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Unit 13: Valuation of Preference Shares




             •   The company keeps on getting money by selling subsidiaries and businesses here n   Notes
                 there!
             •   The company will require about `  195 cr to redeem the preference shares (along
                 with dividend), which may not seem out of reach, but considering the large debt and
                 negative cash-flows, seems unnerving, to say the least.
             •   The biggest risk here is the management. They are no saints, lemme tell you! Just
                 look at this postal ballot they got passed.
             •   Basically what they did was something like this...the Companies Act confers voting
                 rights on preference shareholders, if their dividend is not paid for a period of 2 years.
                 Since Network18 had not paid dividend, the preference shareholders would have
                 gained voting rights.
             •   So the company declared that it had received letters from preference shareholders
                 that they would like to waive their extra rights (now why would anybody do that)
                 and  hence,  through  postal  ballot,  they  got  these  preference  shareholders’  rights
                 waived. (Promoters must be holding at least 50% of the preference shares, as per my
                 reading)
             •   So would they pay up at the time of redemption? Or would they find some loophole
                 or the other and do some hanky-panky? That’s a tough one to answer.
             To Conclude
             •   Although  the  possible  return  here  is  mouth-watering,  there  are  2  big  risks;  the
                 financial position and the management.
             •   Both of them scare me to a great extent, to take a meaningful position.
             •   If one is ok with these risks and one thinks that they are not very material, Network18
                 offers a great opportunity to make respectable returns in this uncertain market. The
                 preference shares are fairly liquid too.
             •   Given  my  risk  appetite,  I  personally  intend  to  give  this  one  a  miss  for  now,  but
                 I would like to keep a watch on future events (like insider buying) to revisit my
                 decision. For the bold and the dangerous people out there, do take a look at this
                 opportunity.

             Questions
             1.   Analyse the problem of the case study.
             2.   Discuss the case facts and solution to the issue.
          Source: http://neerajmarathe.blogspot.in/2011/10/network18-preference-shares-amazing.html

          13.3  Summary

          z z  Preference  Shares  are  issued  by  corporations  or  companies  with  the  primary  aim  of
               generating funds.

          z z  A preference share usually carries a fixed stated rate of dividend. The dividend is payable
               only upon availability of profits.
          z z  Preference share holders have preference right over payment of dividend and settlement
               of principal amount upon liquidation, over common share holders.

          z z  A preference share can be irredeemable or redeemable.
          z z  Preferred stock is similar to common stock in that it entitles its owners to receive dividends
               which the firm must pay out of after-tax income. Moreover, the use of preferred stock as a
               source of financing does not increase the probability of bankruptcy for the firm.


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