Preferred Stock

Preferred stock has features similar to both equity and debt. Like a bond, it promises to pay to its holder a fixed amount of income each year. In this sense preferred stock is similar to an infinite-maturity bond, that is, a perpetuity. It also resembles a bond in that it does not convey voting power regarding the management of the firm. Preferred stock is an equity investment, however. The firm retains discretion to make the dividend payments to the preferred stockholders; it has no contractual obligation to pay those dividends. Instead, preferred dividends are usually cumulative; that is, unpaid dividends cumulate and must be paid in full before any dividends may be paid to holders of common stock. In contrast, the firm does have a contractual obligation to make the interest payments on the debt. Failure to make these payments sets off corporate bankruptcy proceedings.

Preferred stock also differs from bonds in terms of its tax treatment for the firm. Because preferred stock payments are treated as dividends rather than interest, they are not tax-deductible expenses for the firm. This disadvantage is somewhat offset by the fact that corporations may exclude 70% of dividends received from domestic corporations in the computation of their taxable income. Preferred stocks therefore make desirable fixed-income investments for some corporations.

Even though preferred stock ranks after bonds in terms of the priority of its claims to the assets of the firm in the event of corporate bankruptcy, preferred stock often sells at lower yields than do corporate bonds. Presumably, this reflects the value of the dividend exclusion, because risk considerations alone indicate that preferred stock ought to offer higher yields than bonds. Individual investors, who cannot use the 70% exclusion, generally will find preferred stock yields unattractive relative to those on other available assets.

Preferred stock is issued in variations similar to those of corporate bonds. It may be callable by the issuing firm, in which case it is said to be redeemable. It also may be convertible into common stock at some specified conversion ratio. A relatively recent innovation in the market is adjustable-rate preferred stock, which, similar to adjustable-rate mortgages, ties the dividend to current market interest rates.

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