|
An employee stock option is a right granted to an employee to purchase
a particular number of shares for a fixed price over a defined period
of time. Because the price does not change, the employee has effectively
been given the ability to share in the company's growth during the
life of the option. The New York Times (Apr. 4, 1999, p. BU9) reports
that in a recent survey "options accounted for about half the
total compensation paid to executives of 428 large companies."
In Canada, Investment Executive (September 1998, p. 43) reports
that "executives are now getting more than three and a half
times their annual salary in option value."
A number of articles that have appeared in the popular press sound
an alarm about the proliferation of stock option plans and caution
investors about the potentially harmful impact of stock options
to companies' future profits and future valuation. This is said
to be particularly alarming for NASDAQ stocks, which tend to issue
a large number of employee stock options.
Stock options lower worker-related compensation expenses, as instead
of paying an employee a high salary, a company offers a lower cash
salary plus stock options. An immediate income statement-related
expense is lowered, and current income is inflated. The argument
then goes that this will inflate stock prices and fool investors,
as they do not realize that when these options are exercised, the
difference between the stock price and the exercise price will be
added to a company's expenses,1 leading to a profit decline. The
larger the amount of options granted and the steeper the stock price
appreciation, the higher the future profit deflation and stock price
decline. To add insult to injury, the exercise of stock options
will dilute earnings and existing shareholders' interest, resulting
in a further stock price decline. Does this argument hold water?
How is Economic Value Created?
The most popular method used to estimate economic value is the Free
Cash Flows (FCF) method, known as the entity approach. The FCF method
is founded on the principle that the value of an asset is the present
value (PV) of the expected cash flows resulting from the use of
the asset over its life.2 For a going concern, the life is assumed
to be extended to infinity. The value of the entity as a whole is
determined by discounting expected FCFs to infinity. Equity is then
estimated by deducting all claims from the entity value.
Exhibit 1 demonstrates this approach. The first two components
(value of the company's free cash flows, and the PV of the terminal
value) represent the value from operations. But, as companies also
have cash flows/assets that are not part of their operating cash
flows/assets, the remaining four components have to be added. Once
the market value of the company is estimated, an estimate of the
market value of common equity (Panel B) is derived by subtracting
the market value of all claims against the company's assets, as
shown.
The value of the entire company, ignoring for simplicity's sake
the non-operating assets referred to in Panel A, is equal to the
present value of the company's expected free cash flows from operations
to infinity, discounted by the appropriate discount rate.
FCFs do not incorporate any financing-related cash flows such as
interest expenses or dividends. In other words, they reflect the
cash flows generated by the company that are available to all providers
of the company's capital. Stock option holders, by accepting a lower
salary, can be considered one of the providers. To be consistent,
the discount rate applied to the FCFs should reflect the opportunity
cost to all capital providers, including the cost of stock options,
adjusted for any tax benefit accruing to the company (i.e., the
tax shield provided by the interest expense), and weighted by their
relative contribution to the company's total capitalization. This
is the definition of the weighted average cost of capital, or WACC
(the discount rate applied to FCFs).
Here is where popular interpretations of the effect of stock options
get things wrong. Writers conclude that since employees accept a
lower salary, and no deduction from revenues is made to reflect
the effect of options, net income and FCFs are overstated. True.
What is not true, however, is the claim that management has helped
ensure the stock price will be higher, by reducing costs.
Current shareholders' equity value per share is what we see quoted
in stock markets. Those who will exercise their options in the future
are not current shareholders, they are future shareholders. They
represent a liability to the current shareholders in the same way
as does current debt outstanding. As a result, the PV of their claim
has to be deducted from the PV of the FCFs that accrue to all claimholders--which
markets know have been over-estimated. It is true that the exercise
of these options will weigh down on future earnings for many companies
(see footnote 1). But the markets know this. The downward impact
has already been incorporated in current stock prices. How this
happens is shown in Exhibit 1. When valuing equity, the current
value of stock options is deducted from the PV of FCFs that arise
from operations. The options can be valued by using one of the popular
option valuation models. By subtracting the market value of these
stock options, we account for the dilutive effect of these options
when exercised in the future.
Media reports are also missing another downward adjustment markets
make, as a result of the inclusion of the cost of stock options
in the calculation of WACC. This raises the company's cost of capital
and reduces the PV of FCFs and current equity value. Since NASDAQ
companies grant a large amount of stock options, the discount rate
is higher, deflating the PV of (forecasted) FCFs and, hence, current
stock price.
Due to the higher discount rate, as well as subtracting the market
value of stock options from entity value to determine the market
value of current shareholders, the effect of stock options is felt
immediately. We do not have to wait until these options are exercised.
Employee stock option granting is not worth all the worrying we
see in the popular press.
Endnotes
1. This is only true for non-qualified stock options and
not for incentive stock options in the U.S. It is never true in
Canada.
2. FCFs are defined as earnings before interest and taxes
plus depreciation minus increase in working capital and capital
expenditures.
Dr. George Athanassakos is a professor of Finance and Director
of the financial planning program at the School of Business and
Economics, Wilfrid Laurier University in Waterloo, Ont.
|