Key Takeaways
- Preferred stock is a hybrid security with characteristics of both stocks and bonds.
- Preferred stockholders receive dividends BEFORE common stockholders.
- Cumulative preferred: ALL missed dividends (arrears) must be paid before any common dividends.
- Non-cumulative preferred: Missed dividends are lost forever.
- Convertible preferred can be exchanged for common stock at a fixed conversion ratio.
- Callable preferred can be redeemed by the issuer at a call price, typically above par.
- Participating preferred may receive extra dividends beyond the stated rate.
- Preferred stock generally has NO voting rights unless dividends are in arrears.
Preferred Stock
Preferred stock is a hybrid security that combines characteristics of both common stock (equity ownership) and bonds (fixed income). It is called "preferred" because preferred stockholders have priority over common stockholders for dividends and in liquidation.
Key Characteristics of Preferred Stock
| Feature | Preferred Stock | Common Stock | Bonds |
|---|---|---|---|
| Dividends/Interest | Fixed, if declared | Variable | Fixed, required |
| Voting Rights | Generally none | Yes | No |
| Liquidation Priority | After creditors, before common | Last | First (secured) |
| Price Behavior | Bond-like (interest rate sensitive) | Market-driven | Interest rate sensitive |
| Par Value | Typically $100 | Often $0.01 or no par | Typically $1,000 |
Calculating Preferred Dividends
Preferred dividends are calculated based on the par value and stated dividend rate:
Annual Dividend = Par Value × Dividend Rate
Example Calculations
| Par Value | Dividend Rate | Annual Dividend | Quarterly Dividend |
|---|---|---|---|
| $100 | 6% | $6.00 | $1.50 |
| $100 | 8% | $8.00 | $2.00 |
| $50 | 5% | $2.50 | $0.625 |
| $25 | 7% | $1.75 | $0.4375 |
Types of Preferred Stock
1. Cumulative Preferred Stock
The most common type of preferred stock. If dividends are missed, they accumulate as "dividends in arrears" and must ALL be paid before any common dividends.
Example: A company has $100 par, 6% cumulative preferred stock. It skips dividends for 2 years, then wants to pay common dividends.
| Year | Owed | Calculation |
|---|---|---|
| Year 1 (skipped) | $6.00 | In arrears |
| Year 2 (skipped) | $6.00 | In arrears |
| Current year | $6.00 | Current dividend |
| Total Required | $18.00 | Before any common dividend |
Exam Tip: For cumulative preferred, count ALL skipped years PLUS the current year. All arrears must be paid before ANY common dividends.
2. Non-Cumulative Preferred Stock
If dividends are skipped on non-cumulative preferred, those dividends are lost forever. Only the current dividend must be paid before common stockholders can receive dividends.
| Feature | Cumulative | Non-Cumulative |
|---|---|---|
| Missed dividends | Accumulate | Lost forever |
| Before common | All arrears + current | Only current year |
| Investor protection | Higher | Lower |
| Dividend rate | Usually lower | Usually higher |
3. Convertible Preferred Stock
Convertible preferred allows investors to exchange their preferred shares for common stock at a predetermined conversion ratio.
Key Terms:
- Conversion Ratio: Number of common shares received per preferred share
- Conversion Price: Price at which common shares are effectively purchased
- Parity: The price at which conversion creates equal value
Formula: Conversion Ratio = Par Value ÷ Conversion Price
Example: $100 par preferred, convertible at $25
- Conversion ratio = $100 ÷ $25 = 4 common shares per preferred share
Parity Calculations
| To Find... | Formula |
|---|---|
| Common parity | Preferred market price ÷ Conversion ratio |
| Preferred parity | Common market price × Conversion ratio |
Example: Preferred trading at $120, conversion ratio of 4:1
- Common parity = $120 ÷ 4 = $30
- If common stock trades above $30, conversion may be profitable
4. Callable Preferred Stock
The issuer has the right to redeem (call) the preferred stock at a specified price, usually at a premium to par value.
| Feature | Details |
|---|---|
| Call Price | Typically par + premium (e.g., $102 for $100 par) |
| Call Protection | Period when stock cannot be called |
| When Companies Call | When interest rates fall |
| Investor Risk | Reinvestment at lower rates |
Exam Tip: Companies call preferred stock when interest rates FALL because they can reissue new preferred at lower dividend rates.
5. Participating Preferred Stock
Participating preferred may receive additional dividends beyond the stated rate if the company has excess profits.
Example: A 6% participating preferred with $100 par receives:
- Regular dividend: $6.00 per share
- If common stockholders receive $10 per share, participating preferred may receive an additional amount (based on participation formula)
6. Adjustable Rate Preferred Stock
The dividend rate floats with market interest rates, providing some protection against interest rate risk.
| Feature | Fixed Rate | Adjustable Rate |
|---|---|---|
| Rate | Constant | Tied to benchmark |
| Interest rate risk | Higher | Lower |
| Price stability | Less stable | More stable |
Combined Features
Preferred stock features can be combined:
- Cumulative convertible preferred
- Callable participating preferred
- Adjustable rate cumulative preferred
Preferred Stock and Interest Rates
Preferred stock prices move inversely to interest rates (like bonds):
| Interest Rates | Preferred Stock Prices |
|---|---|
| Rise | Fall |
| Fall | Rise |
This relationship exists because preferred dividends are fixed. When new preferreds offer higher rates, existing lower-rate preferreds become less attractive.
Preferred Stock in Liquidation
In bankruptcy, preferred stockholders are paid:
- AFTER all creditors (secured and unsecured)
- BEFORE common stockholders
Exam Tip: Preferred stockholders have priority over common stockholders but are still subordinate to ALL creditors. They are NOT guaranteed to receive anything in bankruptcy.
A company has 6% cumulative preferred stock with $100 par value. If dividends were skipped for 2 years, how much must be paid per share before common stockholders can receive dividends?
An investor owns $100 par convertible preferred stock with a conversion ratio of 5:1. The preferred stock is trading at $130 and the common stock is trading at $28. Should the investor convert?
Which type of preferred stock offers NO protection if dividends are missed?
When would a company most likely call its preferred stock?
3.3 Equity Valuation Methods
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