Corporate Action
Corporate actions are events that companies undertake and affect their securities. In essence, any action that a company makes, whether through merger, acquisition, dividend, stock split, etc., gives precious information regarding a corporation’s financials and direction. Knowing corporate actions is essential for investors and market participants to navigate the stock market.
This article covers corporate actions, including their definitions, types, impacts, and practical examples. It is straightforward for beginners.
Table of Contents
What is Corporate Action?
Corporate action refers to any decision or activity undertaken by a publicly traded company that changes its securities or stakeholders. Examples include financial transactions, structural changes, and many more, as these are usually aimed at improving shareholder value, restructuring the company, or reaching strategic objectives.
Corporate actions are usually the board of directors-approved company actions that sometimes involve input or consent from the shareholders. They communicate to investors which activities are most important in operations and finance for the company, thereby being a part of every market analysis.
Key Characteristics of Corporate Actions
- Approval by the Board: Most corporate actions are sanctioned by the board to enable their alignment with corporate strategy.
- Stakeholder Impact: They sometimes impact the common and preferred shareholders, bondholders, and employees.
- Many Kinds: Corporate actions are categorised as such based on the mode of implementation and implication for the shareholder.
Understanding Corporate Action
Corporate actions represent a company’s strategy to accomplish a set of objectives, such as raising capital, rewarding shareholders, or improving market competitiveness. Investor scrutiny is keen because such actions often reveal the company’s financial health and intent.
Why do Corporate Actions Matter?
- Indication of Financial Health: Declaring a dividend payment or stock split often signals profitability and liquidity.
- Positive corporate actions would raise investor confidence, and negative corporate actions could lead to uncertainty.
- Investors are better placed because these actions will help them make proper portfolio decisions.
Corporate actions are conveyed through regulatory filings, press releases, and official announcements in a transparent and compliant manner with the financial regulations.
Types of Corporate Actions
Corporate actions fall into three categories: mandatory, voluntary, and mandatory with options. Let’s illustrate each category with examples to better describe it.
- Mandatory Corporate Actions
Mandatory corporate actions are performed automatically, and shareholders must not provide any input. Shareholders are only considered partakers in such actions because they own the corporation’s shares.
Examples
Dividends: Part of the corporation’s profits are paid to the shareholders as cash or additional shares.
- Example: Apple Inc. announced a quarterly cash dividend of US$0.24 per share in 2024. Shareholders were paid automatically and did not have to do anything.
Stock Splits: Existing shares are split into multiple new shares, lowering the price per share but keeping the total market value the same.
- Example: Tesla Inc. issued a 3-for-1 stock split in 2022, tripling the number of shares held by each shareholder but proportionally lowering the share price.
Mergers and Acquisitions (M&A): Two firms merge into one, or one firm buys another.
- Example: In 2016, Dell acquired EMC Corporation. The deal was automatically transferred to shareholders’ shares; Dell Technologies was formed through the merger.
- Voluntary Corporate Actions
Voluntary corporate actions require shareholder consent or voting. Investors can participate in accordance with their investment goals and market trends.
Examples
Rights Issues: The issuing house allows shareholders to buy further shares at a discounted price.
- Example: In 2021, DBS Group Holdings in Singapore issued rights issues to raise capital, allowing the shareholder to buy a share below the market price.
Tender Offers: A firm offers to acquire shares from shareholders at a particular price, often a premium.
- Example: Microsoft launched a tender offer in 2020 to buy back USD 5 billion shares from its shareholders.
- Compulsory Corporate Actions with Choices
Under this category, shareholders are offered choices regarding the form or structure of their involvement in corporate action.
Example
Cash or Stock Dividends: Shareholders can receive dividends in cash or as additional shares.
- Example: ExxonMobil offers a dividend reinvestment programme in which investors may re-invest their cash dividends in additional shares.
Impact of Corporate Actions
Corporate actions deeply affect the stock price, the sentiment of investors, and the performance of the market in general. These actions, respectively, affect various stakeholders in the following ways:
- Shareholders
- Share Price Movement: Corporate actions can cause short-term changes in stock prices. The few positive corporate actions include the declaration of dividends and buybacks of shares, which in turn have a short-term positive effect on the price of the shares, showing excellent financial health and possibly rewarding the shareholders. Actions like rights issues usually have a short-term depressing effect on stock prices, as it would water down the value of outstanding shares.
- Dilution Risk: Shareholders who do not act will see a dilution of their percentage ownership when voluntary actions, such as rights issues or new stock issuances, occur. This means that their proportional stake in the company shrinks, which may, in turn, reduce the value of their holdings.
- Bondholders
Actions undertaken by corporations, such as mergers and acquisitions and debt restructuring, might influence a company’s financial health, hence influencing its creditworthiness. These, in turn, may bring about some kind of change in the risk profile of the bond held. This would lead to changes in bond price and yield due to upgrades or downgrades, thereby influencing the return on investment by bondholders.
- Market Perception
Corporate actions shape the market’s perception of the company. Any announced stock buyback, dividend hike, or merger is a positive action that informs the market that the company is thriving and expanding. This will increase investors’ confidence and stimulate further investments.
However, some corporate actions, such as layoffs on a large scale or restructuring or rights issues, can cast serious doubt on the company’s financial soundness, causing a loss of confidence among investors and a declining stock price.
Examples of Corporate Action
- Dividends
For example, Procter & Gamble (P&G) recently announced its quarterly cash dividend for 2024, US$0.94 per share. Shareholders of record received the distribution, which raised their total return on investment. Dividends send a message to investors about corporate financial health and the ability and willingness to pay dividends.
- Stock Splits
Example: Alphabet Inc. (Google) did a 20-for-1 stock split in 2022. From US$3,000, the current share price was US$150. This made the stock accessible to more retail investors and, therefore, increased liquidity and trading volume.
- Consolidations and Mergers
For example, in 2019, Walt Disney Company bought 21st Century Fox for US$71 billion. Integration brings rights issues along with enhancing the company’s media portfolio, which positively affects the company’s market position.
- Rights Issue
Example: In 2021, Singapore Airlines (SIA) issued a rights issue to raise SGX 6.2 billion. In this, shareholders were allowed to buy more shares at a discounted price. The move helped SIA get the much-needed capital during the COVID-19 pandemic but diluted ownership for non-participating shareholders.
Frequently Asked Questions
Mandatory corporate actions are automatic and do not require shareholders. Examples include dividends and a stock split. Voluntary corporate actions, such as a rights issue and tender offer, require shareholder participation or decision-making.
A stock split divides existing shares into multiple new shares, reducing the price per share but keeping total market capitalisation intact. Companies undertake stock splits to diversify their shares, attract retail investors, and increase trade volume.
- Cash Dividends: These are taxable as income in the year received.
- Stock Dividends: Generally non-taxable in the same year but might affect the capital gains tax when stocks are sold.
- Mergers or Rights Issues: If a change of ownership is implied, this may give rise to capital gains and tax implications.
Yes, corporate actions are governed by financial authorities like the SEC in the US and MAS in Singapore. These actions must be transparently disclosed to investors to protect shareholders’ interests and ensure adherence to the rules of the market.
Yes, certain corporate actions can be adverse to shareholders:
- Rights Issues: Dilutes ownership if shareholders do not participate.
- Liquidations: Usually incur losses since the company closes up.
Related Terms
- Cost of Equity
- Capital Adequacy Ratio (CAR)
- Interest Coverage Ratio
- Industry Groups
- Income Statement
- Historical Volatility (HV)
- Embedded Options
- Dynamic Asset Allocation
- Depositary Receipts
- Deferment Payment Option
- Debt-to-Equity Ratio
- Financial Futures
- Contingent Capital
- Conduit Issuers
- Calendar Spread
- Cost of Equity
- Capital Adequacy Ratio (CAR)
- Interest Coverage Ratio
- Industry Groups
- Income Statement
- Historical Volatility (HV)
- Embedded Options
- Dynamic Asset Allocation
- Depositary Receipts
- Deferment Payment Option
- Debt-to-Equity Ratio
- Financial Futures
- Contingent Capital
- Conduit Issuers
- Calendar Spread
- Devaluation
- Grading Certificates
- Distributable Net Income
- Cover Order
- Tracking Index
- Auction Rate Securities
- Arbitrage-Free Pricing
- Net Profits Interest
- Borrowing Limit
- Algorithmic Trading
- Spillover Effect
- Economic Forecasting
- Treynor Ratio
- Hammer Candlestick
- DuPont Analysis
- Net Profit Margin
- Law of One Price
- Annual Value
- Rollover option
- Financial Analysis
- Currency Hedging
- Lump sum payment
- Annual Percentage Yield (APY)
- Excess Equity
- Fiduciary Duty
- Bought-deal underwriting
- Anonymous Trading
- Fair Market Value
- Fixed Income Securities
- Redemption fee
- Acid Test Ratio
- Bid Ask price
- Finance Charge
- Futures
- Basis grades
- Short Covering
- Visible Supply
- Transferable notice
- Intangibles expenses
- Strong order book
- Fiat money
- Trailing Stops
- Exchange Control
- Relevant Cost
- Dow Theory
- Hyperdeflation
- Hope Credit
- Futures contracts
- Human capital
- Subrogation
- Qualifying Annuity
- Strategic Alliance
- Probate Court
- Procurement
- Holding company
- Harmonic mean
- Income protection insurance
- Recession
- Savings Ratios
- Pump and dump
- Total Debt Servicing Ratio
- Debt to Asset Ratio
- Liquid Assets to Net Worth Ratio
- Liquidity Ratio
- Personal financial ratios
- T-bills
- Payroll deduction plan
- Operating expenses
- Demand elasticity
- Deferred compensation
- Conflict theory
- Acid-test ratio
- Withholding Tax
- Benchmark index
- Double Taxation Relief
- Debtor Risk
- Securitization
- Yield on Distribution
- Currency Swap
- Overcollateralization
- Efficient Frontier
- Listing Rules
- Green Shoe Options
- Accrued Interest
- Market Order
- Accrued Expenses
- Target Leverage Ratio
- Acceptance Credit
- Balloon Interest
- Abridged Prospectus
- Data Tagging
- Perpetuity
- Optimal portfolio
- Hybrid annuity
- Investor fallout
- Intermediated market
- Information-less trades
- Back Months
- Adjusted Futures Price
- Expected maturity date
- Excess spread
- Quantitative tightening
- Accreted Value
- Equity Clawback
- Soft Dollar Broker
- Stagnation
- Replenishment
- Decoupling
- Holding period
- Regression analysis
- Wealth manager
- Financial plan
- Adequacy of coverage
- Actual market
- Credit risk
- Insurance
- Financial independence
- Annual report
- Financial management
- Ageing schedule
- Global indices
- Folio number
- Accrual basis
- Liquidity risk
- Quick Ratio
- Unearned Income
- Sustainability
- Value at Risk
- Vertical Financial Analysis
- Residual maturity
- Operating Margin
- Trust deed
- Profit and Loss Statement
- Junior Market
- Affinity fraud
- Base currency
- Working capital
- Individual Savings Account
- Redemption yield
- Net profit margin
- Fringe benefits
- Fiscal policy
- Escrow
- Externality
- Multi-level marketing
- Joint tenancy
- Liquidity coverage ratio
- Hurdle rate
- Kiddie tax
- Giffen Goods
- Keynesian economics
- EBITA
- Risk Tolerance
- Disbursement
- Bayes’ Theorem
- Amalgamation
- Adverse selection
- Contribution Margin
- Accounting Equation
- Value chain
- Gross Income
- Net present value
- Liability
- Leverage ratio
- Inventory turnover
- Gross margin
- Collateral
- Being Bearish
- Being Bullish
- Commodity
- Exchange rate
- Basis point
- Inception date
- Riskometer
- Trigger Option
- Zeta model
- Racketeering
- Market Indexes
- Short Selling
- Quartile rank
- Defeasance
- Cut-off-time
- Business-to-Consumer
- Bankruptcy
- Acquisition
- Turnover Ratio
- Indexation
- Fiduciary responsibility
- Benchmark
- Pegging
- Illiquidity
- Backwardation
- Backup Withholding
- Buyout
- Beneficial owner
- Contingent deferred sales charge
- Exchange privilege
- Asset allocation
- Maturity distribution
- Letter of Intent
- Emerging Markets
- Cash Settlement
- Cash Flow
- Capital Lease Obligations
- Book-to-Bill-Ratio
- Capital Gains or Losses
- Balance Sheet
- Capital Lease
Most Popular Terms
Other Terms
- Protective Put
- Perpetual Bond
- Option Adjusted Spread (OAS)
- Non-Diversifiable Risk
- Merger Arbitrage
- Liability-Driven Investment (LDI)
- Income Bonds
- Guaranteed Investment Contract (GIC)
- Flash Crash
- Equity Carve-Outs
- Cost Basis
- Deferred Annuity
- Cash-on-Cash Return
- Earning Surprise
- Bubble
- Beta Risk
- Bear Spread
- Asset Play
- Accrued Market Discount
- Ladder Strategy
- Junk Status
- Intrinsic Value of Stock
- Interest-Only Bonds (IO)
- Inflation Hedge
- Incremental Yield
- Industrial Bonds
- Holding Period Return
- Hedge Effectiveness
- Flat Yield Curve
- Fallen Angel
- Exotic Options
- Execution Risk
- Exchange-Traded Notes
- Event-Driven Strategy
- Eurodollar Bonds
- Enhanced Index Fund
- EBITDA Margin
- Dual-Currency Bond
- Downside Capture Ratio
- Dollar Rolls
- Dividend Declaration Date
- Dividend Capture Strategy
- Distribution Yield
- Delta Neutral
- Derivative Security
- Dark Pools
- Death Cross
- Fixed-to-floating rate bonds
- First Call Date
- Firm Order
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