Taxable Spinoff

  

Categories: Tax

See: Tax-Free Spinoff.

You run a novelty underwear company. You want to get rid of your glow-in-the-dark thong division. You're going to spin it off as its own company.

There are a couple of ways to structure the deal. Some result in capital gains taxes for the parent company. These fall into the "taxable spin-off" category. These happen when the company is sold to an outside party (say, a hedge fund comes in and buys the Bright Thong unit to set it up as its own company). Also, conducting an IPO for the new company could result in taxes for the parent company.

However, you do have choices that avoid the taxes. You can conduct the spin-off in a way that would be tax-free. For instance, you could issue shares of the new Bright Thong's stand-alone company to your shareholders. They would own both the parent company and the new company, in equal proportion.

The tax-free option obviously has the appeal of avoiding taxes. But it doesn't bring in any cash for the parent company. It just serves to separate the businesses. The taxable model can be useful if the goal of the transaction is to raise capital for the parent company.

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Finance: What are dividends, and how do ...4 Views

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Finance Allah shmoop what our dividends and how do they

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affect stock prices Well guess what People they help That's

00:12

how they affect stock prices Well what are they What

00:15

are dividends Well they're usually paid in cash to shareholders

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of record I legally if you own the stock than

00:23

you're entitled to the dividend that is if you were

00:25

In fact according to the brokerage where you held these

00:28

shares the owner of record as of say June fifteenth

00:32

then you too will receive a dividend of twelve cents

00:35

for each share you own payable on July twenty eighth

00:39

or something like that So dividends are declared at will

00:42

by the board of the company and are usually the

00:45

domain of well heeled already established large companies with so

00:49

much excess cash profits that the more or less don't

00:52

know what else to do with it A T and

00:54

T Coke Disney Apple They all pay huge dollar amounts

00:58

in aggregate total dividends Some have done so for a

01:01

hundred years or more like a T Others like Apple

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just started Apple had just passed one hundred billion dollars

01:08

in cash on their balance sheet when finally shareholders said

01:13

Hey what about some of that cash for me So

01:16

they're at least two logical ways to think about dividends

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offense and defense from an offensive perspective And you know

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we love being offensive here It shmoop central dividends Add

01:26

to the compound ing of stock returns like Tongue Guards

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Inc has grown in share price six percent a year

01:32

kind of meth performance flood It has had a three

01:34

percent dividend and it keeps raising that dividend each year

01:38

So combined that stock is delivering total return of nine

01:43

percent better than in ten years The six percent compound

01:47

ER would grow to one point Owe six to the

01:50

tenth power or about one point eight acts Not quite

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double But if it compounded at one point o nine

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to the tenth power well it is grown to two

01:59

point four acts like before two and a half times

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as much money as you started with a decade earlier

02:04

right or in an initial thousand dollar investment What you'd

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have twenty four hundred dollars minus the eighteen hundred dollars

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or six hundred dollars Mohr with dividends in there and

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gas were rounding dramatically and the dividends get raised each

02:16

year Bottom line Just dividends are good they add to

02:18

your total return We're ignoring taxes also here and we're

02:21

ignoring the possibility that you could directly reinvest those dividends

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Taub I'm or shares of that stock which would then

02:27

have even Mohr Power incom pounding All right But that's

02:31

offense What about defense Like your young you want to

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own stocks for thirty years but you're afraid of the

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downside The dark side the century stocks right That's one

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of stock goes down one hundred percent Yeah well stocks

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that pay a dividend rarely if ever go fully bust

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for them to have gotten to that happy place where

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they pay a divvy They're probably a pretty well established

02:51

domain owner or at least one point had enough excess

02:54

cash to distribute back to its owners in the form

02:56

of a dividend But there's another even better defensive thing

02:59

that dividend paying stocks offer That is they are cushions

03:03

in a bad market And the number of feathers in

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that cushion is metered or measured by what's called the

03:08

payout ratio which is the percentage of earnings that a

03:11

company is paying out in dividends That is if the

03:15

company is earning a dollar a share in his paying

03:17

out thirty cents a share in DV dollars while their

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payout ratio is only thirty percent So their earnings could

03:24

drop a lot and they'd still easily be ableto pay

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their thirty cent dividend But if they're ratio was more

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like eighty percent like they earned a dollar and they're

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paying eighty cents in dividend dough than Ooh that's tight

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If earnings dropped well even a quarter the company would

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be paying out Maurin dividend payments than they have earnings

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And this has happened in spades with modern day oil

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industry who had to borrow money to be able to

03:49

continue to pay its dividend and not cut it Why

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such a stretch and all the effort to not cut

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the divvy Well because Wall Street views a dividend is

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a kind of commitment like a promise ring It means

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you are fully off tinder and match and J date

04:03

So if you ever cut or do away with your

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divvy the management is usually all fired with their careers

04:09

pretty much oriented toward the uber you know driving them

04:12

not running a company like Doria Well look at what

04:14

happened to G E in the modern era when they

04:17

cut their dividend Yeah Ouch But let's say the whole

04:20

market craps out you know bad economic cycle or whatever

04:23

and our company goes from earning a dollars shared only

04:25

seventy cents and the stock goes from twenty bucks a

04:28

share to ten Well then it's payout ratio in that

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thirty cent dividend world is now thirty over seventy or

04:35

forty three percent payout ratio It's higher payout ratio than

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it wass but still presumably really safe to continue going

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Maybe they won't raise it again this year but it's

04:44

not going away And on twenty bucks a share A

04:46

thirty cents of Devi well then was only yielding one

04:49

point five percent Pretty small Davey But now at ten

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bucks a share and thirty of Debbie Well it's yielding

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thirty cents over ten dollars or three percent Well with

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Treasury Bills yielding about the same amount they quote on

05:01

ly unquote bet you have to make and buying that

05:04

stock is if it won't cut The dividend comes up

05:06

You get more money and dividends that air pretty safe

05:09

Well you feel pretty good about buying stock if you're

05:11

gonna hold it along And if they don't cut the

05:13

Davy well you not only get a low price to

05:15

earnings multiple stock likely with a lot of price appreciation

05:19

in the future but you get a more tax efficient

05:21

cash piece coming back to you How our dividends Mohr

05:24

tax efficient Well bonds or tax as ordinary income think

05:29

forty or fifty percent for hire Taxpayers in blue states

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while qualified equity dividends are tax that much lower rates

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like half that rate in twenty twenty five percent Something

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like that So three percent on bonds nets the big

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taxpayers one point five percent and three percent on Davies

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And that's more like two and a quarter percent something

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like that Seventy five more basis points toe like you

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know buy a lot with anyway Dividends They're good They

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cushion stocks in the bad times and they add your

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compound returns and you want to come pound at a

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really high rate Kind of like you're compounding your lock 00:06:03.527 --> [endTime] Yeah Yeah

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