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VALUATION: SETTING THE TABLE Aswath Damodaran

General Information Office: Room 9-69 E-mail: adamodar@stern.nyu.edu Home Page: http://www.damodaran.com Office Hours Monday 9.45-10.20, 12-12.30 Wednesday 9.45-10.20, 12-12.30 The fair game principle still applies The teaching assistants/fellows for this class are 1. Jonathan Freed, jonathan.freed@stern.nyu.edu 2. David Klaber, dk2969@stern.nyu.edu 3. Michael Xu, mx343@stern.nyu.edu 2

Theme 1: Characterizing Valuation as a discipline In a science, if you get the inputs right, you should get the output right. The laws of physics and mathematics are universal and there are no exceptions. Valuation is not a science. In an art, there are elements that can be taught but there is also a magic that you either have or you do not. The essence of an art is that you are either a great artist or you are not. Valuation is not an art. A craft is a skill that you learn by doing. The more you do it, the better you get at it. Valuation is a craft. 3

Theme 2: Valuation is simple & universal Intrinsic Value The value of an asset is the present value of the expected cashflows Ways of thinking about/estimating value Relative Value/ Pricing The value of an asset is what others are willing to pay for it (or something like it) Contingent Value The value of an asset may be contingent on what happens to other assets Changing Value Value Enhacement - Management - Activist Investors Acquisitions - Synergy - Control Every asset has a value. We just have to find it. Investors - Small vs Large - Short term vs Long term - Individual vs Instiutional - Insider vs Outsider Analysts - Buy Side vs Sell Side Accountants Perspectives on value Regulators/ Government Valuing publicly traded firms - Small vs Large - Developed vs Emerging - Manufacturing vs Technology And private businesses - For owners - And investors (private equity, venture capital, IPO) Across the life cycle - Young firms - IPOs - Mature firms - Declining firms In sickness and in health - Survival Risk - Distress Risk - Nationalization Risk Ways of Applying Value 4

Theme 3: Valuing an asset is not the same as pricing that asset Drivers of intrinsic value - Cashflows from existing assets - Growth in cash flows - Quality of Growth Drivers of price - Market moods & momentum - Surface stories about fundamentals Accounting Estimates Valuation Estimates INTRINSIC VALUE Value THE GAP Is there one? If so, will it close? If it will close, what will cause it to close? Price PRICE 5

Theme 4: Good valuation = Story + Numbers 6

Theme 5: If you value something, you should be willing to act on it.. What valuation theory? There is very little theory in valuation and I am not sure what an academic valuation would like like and am not sure that I want to find out. Pragmatism, not purity: The end game is to estimate a value for an asset. I plan to get there, even if it means taking short cuts and making assumptions that would make purists blanch. Do you believe? To act on your valuations, you have to have faith in In your own valuation judgments. In markets: that prices will move towards your value estimates. That faith will have to be earned. 7

Course Outline Sessions 1-2 Sessions 3-12 Sessions 12-15 Sessions 16-19 Session 20 Session 21-23 Session 24 Session 25 Session 26 The Big Picture Intrinsic Value: Inputs and Process - Risk Free Rates, Risk Premiums and Discount Rates - Earnings and Cash Flows - Growth and its value - Terminal Value Intrinsic Value: Examples - Narrative and Numbers - Valuation Examples - The Dark Side of Valuation - Value and Price Relative Valuation (Pricing) - The Pricing Process - Standardized Prices (Multiples) - "Comparables" - Doing Pricing Right Asset-Based Valuation - Liquidation Valuation - Sum-of-the-parts Valuation Real Option Valuation - The Basis - The Option to Delay (Patents, Reserves) - The Option to Expand ("Strategic") - The Option to Abandon (Flexibility) Acquisition Valuation Value Enhancement The Grand Finale 8

Pre-season prep! Getting ready for the class Accounting: The raw material you need to value a company comes primarily from accounting statements. Understanding how to read a financial statement and where to find the information need is critical. My primer: http://people.stern.nyu.edu/adamodar/new_home_page/accprimer/accstate.htm Statistics: Statistics is designed to help us make sense of data that is large and contradictory. That is exactly the problem we face in valuation. My primer: http://people.stern.nyu.edu/adamodar/new_home_page/statfile/statistics.htm Finance: There are tools that we draw on in valuation extensively. Risk and return models: http://www.stern.nyu.edu/~adamodar/pdfiles/acf3e/ch3.pdf Present value: http://people.stern.nyu.edu/adamodar/new_home_page/pvprimer/pvprimer.htm Corporate finance: http://people.stern.nyu.edu/adamodar/new_home_page/triumdesc.html 9

Class structure Monday - Class Tuesday - Valuation of the week email Wednesday - Class - Weekly challenge sent out Thursday - Project update email Friday Topical webcast Saturday - Weekly Newsletter Sunday - Weekly challenge due & solution posted 10

For each class, please try to.. Be here and please be on time: Each class will start with a pre-class test (which will lay the basis for the class but will not be graded) in the first 5 minutes. Bring your lecture note packet with you: These are available in three parts. They can be bought at the book store or downloaded from my web site by going to: http://www.stern.nyu.edu/~adamodar/new_home_page/eqlect.html If you do miss a class, catch up: All classes will be web cast. The web casts will be online (usually) within a couple of hours of the class. The webcasts are available in four formats: as a stream (with a high-speed internet connection) as a YouTube video (if you have a lower-speed connection or small screen device) as a downloadable video file (for a computer, a tablet or a smart phone) as a downloadable audio file. 11

Nice to have, but you can live without them Books: I have a few books on valuation and they tend to say much the same things, albeit in different formats. You don t need any of them but if you can get one, it won t hurt. Investment Valuation (3rd edition): is the book that is most suited for a classroom text book. It follows the standard script of valuation, looking at different valuation models with twists. It also follows text book format (with problems at the end of each chapter) Damodaran on Valuation (2nd edition): provides a quicker review of the basic valuation but the second half of the book is built around dealing with what I call the loose ends of valuation and is really meant for practitioners who deal with the loose ends on a constant basis. The Dark Side of Valuation (2nd edition): covers companies that are difficult to value young companies, money losing companies, financial service companies, emerging market companies. The Little Book of Valuation: If you truly, truly hate to read and are budget constrained, think of this as the Cliff notes version of my longer books. Narrative and Numbers (Coming soon): This is for story tellers who want to develop some discipline and number crunchers who want to be imaginative. Apps: I have a valuation app (co-developed with Anant Sundaram at Dartmouth) for the ipad and iphones called uvalue. Check it out! ipad version: https://itunes.apple.com/us/app/uvalue/id440046276 iphone version: https://itunes.apple.com/us/app/uvalue-mobile/id492586911 12

Stay connected! Information Central Website for the class: Everything associated with this class (and I mean everything) will be available on the website for the class: n http://www.stern.nyu.edu/~adamodar/new_home_page/equity.html I will try to also keep the material on NYU Classes, but I don t like closed systems. Enough said! Social Media sites (My NYU Classes alternative): I have been experimenting with new ways of offering this class. This semester, I will find a new forum to present this class. I would love to get your feedback on how it works. I will pass it on. Apple itunes U: The class will also be carried on Apple itunes U. If you have an Apple device (an iphone or ipad), download the itunes U app from the itunes store and then type in or click on the link for the class. https://itunesu.itunes.apple.com/audit/cohyxvz1ga0n1tya If you have an Android (what possessed you to commit such a mortal sin?), you can watch itunes U, if you have the Tunesviewer app on your Android. You can get it by going to http://sourceforge.net/projects/tunesviewer/ YouTube Channel: There is a final option, if your broadband connection is not that great and you are watching on a Tablet/smartphone. There is a YouTube playlist for this class, where all class sessions will be loaded. https://www.youtube.com/playlist?playnext=1&list=plukh9m2borqmsh1y8qiyq-0hnbwphvbzf When you get a chance, check it out. 13

More Yes, there is more Google calendar: There is a Google calendar for the site that you can access by going to: http://bit.ly/2atviyl My blog: My not-so-brilliant and not-very-insightful thoughts on valuation, corporate finance and portfolio management will be posted on my blog, Musings on Markets. http://aswathdamodaran.blogspot.com/ Twitter feed: Just in case you don t get enough of me in class, online and from my blog, please help me approach Lady Gaga status by joining my Twitter follower list (@AswathDamodaran). Other readings: The other readings for each topic are available on my web site, and can be downloaded at http://www.stern.nyu.edu/~adamodar/new_home_page/eqread.htm 14

Grading Distribution 15

Grading Basis Group Work: Students should work in groups of four (minimum) to seven (maximum). Each group will be required to work on a group project Valuation Project Due in two parts 30% n Part 1: DCF Valuation due by November 4 at 5 pm n Part 2: Entire project due on December 14 at 5 p.m. Mystery Project: TBA 10% Individual Work: Quizzes: There will be three quizzes worth 10% apiece. Quiz 1: DCF Estimation Issues: Session 9 (October 10) Quiz 2: More DCF: Session 17 (November 9) Quiz 3: Relative & Private Co valuation: Session 22 (November 30) Final Exam: This will also be an open-book and open-notes cumulative exam worth 30%. It is scheduled for Friday, December 16, from 1-3 pm. 16

Recapping Quiz/Exam Ground Rules 1. Quizzes will be on the designated days in the first 30 minutes of the class. 2. Exams will be open book, open notes. You can bring in as much supporting material as you can carry. 3. Each quiz is worth 10%. 4. If you have to miss a quiz for good reason, you will have to let me know (by email) at least 15 minutes before the quiz that you will be missing the quiz. 5. If you miss a quiz for good reason, the 10% weight on that quiz will be reallocated across your remaining exams (quizzes and final). You cannot weight prior quizzes more. 6. If you take all three quizzes, the score on your worst quiz will be pushed up to the average score across all of your other exams (the other two quizzes and the final exam) (Note: It will not be thrown out). If you miss a quiz, you will not have this option, even if you miss the quiz for good reason. 7. You can never be worse off from taking all three quizzes. At worst, your total score will be unaffected, but at best, it will improve. 8. I grade all of your quizzes and I give partial credit. So, please show all work. If you have a beef with the grading (and I do make mistakes), please come to me 9. You cannot use your laptops on the quiz. 10. You can use your ipads for reviewing lecture notes but not as connected devices. 17

Rules of Engagement Rules of group work: Pick your own groups. (If you have trouble getting picked, I will help) All group work will be self policed, except in extreme circumstances. There will be one grade per group, no matter how the work load is distributed among the group members Rules on individual work All exams and quizzes are strictly individual work. There will be no make-up quizzes. If you miss a quiz for a good reason, the grade will be redistributed over the remaining part of the course. If you take all three quizzes, the score on your worst quiz will be raised to the average score across all of your other exams (two quizzes and the final). I will be the grader, and I do make mistakes. If I screw up, bring it to my attention and I will fix it. Rules on Participation All participation is welcome. 18