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Alan Kring Productions in association with the Emergent Light Studio presents

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the Illinois State Collegiate Compendium, Academic Lecture in Business and Economics.

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This is Business Finance, FIL 240 for autumn semester 2023.

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Today, corporate valuation alternatives. Now I'll go on rambling for a while and then at

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2.45 I open the quiz and everyone just gets to live the dream taking a quiz

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five and when you're done you go. I'll make sure I remember to give you the

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password so that you have that. Try to think if there's anything else before we

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go in. We're going to look at the numbers. The numbers are not pretty at all today.

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It is kind of a wide sweep. The markets are in a bad mood right now for one

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reason or another and it's just a sour day on the street. As you can see the

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Dow is down a third of a percent and then the S&P is down a rather surprising

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1.44 percent and then the NASDAQ is in the toilet at two almost two and a half

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percent down. It's just a really rough day out there today and there are a lot of

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reasons for that but I mean some of the reasons just seem like they're

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speculative. We still have good signs on the economy that it's doing well.

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The Fed isn't threatening to raise interest rates. So what is honking off

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the markets this much? Now as you can see crude oil is just basically in the

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middle of its trading range. It's up a little bit up 2% but it's

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nothing to get excited about at all. It's bouncing between 82 and 88

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nicely right now as I told you it probably would. Gold is getting rather

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close to that resistance at $2,000 an ounce. You see it right there? Not

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pleasant at all. An unpleasant little look that the gold has because we're

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almost near that line. Something is wrong with this. I'm gonna have to refresh this

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screen but there we go. Oh yeah it's it's a rough day out there. So anyway moving

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on from where we were with gold. Now crude was down and then it

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was up but it's just bouncing around gold up some so that's a little concern.

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Notice silver which is not as speculative isn't doing anything

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particularly at all and so the gold going up is most likely based on

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speculation of bad economic times. However we'll just have to see about

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that. The euro is depreciating against the dollar and so is the British pound.

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So those economies must be in less have less positive prospects than ours for

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what for one reason or another and the yen is depreciating against the dollar

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as well. So the US dollar is strengthening for what that's worth.

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Notice that the Nikkei rose early in trading. This was in the middle of the

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night last night and at night last night and then it just sort of bounced around

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and then it did a sell-off close to the end and then it rallied a little tiny bit

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at the end. Now the London they did sort of a similar thing. They started out down

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and then they rose and then went down and then they came climbing back up

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again. So there's a lot of volatility out there. It looks like a lot of

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uncertainty but it's not a pleasant day on the street right now at all. Let me

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show you a couple of things real quick here. If you are a bear well there are a

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couple of things you can do. I'm going to teach you how to make money having

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stock prices go down. Most people think the only way you make money is if

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stock prices go up. No, they can go down and you can make money off that. It's

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called short selling. There is another way that you can profit make money off

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stocks falling. You would just take bearish funds ETFs that are on the sour

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side. I'll show you a couple. I may have shown you these before. Here's one SQQQ.

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That is a bear fund. It's an ETF that's bearish. Well is that an ETF even?

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But look at that. On a day when the market is bearish, really bearish, that

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son of a dog is up more than seven and a half percent in one day. There's

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a way. Well I'm a bear. It's a bear market. How do I make money? Go for these

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funds that are contrarian. They go up when the stock market goes down. Let me

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try another one here. This is one. This is mostly NASDAQ stuff. Betting on the

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NASDAQ going down in the NASDAQ as you can see went down a lot. Here's one

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that's contrary on the Dow. Well that one kind of sucks. And then we've got SPXU

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SPXU I think. Let's look at that one first. Yep. Bearish. It's a bear fund.

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Short. See that short there? Short is bear. Okay so here we go. It's up more than

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half of more than four and a half percent. There you go. So you don't have to

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wait for a bull market to be a successful investor. This is the message

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that we're getting from this kind of thing right here. I want to look at

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something real quick here. Look at this. See the beta? This is the SPXU. Look at

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the beta. It's negative. That's the contrarian. It's moving against the world

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portfolio. That's what a negative beta would tell you. And in a case like this

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that's what you want. You want it to move contrary. The opposite. And this one is

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almost three, a magnification of three on the world portfolio. Taking that to be

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what beta means. Another one. Is that SPX? I think SPXL? No that's a bull. SPXL is a

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bull. That one should beat you up. That one's taking a butt back. But these funds

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you can go bull or bear on these funds and they're not that expensive to jump

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into. This one 70 about 72 bucks a share for it. The one I just gave you the

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ultra pro short 12.86 a share. So it's not a costly buy-in to the game and

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that's a bear fund. So if you want to be a bear and you want to be a cheap bear

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then you would probably reach for something like the S&P 500. I didn't have

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things of remember look at the SQQQ. How much is that one? 21 bucks 21.83 a

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share. That's for a bear position. Now on the other hand if you want to do bull

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stuff you would go TQQQ and it's taking a butt bath today. But notice that that

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one is taking a dive because it is a bull position. It's a long position and of

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course look at its beta. That is very risky. It's going to magnify the hell out

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of the market when it plays its hand. So there you go. One way or

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the other these are the funds that you can look at if you want to take bear

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positions especially. Now with bull positions they're easy find ETFs that are

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normal ETFs or just regular stocks and jump into those. With bear positions you

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can do short sales but those are kind of complicated. I'll show you how to do them

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but they require margin accounts. This you just buy in and you're on the bear

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side of the market and you hope that the bears win. You stop being chipper and

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optimistic and you start being pessimistic. These are a way that you can

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make money in the bear markets. So the idea that stocks go up that's the only

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way people can make money and everyone loses when the stock market goes down.

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No horse crap. You just have to know a little bit about the markets and you don't

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have to do fancy stuff. Just go for some of these bear funds. These short as we

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call them short funds. Okay enough of the boy. Look at that beta on that one.

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That's TQQQ but yeah these are some of the things that you can do in

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the market. Now the last thing that on stocks and just a few overview words and

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I had talked about this earlier but I just want to refresh your mind for a

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future quiz. Not for this one and for of course the final. Just the basics of

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stocks and a couple of different ways that are alternatives for valuing a

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firm and valuing its equity. Now the first thing is just as a refresher from

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something for something I did earlier. When I use word stock usually when I use

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that word what I'm actually referring to is common stock. However there is another

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kind of stock which is called preferred stock. Now understand that these are both

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equity and if it's equity it has the residual claim. The bills have to pay be

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paid in a timely manner before any stockholder can get a

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dividend. Get anything or reinvestment in the company. So that's the first thing

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to appreciate is it neither of these has any prior claim over the debt, the

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liabilities. However within equity the preferred has the prior claim to

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dividends. The preferred has the prior claim. The preferred has to be paid a

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dividend if there is preferred in the company issued by the company and only

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if the preferred is satisfied per the contract itself then the common stock

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can get a dividend or get reinvestment in the company. Now there's a problem

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here one last thing. When we refer to common stock when I say stock I probably

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mean common stock and within that you have to look at if there is

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the classification. There could be more than one kind of common stock. The kind

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of common stock, there's the normal kind. You get one vote at a shareholders

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meeting for each directors position that's open and that's it. You get

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dividends if there's a dividend declared and all of that. There could be another

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kind of stock. There could be this ancient founder stock. That would be

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stock that was for insiders. It has probably has super majority voting to

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allow the insiders to maintain control of the board of directors. It may also

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have and I am honestly I'm not sure about this but I think I've seen examples

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where the of classifieds where the founder stock had a different dividend

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from that of the normal stockholders. Not sure about that but I saw I've seen a

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couple of references to it. Now the founder stock is generally generally

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subject to rule 144. Rule 144 of the Securities Exchange Act of 1934

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restricts the sale of the founder stock because they probably have inside

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information. So their certificates at least back when they were printed

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certificates were printed would have a big red stamp on them restricted and

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that there were rules under which that stock could be leaked. L-E-A-K-E-D. In other

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words a founder doesn't have to keep all of his or her stock but he can't just

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sell it to a broker. Hi I've got 50 million shares of founder stock. Sell them

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all. You can't do that. There are windows that are allowed but you have to have an

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opinion of legal counsel that says this is acceptable to do this sale is

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acceptable under rule 144 and for this amount. There has to be a notification to

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the SEC all that good stuff. So in other words you're a founder. You got 50

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million shares. Well you know I'd kind of like to dump a half million of those

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shares. Well if the legal counsel says yes under rule 144 you can do that for

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this period of time then it would be a go. You would file the proper forms to

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be able to do it and all that. You can even find websites where they list

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insider trades on stock. You'll see it and sometimes people can't keep an eye

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on that. Well what if what if you see the insiders of some corporation all getting

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rid of stock at the same time. Well that would be some people's idea of a good

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let's get out of this before the founders must know something so let's

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get out. So it's one of those things you keep an eye on at the certain websites

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will show you that information and it's good to know that oh these insiders are

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getting rid of stock. That doesn't necessarily mean that this that these

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guys thinks the stock is going to the company's going to hell. You might be if

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I've been in companies I have consulted for companies where the founders they

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weren't paying themselves hardly anything in salary. They just plowed

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forward year after year keeping the company going. So when a window opened

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under rule 144 yeah they kind of some of them sold a lot of stock that they could

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sell just so they could make up for all the years that they had gone without

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much in stock. That's it's not it's not a sign that the company is going to hell

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always. It might just be okay we just we just want some money because we haven't

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been paid very well and others it's just greed. Yeah I want to buy myself a new

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boat yacht or something but it's not always a bad sign. But if you see a bunch

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of insiders using 144 at the same time that might be a little bit more

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worrisome. What do they know kind of thing. One but one way or the other you

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will not be up you don't go out and buy founder stock. Once a founder sells it

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it's just regular stock okay. It's just normal stock but and then it's so you're

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not you still suddenly become a founder with it. Although that inside those

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inside chairs if they have super majority voting rights they're probably

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not going to be out there in the market to be sold. However you saw one example

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Berkshire Hathaway. You can buy the heavies the big Berks. Now if you just

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want to be a Berkshire Hathaway shareholder you buy the baby Berks. Those

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are cost you $337 each and what's even suckier about them is that they don't

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really pay much of a dividend. It's a decent stock though but I mean it's not

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the kind of stock that I would be too interested in buying. Beta is low and all

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that but if you want to be one of the big Berks be our K and participate in

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the have those super majority voting rights and all that well let's try that

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again. BRK. Yeah those cost $513 and whoa did you see that price jump by a couple

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hundred dollars there now down a couple well yeah but that's actually very small

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percentages but if you want to be in the big league with some heavy duty the

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inside stock it's right there for you. Now if you're going to do that let me

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know and I'll help you give you some investment advice for a commission fee

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which you can I'm sure afford if you could buy a half a million dollars a

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share. Some of you will actually have enough money you could do that someday

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but you probably wouldn't even if you had a lot of money because you'd have to

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have a lot of money to throw a half a million dollars and just plain old

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stock which is really what this is. There's nothing extraordinary about it at all

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except for the price but anyway that's the inside. Now the preferred stockholders

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let me mention those a little about the valuation. I'm going to write

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VLT 1.75% cumulative preferred and I've done this before but I'm just doing it

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again. Cumulative preferred par value $80 per share. Now what this means is first

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of all this word right here cumulative would not necessarily be on a

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preferred stock certificate. If it is it's quite a thing but what this says is

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that your annual dividend will be equal to 1.75% times the face value of 80. It's

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like a coupon. Remember you take the coupon rate times the face value you get

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the value of the coupon. That's what this is. Really quickly here let me get a

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calculator up here and I'll take 0.0175 times $80. So every year for each

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share you own you get $1.40 per share and that $1.40 must be paid before a

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common dividend is paid. That's why I put that prior there and if it's not paid

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then the dividend then the common shareholders cannot be have a dividend

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declared for them. Now if it is cumulative preferred if the company

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doesn't pay the preferred dividend one year it has to pay it plus the new

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dividend the next year and that goes on and on. So as long as it's cumulative

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preferred as long as the company hasn't caught up with its preferred dividends

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the common shareholders will not get a dividend. So that's the nice thing about

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cumulative. It's not pleasant though if you're a common shareholder. If you were

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looking around for some common stock you like dividends. It's a little

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fixed income and you notice oh wait this company has cumulative preferred. That

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means if the company ever fell down and couldn't cover its preferred dividend

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you wouldn't get a dividend as a common stock shareholder. Furthermore if it's

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cumulative that company could not be able to pay its preferred dividend for

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years and you will never see a dividend until it catches up if it ever does.

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That's how bad it is. Preferred dividend preferred common as I said preferred

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stock used to be kind of popular not really anymore. Don't see much of it not

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as much as you used to and one thing companies they are it's like a real

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commitment. Now one thing that I have seen is preferred that is convertible

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where the company can't or it could be the invest it could be the preferred

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shareholders can decide to turn the preferred into the value equivalent of

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common. That's I I don't know maybe it's just me and the numbers that I look at

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but I've seen more of that now than I did 20 years ago. Preferred being issued

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but it has a convertibility provision in it that it can be turned into common

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stock which of course would be good for the common stockholders out there in a

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way because otherwise that preferred would hold off dividends for the common

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it could forever but if it can if the company converted it to common stock

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then they're all on the same playing field. That's that would be one good

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thing about. The bad thing about that would be if that stock is converted into

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common stock it waters down the common stock. Okay suppose that there are 10

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million shares of common stock outstanding and a million shares of

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preferred could each be converted to a share of common. That would mean that

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suddenly there were not 10 million shares of common stock there were 11

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million shares of common stock. So that would water down your percentage

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ownership for your common stock holdings if you're just a common stock

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holder. There's one other thing no by the way common stock is a preferred stock

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is easy to price it's a joke because it's a no growth perpetuity. That dividend

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goes on forever. So let's say that's a discount rate for preferred stock right

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now the dividends from preferred stock is let's say 2% 2.00%. So the price of

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the preferred would be nothing but a dollar forty over point oh two that being

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dividend the flat dividend divided by the discount rate. It's a it's a classic

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no growth perpetuity and if I do that it should come out below $80 take 1.40

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divided by 0.02 yeah that's $70. Notice just like bonds if the market wants 2%

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and the company pays 1.75% then the price will be at a discount to par. It's

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like bonds when the required rate of return by the investors the yield is

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higher than the coupon then the bond will sell it at a discount to par. It's

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the same thing. It's a very easy much easier formula but there you go. That's all

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there is to that. One thing I would be remiss if I didn't bring it up. With

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common stock getting off preferred stock for a month getting away from

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preferred stock. Now this refers primarily to common stock. Generally

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speaking, common stock will have preemptive rights. It works like this. I've

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got 10 million shares of stock outstanding and I want to do a public

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offering for 5 million shares.

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Suppose that you own a million shares. That would mean that your position, your

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your ownership of the company stands at 1 million shares over 10 million shares.

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So you have a 10% ownership of the company. Now suppose the company says

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we're going to do a public offering of 5 million shares. That would mean that the

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total after the new issue would be 15 million. That would take you down to a

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million over 15 million. That would reduce your ownership position. Take you

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go down to 6.67% ownership. Preemptive rights mean that you have first dibs to

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keep your position. So in other words, you would have a preemptive right to buy

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5,500,000 shares. So that your final position would be 1,500,000 shares

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over 15 million shares which of course would mean that you're back up to 10%

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ownership.

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Whoops, 1,500,000 over 15 million which puts you back up to 10%. You have the

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right to hold your ownership stake. You don't have to, but you have the right to.

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Now the interesting part of this is, well I'll get into that in just a minute. This is

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just preemptive rights. That's all it means is that you, this, there are 5

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million shares. There has to be enough shares that can be bought during a

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certain time period by existing owners up to the point where they would hold

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their position. Now I might choose, well I can't really afford 500,000 shares. I

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could buy 200,000. So you could subscribe for 200,000 under your preemptive rights.

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You could subscribe for any amount up to what would bring you back to your

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original position. Anything you buy after that, you're on your own for it. The real

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question though, do you want to exercise your preemptive rights? There are reasons

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why you would want to to maintain your position of control in the company,

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but there are some reasons why you might not want to do that. Some of those reasons

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go to this. The company is going to buy, sell stock. Let's say it's a

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seasoned offering. In other words, the company's been public. It's got

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outstanding stock out there. It just wants to raise more money by selling

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stock. The problem is this. First of all, why would a company want to raise equity

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capital? As you'll see next week and the week after that, equity capital is a lot,

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usually a lot more expensive than debt capital. So in other words, the cost

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a company selling common stock to raise money is going to be lifting its

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weighted average cost of capital. So why would it do that? But there's another

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reason too. Company, think about the logic. If you are the insiders of a

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company and you're looking at the stock price and projecting what it will do

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based upon the company's knowledge of the prospects for cash flows and all

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that. You look at the stock price. Would you as the company want to sell

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your stock price when you had determined that the stock was near its high or near

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its low? In other words, if I'm going to sell 500,000 shares of stock and I'm

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going to sell that and I think that right now the company's stock is at $20 a

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share. Later I think that I see projecting that in about a year it's

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going to be $10 a share. When would I sell through that offering? Would I sell

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it through the offering now when it's $20 a share or would I wait until it

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fell to $10 a share? The obvious answer is I'd sell it when it was at $20 a

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share. So in other words, there is good reason to believe the company sells

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stock when their internal numbers tell them that the stock is near its high.

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And then it's going to fall from that high. Otherwise, why would they sell the

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stock when they wait? Oh no, we better wait until it falls to $10 a share so

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that we raise 5 million times 10 instead of 5 million times 20. No, they're

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going to sell a stock when they project that it is going to be near its high

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when the offering goes live. That's the problem. You have to be suspicious of

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stocks. So if you're exercising preemptive rights, you would be exercising

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those like all the other suckers who are going to buy the stock during the

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offering. So you would want the company to give you some kind of a deal to

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exercise your preemptive rights. Otherwise, you're just buying it at the

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high like every sucker out there in the open market is going to. That's a good

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reason not to exercise your preemptive rights. A good reason to exercise them is

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that that maintains your control over the company. You had 10% control and if

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you don't exercise your preemptive rights, your control goes down to 6 and

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2 thirds percent, which is might not be something you want. You want to maintain

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your control because that's the only way you think that the company can do what

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you want it to. What you and other investors have in mind instead of a

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bunch of newbies jumping in on it and getting positions. That's about stock and

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all that. That's the latest it's been today.

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I think, oh, I don't know.

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Let me show you one last thing. Valuing the company. The classic approach would

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say that the value is going to be the sum from i equals 1 to infinity of the

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free cash flow at year i divided by 1 plus weighted average cost of capital

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to the i-th power. In other words, the infinite stream of annual free cash

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flows, for example, discounted back to the present. Theoretically, that's great.

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Practically speaking, it's a pain in the butt because you have to project the

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free cash flows for every year from now to eternity. Typically, we don't do that.

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We go out about 10 years and every year whatever we're projecting the free cash

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flow to be is going to be even more and more uncertain. It's done though. We do it

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that way and that's the way I teach it in some classes. There are other ways to do

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it too and I'll go through one of those right now. Now there is a complicated

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formula for enterprise value, EV enterprise value, but there is a quick

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dirty way to do it. You go to the financial site like Standard Poor's

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Global Net Advantage and you get the enterprise value average of the industry

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and then you divide that by the earnings before interest and taxes and

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depreciation and allowance of the industry and then you multiply that by

321
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earnings before interest and taxes and depreciation and amortization of the

322
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company and this will give you the enterprise value of the company. Like I

323
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said, there's a complicated formula to get enterprise value directly. You do this

324
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and that and all that. This is the way that I've seen it being done. It's

325
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quite popular. You just go to Standard Poor's Net Advantage and you say, all

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right this company is in this industry. What's the enterprise value of the

327
00:41:01,760 --> 00:41:07,980
industry? The number will be right there. Okay, what is the average EBITDA of the

328
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industry? It's right there in the Global Net Advantage and then you take the

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company itself and you look at its financials and calculate EBITDA. In

330
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other words, earnings before interest and taxes, operating income, plus depreciation

331
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and amortization, which you can get from the free cash from the statement of

332
00:41:27,280 --> 00:41:35,000
cash flows. That'll give you a decent estimate of enterprise value, which is

333
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one of the ways that we can say the value of this company is. It's just one of

334
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those things we do and it's a short dirty way. The book emphasizes the more

335
00:41:49,800 --> 00:41:55,880
complicated way, but I think it actually mentions that. The mention should be, oh

336
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by the way, this is the easy way. This is the way we do it usually. But anyway,

337
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you've got a quiz to take. I want you to crank it up and when you are finished

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with that quiz, that's all I have for you. I thank you.

