explain the advantages and disadvantages of each form • Describe the concept of gearing and its influence on the long-term financing decision • Explain what influences the choice between long-term or short-term finance • Identify the so-called internal sources of finance and explain them Atrill, McLaney, Harvey, Jenner: Accounting 4e © 2008 Pearson Education Australia 2 Learning Objectives cont’d • Explain the role and nature of the stock exchange • Explain the role of venture capital organisations in financing businesses • Discuss how share capital may be issued and identify the reasons why a particular method might be chosen Atrill, McLaney, Harvey, Jenner: Accounting 4e © 2008 Pearson Education Australia 3 Sources of Finance • Internal - sources that do not require approval of others apart from managers or directors to obtain eg retained profit • External - requires the approval of s/holders eg issue of new shares • Long-term - expected to provide finance for at least one year • Short-term - typically for less than one year Atrill, McLaney, Harvey, Jenner: Accounting 4e © 2008 Pearson Education Australia 4 External Sources of Finance Ordinary shares Preference shares Leases Longterm Hire purchase agreements Loans Total finance Bank overdraft Shortterm Debt factoring Atrill, McLaney, Harvey, Jenner: Accounting 4e © 2008 Pearson Education Australia Invoice discounting Figure 14.1 5 Long-term Sources of Finance Ordinary Shares: • High-risk investments • Higher expected returns • Voting rights • Limited loss liability, un-limited return potential • From the company’s perspective: - Can be useful to avoid paying a dividend - Cost of financing can be high over the l/term - Paying dividends does not bring any tax relief making $1 of dividend more expensive than $1 of loan interest Atrill, McLaney, Harvey, Jenner: Accounting 4e © 2008 Pearson Education Australia 6 Long-term Sources of Finance cont’d Preference Shares: • Lower risk than ordinary shares • Given priority over ordinary shares if co. is wound-up • Normally given a fixed rate of dividend • Lower level of return than ordinary shares • May be cumulative or non-cumulative • No longer a major source of finance because: - No tax effectiveness - Preference shares are now seen as debt when assessing borrowing capacity Atrill, McLaney, Harvey, Jenner: Accounting 4e © 2008 Pearson Education Australia 7 Long-term Sources of Finance cont’d Loans and Debentures • Specified interest rate, term and repayment schedule • Secured by assets held by the co. - May be either on the basis of a ‘fixed charge’ over assets eg freehold land, premises - Or on the basis of a ‘floating charge’ over the whole of a company’s assets • Less risky than share capital • Interest is tax deductible to co. • Term Loans are established by negotiation, are often cheap to set up and offer some flexibility Atrill, McLaney, Harvey, Jenner: Accounting 4e © 2008 Pearson Education Australia 8 Long-term Sources of Finance cont’d Loans and Debentures • ‘Loan Stock’ is a form of finance where debt is divided into units and sold to investors, public co’s loan stock is listed and traded on the stock exchange • ‘Debentures’ are loan stocks that are supported with a trust deed • Both loan stocks and debentures are now mostly called ‘bonds’ - see also ‘Eurobonds’ • Interest rates on loans and debentures may be either fixed or variable • ‘Deep-discount bonds’ are issued at a low or zero interest rate and at a large discount to their redeemable value Atrill, McLaney, Harvey, Jenner: Accounting 4e © 2008 Pearson Education Australia 9 Long-term Sources of Finance cont’d Convertible Loan Stock • Gives the investor the right to convert the loan into equity shares at a future date and at a specified exercise price • The investor remains a lender to the co. and receives interest until the conversion takes place • Can be a useful hedge/protection against risk with start-up co’s • For a co., this form of financing may be considered because: - The loan is self-liquidating - A lower rate of interest may be offered because of future potential gain for the investor Atrill, McLaney, Harvey, Jenner: Accounting 4e © 2008 Pearson Education Australia 10 Long-term Sources of Finance cont’d • Warrants - give the holder the right, but not the obligation, to acquire ordinary shares in a company at an agreed price • Mortgages - simply a form of long-term (eg 25 30 years) loan that is secured by freehold property Atrill, McLaney, Harvey, Jenner: Accounting 4e © 2008 Pearson Education Australia 11 Long-term Sources of Finance cont’d • Loan Covenants - enforceable conditions contained within loan agreements that are designed to protect lenders. May deal with such matters as: • Access to financial statements • Approval required before taking on other loans • Dividend payments may be required to be limited • Liquidity may need to be maintained at a prescribed level Atrill, McLaney, Harvey, Jenner: Accounting 4e © 2008 Pearson Education Australia 12 Long-term Sources of Finance cont’d Finance leases: • A form of lending - same effect as borrowing to purchase the asset • No longer a tax-efficient form of financing due to changes in tax laws • Nevertheless, still growing in popularity because of: - Ease of borrowing, limited security and records required - Cost - Flexibility - option to cancel may be included - Cash flow - large outflows can be avoided and spread over the life of the asset Atrill, McLaney, Harvey, Jenner: Accounting 4e © 2008 Pearson Education Australia 13 Long-term Sources of Finance cont’d Sale and lease-back arrangements: • Involves the business selling an asset to raise finance, with an agreement to lease the asset back so it can still be used by the business • Usually agreements are reviewed periodically throughout the lease, making future payments difficult to predict • At the end of the lease, the business must either renew the lease or, in the case of property, find alternative premises • Capital gain is assessable on the sale of the asset and may present a tax liability Atrill, McLaney, Harvey, Jenner: Accounting 4e © 2008 Pearson Education Australia 14 Long-term Sources of Finance cont’d Hire purchase (HP): • A form of credit used to acquire an asset • Under the HP agreement, the asset is paid for by instalments over an agreed period • Normally an initial deposit is required • The asset is taken possession of after the deposit is paid, however legal ownership is not transferred until the final instalment is paid • Similar to a finance lease, main difference being that the business eventually becomes the legal owner of the asset Atrill, McLaney, Harvey, Jenner: Accounting 4e © 2008 Pearson Education Australia 15 Short-term Sources of Finance Bank overdraft: • Flexible form of borrowing that allows a business to have a negative current account balance • Size of credit limit can be varied depending on requirement • Relatively easy and inexpensive to arrange • Should be self-liquidating • Security is generally required • Repayable on demand from lender Atrill, McLaney, Harvey, Jenner: Accounting 4e © 2008 Pearson Education Australia 16 Short-term Sources of Finance cont’d Debt factoring: • Is a form of service offered by a financial institution (a factor) - often a subsidiary of a commercial bank • Involves the factor taking over a co’s sales ledger • Usually offers to advance up to 85% of approved trade debtors • Fee is normally 2-3% of turnover • Can deliver benefits such as more certain cash flows, savings in credit management • Some negatives can include high cost and adverse customer reaction Atrill, McLaney, Harvey, Jenner: Accounting 4e © 2008 Pearson Education Australia 17 Short-term Sources of Finance cont’d Invoice discounting: • Financial institution is approached for a loan for 75-80% of value of approved sales outstanding • Repayment is made usually within 60-90 days • Business remains responsible for debtors collection • Is confidential - customers unaware of it • Cost is cheap compared with factoring • Allows company to retain control of sales ledger and relationship with customers • Is proving to be growing in popularity more than factoring Atrill, McLaney, Harvey, Jenner: Accounting 4e © 2008 Pearson Education Australia 18 Long-term vs. Short-term Borrowing Issues to consider when deciding between longterm or short-term borrowing: • Matching borrowing to nature of asset on the basis of time or permanency • Flexibility - aim to minimise costs incurred if circumstances change eg early disposal of asset • Re-funding risk - short-term finance has to be renewed more frequently • Interest rates - differ between short and long-term, other setup costs should also be considered Atrill, McLaney, Harvey, Jenner: Accounting 4e © 2008 Pearson Education Australia 19 Internal Sources of Finance Short-term Long-term Reduced inventories levels Delayed payment to trade payables Retained profits Total internal finance Tighter credit control Figure 14.5 Major internal sources of finance Atrill, McLaney, Harvey, Jenner: Accounting 4e © 2008 Pearson Education Australia 20 Internal Sources of Finance cont’d Retained profit: • Is the main source of finance for most co’s • No issue or establishment costs • No dilution of shareholder interest • No waiting - funds are immediately available • Often less scrutiny from investors • Potential tax-efficiency for s/holders when retained profits deliver increased share prices • Typically the retention/dividend ratio is not more than 50% of profit Atrill, McLaney, Harvey, Jenner: Accounting 4e © 2008 Pearson Education Australia 21 Internal Sources of Finance cont’d Tighter credit control: • Important to weigh the cost against the benefits • Credit policy must be determined appropriately Reduced inventory levels: • Reduces opportunity cost • Depends on nature and condition of inventory • May not be easy to liquidate obsolete items Delayed payment to creditors: • Extends period of interest-free loan BUT: • At the risk of jeopardising relations Spontaneous sources of funds: • Eg accrued wages, PAYG instalments, Superannuation contributions Atrill, McLaney, Harvey, Jenner: Accounting 4e © 2008 Pearson Education Australia 22 The Role of the Stock Exchange • Primary Market - enables co’s to raise new capital • Secondary Market - enables investors to transfer their securities with ease Negatives: • Costs of becoming ‘listed’ are high • Mandatory compliance with strict rules • Half-yearly financial reporting • Scrutiny by analysts, journalists and other companies • Pressure for short-term performance Atrill, McLaney, Harvey, Jenner: Accounting 4e © 2008 Pearson Education Australia 23 Venture Capital and Long-term Financing Definitions: • L/term capital provided by certain institutions to small and medium-sized businesses to exploit relatively high-risk opportunities • Private equity is equity finance primarily for small and medium-sized businesses provided by venture capitalists and/or business angels Venture capital providers may be interested in: • Business start-ups • Early stage capital • Expansion capital • Buy-out or buy-in capital Atrill, McLaney, Harvey, Jenner: Accounting 4e © 2008 Pearson Education Australia 24 Venture Capital and Long-term Financing cont’d • Generally regarded as higher risk due to nature of products or lack of trading record • Normally the investment is taken in the form of ordinary shares in the business • A representative of the venture capitalist is usually on the board of directors as a condition of the finance • Private equity is capital invested in a private co. that is not listed on the stock exchange Atrill, McLaney, Harvey, Jenner: Accounting 4e © 2008 Pearson Education Australia 25 Venture Capital and Long-term Financing cont’d Business angels: • Wealthy individuals who are prepared to invest up to $250,000 in a start-up or young business • Normally take a minority equity stake in the business • Fill a gap in the market that does not appeal to venture capitalists • Can often bring a lot of business experience to budding tycoons • May be prepared to accept lower returns than venture capitalists to be involved with a project that has interest for them Atrill, McLaney, Harvey, Jenner: Accounting 4e © 2008 Pearson Education Australia 26 Share Issues Rights issues: • Offers existing s/holders the right to acquire new shares in the company for cash • Issue price is usually significantly below current market value • Cheap and straightforward for the company • No dilution of ownership control provided offer is taken up • Simpler than other forms of shares issue Atrill, McLaney, Harvey, Jenner: Accounting 4e © 2008 Pearson Education Australia 27 Share Issues cont’d Bonus issues: • Is an issue of new shares made to s/holders proportionally to their holdings • As distinct from a rights issue, the shares in a bonus issue are not paid for by the s/holders • Funded from reserves rather than cash payment • Often used as a strategy to reduce share price, making them more marketable • Increases the capital base and hence, lender confidence • Positive market signal to investors • An alternative to paying cash dividends Atrill, McLaney, Harvey, Jenner: Accounting 4e © 2008 Pearson Education Australia 28 Share Issues cont’d Offer for sale: • Involves a public limited co. selling shares to an issuing house • Issuing house then has responsibility and risk of marketing shares to the public • Generally used for new listings on the stock exchange Public issue: • Where the co. makes a direct invitation to the public to purchase shares • Issuing house may be used to help administer the issue • Price is either set up-front or can be set by a ‘tender’ process (not widely used, not popular with investors) Atrill, McLaney, Harvey, Jenner: Accounting 4e © 2008 Pearson Education Australia 29 Share Issues cont’d Private placing: • Shares are ‘placed’ with selected investors such as large financial institutions • Quick and cheap way of raising equity funds • May lead to concentrated ownership in a few hands • Usually used by unlisted companies seeking relatively small sums of cash • ASX imposes a limitation on companies of 15% of their capital on these issues in a 12month period, or more than 15% if accompanied by a share purchase plan (SPP) Atrill, McLaney, Harvey, Jenner: Accounting 4e © 2008 Pearson Education Australia 30