 The McGraw-Hill Companies, Inc., 1999 INVESTMENTS Fourth Edition Bodie Kane Marcus 3-1 Irwin/McGraw-Hill How Securities are Traded Chapter 3

 The McGraw-Hill Companies, Inc., 1999 INVESTMENTS Fourth Edition Bodie Kane Marcus 3-2 Irwin/McGraw-Hill Primary vs. Secondary Security Sales Primary - New issue - Key factor: issuer receives the proceeds from the sale Secondary - Existing owner sells to another party - Issuing firm doesn’t receive proceeds and is not directly involved

 The McGraw-Hill Companies, Inc., 1999 INVESTMENTS Fourth Edition Bodie Kane Marcus 3-3 Irwin/McGraw-Hill Investment Banking Arrangements Underwritten vs. “Best Efforts” - Underwritten: firm commitment on proceeds to the issuing firm - Best Efforts: no firm commitment Negotiated vs. Competitive Bid - Negotiated: issuing firm negotiates terms with investment banker - Competitive bid: issuer structures the offering and secures bids

 The McGraw-Hill Companies, Inc., 1999 INVESTMENTS Fourth Edition Bodie Kane Marcus 3-4 Irwin/McGraw-Hill Public Offerings Public offerings: registered with the SEC and sale is made to the investing public - Shelf registration (Rule 415, since 1982) Initial Public Offerings (IPOs) - Evidence of underpricing - Performance

 The McGraw-Hill Companies, Inc., 1999 INVESTMENTS Fourth Edition Bodie Kane Marcus 3-5 Irwin/McGraw-Hill Private Placements Private placement: sale to a limited number of sophisticated investors not requiring the protection of registration Dominated by institutions Very active market for debt securities Not active for stock offerings

 The McGraw-Hill Companies, Inc., 1999 INVESTMENTS Fourth Edition Bodie Kane Marcus 3-6 Irwin/McGraw-Hill Organization of Secondary Markets Organized exchanges OTC market Third market Fourth market

 The McGraw-Hill Companies, Inc., 1999 INVESTMENTS Fourth Edition Bodie Kane Marcus 3-7 Irwin/McGraw-Hill Organized Exchanges Auction markets with centralized order flow Dealership function: can be competitive or assigned by the exchange (Specialists) Securities: stock, futures contracts, options, and to a lesser extent, bonds Examples: NYSE, AMEX, Regionals, CBOE

 The McGraw-Hill Companies, Inc., 1999 INVESTMENTS Fourth Edition Bodie Kane Marcus 3-8 Irwin/McGraw-Hill OTC Market Dealer market without centralized order flow NASDAQ: largest organized stock market for OTC trading; information system for individuals, brokers and dealers Securities: stocks, bonds and some derivatives - Most secondary bonds transactions

 The McGraw-Hill Companies, Inc., 1999 INVESTMENTS Fourth Edition Bodie Kane Marcus 3-9 Irwin/McGraw-Hill Third Market Trading of listed securities away from the exchange Institutional market: to facilitate trades of larger blocks of securities Involves services of dealers and brokers

 The McGraw-Hill Companies, Inc., 1999 INVESTMENTS Fourth Edition Bodie Kane Marcus 3-10 Irwin/McGraw-Hill Fourth Market Institutions trading directly with institutions No middleman involved in the transaction Organized information and trading systems - INSTINET - POSIT

 The McGraw-Hill Companies, Inc., 1999 INVESTMENTS Fourth Edition Bodie Kane Marcus 3-11 Irwin/McGraw-Hill International Market Structures London Stock Exchange - Dealer market similar to NASDAQ - Stock Exchange Automated Quotation - Greater Anonymity Tokyo Stock Exchange - No market making service - Sartori provides bookkeeping service - Feature a floor and electronic trading

 The McGraw-Hill Companies, Inc., 1999 INVESTMENTS Fourth Edition Bodie Kane Marcus 3-12 Irwin/McGraw-Hill Costs of Trading Commission: fee paid to broker for making the transaction Spread: cost of trading with dealer - Bid: price dealer will buy from you - Ask: price dealer will sell to you - Spread: ask - bid Combination: on some trades both are paid

 The McGraw-Hill Companies, Inc., 1999 INVESTMENTS Fourth Edition Bodie Kane Marcus 3-13 Irwin/McGraw-Hill Types of Orders Instructions to the brokers on how to complete the order Market Limit Stop loss

 The McGraw-Hill Companies, Inc., 1999 INVESTMENTS Fourth Edition Bodie Kane Marcus 3-14 Irwin/McGraw-Hill Using only a portion of the proceeds for an investment Borrow remaining component Margin arrangements differ for stocks and futures Margin Trading

 The McGraw-Hill Companies, Inc., 1999 INVESTMENTS Fourth Edition Bodie Kane Marcus 3-15 Irwin/McGraw-Hill Maximum margin - Currently 50% - Set by the Fed Maintenance margin - Minimum level the equity margin can be Margin call - Call for more equity funds Stock Margin Trading

 The McGraw-Hill Companies, Inc., 1999 INVESTMENTS Fourth Edition Bodie Kane Marcus 3-16 Irwin/McGraw-Hill X Corp$70 50%Initial Margin 40%Maintenance Margin 1000Shares Purchased Initial Position Stock $70,000 Borrowed $35,000 Equity $35,000 Margin Trading - Initial Conditions

 The McGraw-Hill Companies, Inc., 1999 INVESTMENTS Fourth Edition Bodie Kane Marcus 3-17 Irwin/McGraw-Hill Margin Trading - Maintenance Margin Stock price falls to $60 per share New Position Stock $60,000 Borrowed $35,000 Equity 25,000 Margin% = $25,000/$60,000 = 41.67%

 The McGraw-Hill Companies, Inc., 1999 INVESTMENTS Fourth Edition Bodie Kane Marcus 3-18 Irwin/McGraw-Hill Margin Trading - Margin Call How far can the stock price fall before a margin call? (1000P - $35,000)* / 1000P = 40% P = $58.33 * 1000P - Amount Borrowed = Equity

 The McGraw-Hill Companies, Inc., 1999 INVESTMENTS Fourth Edition Bodie Kane Marcus 3-19 Irwin/McGraw-Hill Short Sales Purpose: to profit from a decline in the price of a stock or security Mechanics Borrow stock through a dealer Sell it and deposit proceeds and margin in an account Closing out the position: buy the stock and return to the party from which it was borrowed

 The McGraw-Hill Companies, Inc., 1999 INVESTMENTS Fourth Edition Bodie Kane Marcus 3-20 Irwin/McGraw-Hill Short Sale - Initial Conditions Z Corp100 Shares 50%Initial Margin 30%Maintenance Margin $100Initial Price Sale Proceeds$10,000 Margin & Equity 5,000 Stock Owed 10,000

 The McGraw-Hill Companies, Inc., 1999 INVESTMENTS Fourth Edition Bodie Kane Marcus 3-21 Irwin/McGraw-Hill Short Sale - Maintenance Margin Stock Price Rises to $110 Sale Proceeds$10,000 Initial Margin 5,000 Stock Owed 11,000 Net Equity 4,000 Margin % (4000/11000) 36%

 The McGraw-Hill Companies, Inc., 1999 INVESTMENTS Fourth Edition Bodie Kane Marcus 3-22 Irwin/McGraw-Hill Short Sale - Margin Call How much can the stock price rise before a margin call? ($15,000* - 100P) / (100P) = 30% P = $ * Initial margin plus sale proceeds

 The McGraw-Hill Companies, Inc., 1999 INVESTMENTS Fourth Edition Bodie Kane Marcus 3-23 Irwin/McGraw-Hill Regulation of Securities Markets Government Regulation Self-Regulation Circuit Breakers Insider Trading