CORPORATE FINANCE A01_WATS3037_07_SE_FM.indd 1 04/13/16 12:21 PM A01_WATS3037_07_SE_FM.indd 2 04/13/16 12:21 PM CORPORATE FINANCE PRINCIPLES AND PRACTICE Seventh edition Denzil Watson and Antony Head Sheffield Hallam University A01_WATS3037_07_SE_FM.indd 3 04/13/16 12:21 PM PEARSON EDUCATION LIMITED Edinburgh Gate Harlow CM20 2JE United Kingdom Tel: +44 (0)1279 623623 Web: www.pearson.com/uk First published under the Financial Times Pitman Publishing Imprint 1998 (print) Second edition published under the Financial Times Prentice Hall Imprint 2001 (print) Third edition published 2004 (print) Fourth edition published 2007 (print) Fifth edition published 2010 (print) Sixth edition published 2013 (print and electronic) Seventh edition published 2016 (print and electronic) © Pearson Education Limited 2001, 2010 (print) © Pearson Education Limited 2013, 2016 (print and electronic) The rights of Denzil Watson and Antony Head to be identified as author of this work has been asserted by them in accordance with the Copyright, Designs and Patents Act 1988. 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With a worldwide network of highly respected journalists, The Financial Times provides global business news, insightful opinion and expert analysis of business, finance and politics. With over 500 journalists reporting from 50 countries worldwide, our in-depth coverage of international news is objectively reported and analysed from an independent, global perspective. To find out more, visit www.ft.com/pearsonoffer. ISBN: 978-1-292-10303-7 (print) 978-1-292-10308-2 (PDF) 978-1-292-14424-5 (ePub) British Library Cataloguing-in-Publication Data A catalogue record for the print edition is available from the British Library Library of Congress Cataloging-in-Publication Data A catalog record for the print edition is available from the Library of Congress 10 9 8 7 6 5 4 3 2 1 20 19 18 17 16 Cover image: © Denzil Watson Print edition typeset in 9.25/13.5pt Stone Humanist ITC Pro by Lumina Datamatics Inc. Printed in Slovakia by Neografia NOTE THAT ANY PAGE CROSS REFERENCES REFER TO THE PRINT EDITION A01_WATS3037_07_SE_FM.indd 4 05/17/16 1:24 PM AbOuT ThE AuThORs Denzil Watson is a Principal Lecturer in Finance in the Sheffield Business School at Sheffield Hallam University (www.shu.ac.uk). Denzil has been teaching finance since he joined Hallam in 1991, having completed his BA(Hons) in Economics and MA(Hons) in Money, Banking and Finance at Sheffield University in the 1980s. He has taught financial management, corporate finance, risk manage- ment, microeconomics and financial markets for 25 years over a range of under- graduate, postgraduate and distance learning modules. Finance is by no means Denzil’s only passion. He is a committed traveller, hav- n w ing now visited 50 countries including ones as diverse as Peru, Syria, Uzbekistan, Bro Vietnam, Laos and the Chinese Silk Road. Travel photography is also high up on dy n A his list as can be witnessed by the covers of this book and its previous four edi- o: ot h tions. He is a keen Urbexer and, along with his co-author, a long-time suffering P Derby County fan. His other great love is music. He can be found fronting Sheffield post-New Wave indie group RepoMen (http://repomen.bandcamp.com) or listening to the likes of Joy Division, The Stranglers, The Perfect Disaster, Luke Haines, Gogol Bordello, That Petrol Emotion, Sleaford Mods, The Undertones, Dead Kennedys, The Clash and other fine bands. His inspirations include his mother Doreen, his sadly departed father Hugh, Kevin Hector, Ian Curtis, Michael Palin, Aung San Suu Kyi, Joe Strummer and John Peel. Denzil lives with his wife Dora and their two children, Leonardo and Angelina. Antony Head is an Associate Lecturer in the Sheffield Business School at Sheffield Hallam University, having formerly been a Principal Lecturer in Financial Management there and Leader of the Financial Accounting and Management Accounting Subject Group. Tony joined Hallam after various jobs, which included spells as a chemical engineer and health-food shop proprietor. His higher educa- tion began in Sheffield, where he took an honours degree in Chemical Engineering n o and Fuel Technology at Sheffield University in the early 1970s. ats W Since then Tony has completed an MBA and a PGCFHE and can be found nzil e teaching financial management, corporate finance and risk management as o: D required on undergraduate, postgraduate and professional modules at Sheffield hot P Hallam University. Tony, like Denzil, has a number of interests outside of academia. He is a dedicated Derby County fan and a season ticket holder at Pride Park. His musical tastes are wide and varied, including Bob Dylan, Miles Davis, King Crimson, David Sylvian, Mahler and Bruckner. Tony lives with his wife Sandra and has a daugh- ter Rosemary, a son Aidan, a step-daughter Louise, step-sons Michael and Robert, and five grandchildren: Joshua, Isaac, Elizabeth, Amelia and Magnus. v A01_WATS3037_07_SE_FM.indd 5 04/13/16 12:21 PM This page intentionally left blank A01_WATS3037_07_SE_FM.indd 6 04/13/16 12:21 PM CONTENTs Preface xiii Acknowledgements xv 1 The finance function 1 Learning objectives 1 Introduction 2 1.1 Two key concepts in corporate finance 2 1.2 The role of the financial manager 5 1.3 Corporate objectives 8 1.4 How is shareholder wealth maximised? 11 1.5 Agency theory 13 1.6 Corporate governance 20 1.7 Conclusion 26 Key points 28 Self-test questions 30 Questions for review 31 Questions for discussion 32 References 32 Recommended reading 33 2 Capital markets, market efficiency and ratio analysis 34 Learning objectives 34 Introduction 35 2.1 Sources of business finance 35 2.2 Capital markets 38 2.3 Capital market efficiency 42 2.4 Assessing financial performance 54 2.5 Conclusion 73 Key points 73 Self-test questions 75 Questions for review 76 Questions for discussion 77 References 78 Recommended reading 80 vii A01_WATS3037_07_SE_FM.indd 7 04/13/16 12:21 PM CONTENTS 3 short-term finance and the management of working capital 81 Learning objectives 81 Introduction 82 3.1 The objectives of working capital management 82 3.2 Working capital policies 82 3.3 Working capital and the cash conversion cycle 88 3.4 Overtrading 90 3.5 Managing inventory 91 3.6 Managing cash 95 3.7 Managing receivables 99 3.8 Conclusion 105 Key points 105 Self-test questions 106 Questions for review 107 Questions for discussion 108 References 110 Recommended reading 110 4 Long-term finance: equity finance 111 Learning objectives 111 Introduction 112 4.1 Equity finance 112 4.2 The stock exchange 114 4.3 Rights issues 119 4.4 Scrip issues, share splits, scrip dividends and share repurchases 126 4.5 Preference shares 129 4.6 Conclusion 132 Key points 133 Self-test questions 134 Questions for review 135 Questions for discussion 136 References 138 Recommended reading 138 5 L ong-term finance: debt finance, hybrid finance and leasing 139 Learning objectives 139 Introduction 140 5.1 Bonds, loan notes, loan stock and debentures 140 5.2 Bank and institutional debt 146 5.3 International debt finance 149 5.4 Convertible bonds 149 viii A01_WATS3037_07_SE_FM.indd 8 04/13/16 12:21 PM CONTENTS 5.5 Warrants 153 5.6 The valuation of fixed-interest bonds 154 5.7 The valuation of convertible bonds 156 5.8 Leasing 158 5.9 Evaluating the financial effect of financing choices 165 5.10 Conclusion 167 Key points 167 Self-test questions 169 Questions for review 170 Questions for discussion 171 References 172 Recommended reading 172 6 An overview of investment appraisal methods 174 Learning objectives 174 Introduction 175 6.1 The payback method 175 6.2 The return on capital employed method 177 6.3 The net present value method 180 6.4 The internal rate of return method 183 6.5 A comparison of the NPv and IRR methods 187 6.6 The profitability index and capital rationing 191 6.7 The discounted payback method 196 6.8 Conclusion 197 Key points 197 Self-test questions 198 Questions for review 199 Questions for discussion 201 References 203 Recommended reading 203 7 Investment appraisal: applications and risk 204 Learning objectives 204 Introduction 205 7.1 Relevant project cash flows 205 7.2 Taxation and capital investment decisions 207 7.3 Inflation and capital investment decisions 212 7.4 Investment appraisal and risk 215 7.5 Appraisal of foreign direct investment 222 7.6 Empirical investigations of investment appraisal 228 7.7 Conclusion 231 Key points 232 Self-test questions 233 ix A01_WATS3037_07_SE_FM.indd 9 04/13/16 12:21 PM