Key Highlights
Share buyback refers to the practice of firms buying back their own shares from current owners, either through an open market transaction or a tender offer. The price of these shares is typically higher than the existing market price.
Companies can use the secondary market to repurchase shares if they want to use the open market process. However, those who choose the tender offer can submit a part of their shares within the allotted time. On the other hand, it might be an alternative way to reward current shareholders besides paying dividends.
A company may have several reasons to go for a buyback. Here are the prominent ones:
There are various methods to buy back the shares. The following are the most common ones:
Buying from the Open Market
Using this strategy, the business purchases its own shares from the market. The company's brokers handle the transaction. The firm has to buy back significant blocks of shares. Thus, this repurchase program lasts relatively longer. It is not mandatory for the business to carry out the buyback program after the announcement. Additionally, it can modify the buyback program in accordance with the requirements and circumstances of the business.
Tendering
The firm issues a tender to buy the shares from the existing owners at a fixed price. The buyback price would exceed the share's current market value. Individuals interested in the share repurchase program should indicate how many shares they want to sell. The transaction will proceed if the company's buyback obligation surpasses the required threshold. Preference is given as per the number of shares investors want to sell.
Repurchase by Direct Negotiation
In this process, the business only contacts shareholders with a sizable share. They receive payment from the firm that is higher than the existing rate. This strategy is more appropriate since the business can bargain directly with bigger shareholders.
Dutch Auction Tender Offer
The origin of the concept lies in the Dutch Tulip Market of the 17th century. In this method, a firm gives the stockholders a price range rather than a fixed price. The minimum price is usually higher than the existing price. Investors place their bids within the specified range.
Financing Aspects of Buyback
Better and more efficient finance management is crucial to a company's success. To repurchase several shares, firms need a massive amount of funds from one or more sources. The companies can arrange the required capital in the following ways:
Aspect | Share Buyback | Dividend |
---|---|---|
Definition | Company repurchases its own shares from the market. | Regular cash payout to shareholders. |
Purpose | Reduces outstanding shares to boost EPS and share value. | Distributes a portion of profits to shareholders. |
Frequency | Irregular and flexible, based on company strategy. | Regular, often quarterly or annual. |
Tax implications | Often more tax-efficient as gains are taxed as capital gains in many jurisdictions. | Taxed as income in most cases, which can be higher than capital gains tax. |
Impact on shares | Reduces the total number of shares outstanding. | No impact on the number of shares outstanding. |
Signalling | Indicates undervaluation of shares or excess cash reserves. | Signals consistent profitability and stability. |
Investor preference | Preferred by growth-focused investors or those seeking capital appreciation. | Appeals to income-focused investors. |
Flexibility | Highly flexible; companies can execute buybacks when conditions are favourable. | Requires commitment to ongoing payouts. |
Stock price impact | Can lead to a rise in stock price due to reduced share count. | Typically no direct impact on stock price but may attract income-focused investors. |
Goal | Optimise capital structure, return excess cash, or signal confidence in the business. | Share profits with investors and enhance loyalty. |
Share buybacks can significantly impact a company's financial metrics. When a company repurchases its shares, the number of outstanding shares decreases. This reduction often leads to an increase in earnings per share (EPS) since the same profit is distributed among fewer shares, making the company appear more profitable on a per-share basis. Buybacks can also improve the return on equity (ROE) by reducing shareholder equity, as cash used for buybacks is deducted from retained earnings.
Additionally, share buybacks may affect the price-to-earnings (P/E) ratio, as an increase in EPS can make the stock appear more attractive to investors. However, buybacks do not change the company's actual operational performance, making it crucial to analyse them alongside other financial indicators.
The following are some of the key advantages of share buyback.
Businesses with substantial cash reserves to buy back shares can efficiently use their money.
Share buybacks alter the company's capital structure. Re-issue of shares is mandatory to satisfy existing commitments. So, buybacks are occasionally used as a preventative measure against share re-issues to balance the capital structure. Shares are repurchased for retirement plans, stock options, bonuses, and other re-issue requirements.
Share repurchase plans indicate that the management has positive future prospects. The management may have beneficial information that is unknown to the investors. So, it may provide cash to its shareholders, expecting cash flows to rise in the future.
Repurchasing shares enables promoters to create a strong defence plan during hostile takeover offers.
Share buybacks enhance the promoters' position. They may occasionally acquire all the non-promoter owners' shares. They can also buy enough shares so that the promoter's holdings exceed 90% and delist the company.
A firm is limited to one buyback per year. However, it can go for several buyback plans year after year. This also makes it easier for the promoters to swiftly accomplish their goals and raise their stake and control in the businesses.
Repurchasing shares and securities lowers the capital base. So, it increases earnings per share (EPS) after the repurchase and significantly raises the price-earnings (P/E) ratio.
If a company has enough liquidity, section 77B of the Companies Act permits the buyback of shares and securities. Share buybacks are prohibited for companies which defaulted on deposit repayments, term loans or interests. So, it is a useful tool for monitoring businesses with low liquidity.
Following the share repurchase, the firms will benefit from lower capital bases and a higher dividend yield.
Here are some of the major disadvantages of the buyback of shares.
The share repurchase programme can raise the EPS and ROA (return on assets) ratios, among others. The primary reason for the ratio rise is the reduction of outstanding shares. It is not due to an increase in profitability. As a result, the share repurchase may present an inaccurate picture of a company's profitability.
Despite having access to all insider information, the firm's management retains the ability to misjudge a company's worth. The entire buyback programme will be pointless if the repurchase was carried out to justify the undervaluation, but the corporation miscalculated the prospects.
Businesses may work on large projects. Major investment choices would stop if the available cash were distributed to the shareholders through share repurchases. As a result, the company's reputation might be at risk.
Repurchasing shares might be an unethical way for a company's promoters to increase their ownership stake.
Yes, share buybacks are subject to strict regulatory guidelines to ensure fairness and transparency. In India, share buybacks are governed by the Companies Act, 2013 and the SEBI (Buy-Back of Securities) Regulations, 2018. These regulations stipulate the maximum limit for buybacks, the method of repurchase (tender offer or open market), and the cooling-off period before a company can initiate another buyback.
Additionally, companies must ensure they use free reserves or surplus cash for the buyback and meet solvency criteria after the process. Disclosure of the rationale and financial impact is mandatory to protect shareholder interests.
Conclusion
Share buyback is the process of repurchasing the shares by a company. A share buyback allows a company's promoters to acquire many shares. A business may repurchase shares in the open market or through a tender offer. Most people think that buyback proposals help the company's shareholders. It boosts return on capital and adds value to shareholdings. However, stockholders should be cautious while accepting the offer. You must consider your financial needs and risk tolerance and decide accordingly.
This article is for informational purposes only and does not constitute financial advice. It is not produced by the desk of the Kotak Securities Research Team, nor is it a report published by the Kotak Securities Research Team. The information presented is compiled from several secondary sources available on the internet and may change over time. Investors should conduct their own research and consult with financial professionals before making any investment decisions. Read the full disclaimer here.
Investments in securities market are subject to market risks, read all the related documents carefully before investing. Brokerage will not exceed SEBI prescribed limit. The securities are quoted as an example and not as a recommendation. SEBI Registration No-INZ000200137 Member Id NSE-08081; BSE-673; MSE-1024, MCX-56285, NCDEX-1262.
Key Highlights
Share buyback refers to the practice of firms buying back their own shares from current owners, either through an open market transaction or a tender offer. The price of these shares is typically higher than the existing market price.
Companies can use the secondary market to repurchase shares if they want to use the open market process. However, those who choose the tender offer can submit a part of their shares within the allotted time. On the other hand, it might be an alternative way to reward current shareholders besides paying dividends.
A company may have several reasons to go for a buyback. Here are the prominent ones:
There are various methods to buy back the shares. The following are the most common ones:
Buying from the Open Market
Using this strategy, the business purchases its own shares from the market. The company's brokers handle the transaction. The firm has to buy back significant blocks of shares. Thus, this repurchase program lasts relatively longer. It is not mandatory for the business to carry out the buyback program after the announcement. Additionally, it can modify the buyback program in accordance with the requirements and circumstances of the business.
Tendering
The firm issues a tender to buy the shares from the existing owners at a fixed price. The buyback price would exceed the share's current market value. Individuals interested in the share repurchase program should indicate how many shares they want to sell. The transaction will proceed if the company's buyback obligation surpasses the required threshold. Preference is given as per the number of shares investors want to sell.
Repurchase by Direct Negotiation
In this process, the business only contacts shareholders with a sizable share. They receive payment from the firm that is higher than the existing rate. This strategy is more appropriate since the business can bargain directly with bigger shareholders.
Dutch Auction Tender Offer
The origin of the concept lies in the Dutch Tulip Market of the 17th century. In this method, a firm gives the stockholders a price range rather than a fixed price. The minimum price is usually higher than the existing price. Investors place their bids within the specified range.
Financing Aspects of Buyback
Better and more efficient finance management is crucial to a company's success. To repurchase several shares, firms need a massive amount of funds from one or more sources. The companies can arrange the required capital in the following ways:
Aspect | Share Buyback | Dividend |
---|---|---|
Definition | Company repurchases its own shares from the market. | Regular cash payout to shareholders. |
Purpose | Reduces outstanding shares to boost EPS and share value. | Distributes a portion of profits to shareholders. |
Frequency | Irregular and flexible, based on company strategy. | Regular, often quarterly or annual. |
Tax implications | Often more tax-efficient as gains are taxed as capital gains in many jurisdictions. | Taxed as income in most cases, which can be higher than capital gains tax. |
Impact on shares | Reduces the total number of shares outstanding. | No impact on the number of shares outstanding. |
Signalling | Indicates undervaluation of shares or excess cash reserves. | Signals consistent profitability and stability. |
Investor preference | Preferred by growth-focused investors or those seeking capital appreciation. | Appeals to income-focused investors. |
Flexibility | Highly flexible; companies can execute buybacks when conditions are favourable. | Requires commitment to ongoing payouts. |
Stock price impact | Can lead to a rise in stock price due to reduced share count. | Typically no direct impact on stock price but may attract income-focused investors. |
Goal | Optimise capital structure, return excess cash, or signal confidence in the business. | Share profits with investors and enhance loyalty. |
Share buybacks can significantly impact a company's financial metrics. When a company repurchases its shares, the number of outstanding shares decreases. This reduction often leads to an increase in earnings per share (EPS) since the same profit is distributed among fewer shares, making the company appear more profitable on a per-share basis. Buybacks can also improve the return on equity (ROE) by reducing shareholder equity, as cash used for buybacks is deducted from retained earnings.
Additionally, share buybacks may affect the price-to-earnings (P/E) ratio, as an increase in EPS can make the stock appear more attractive to investors. However, buybacks do not change the company's actual operational performance, making it crucial to analyse them alongside other financial indicators.
The following are some of the key advantages of share buyback.
Businesses with substantial cash reserves to buy back shares can efficiently use their money.
Share buybacks alter the company's capital structure. Re-issue of shares is mandatory to satisfy existing commitments. So, buybacks are occasionally used as a preventative measure against share re-issues to balance the capital structure. Shares are repurchased for retirement plans, stock options, bonuses, and other re-issue requirements.
Share repurchase plans indicate that the management has positive future prospects. The management may have beneficial information that is unknown to the investors. So, it may provide cash to its shareholders, expecting cash flows to rise in the future.
Repurchasing shares enables promoters to create a strong defence plan during hostile takeover offers.
Share buybacks enhance the promoters' position. They may occasionally acquire all the non-promoter owners' shares. They can also buy enough shares so that the promoter's holdings exceed 90% and delist the company.
A firm is limited to one buyback per year. However, it can go for several buyback plans year after year. This also makes it easier for the promoters to swiftly accomplish their goals and raise their stake and control in the businesses.
Repurchasing shares and securities lowers the capital base. So, it increases earnings per share (EPS) after the repurchase and significantly raises the price-earnings (P/E) ratio.
If a company has enough liquidity, section 77B of the Companies Act permits the buyback of shares and securities. Share buybacks are prohibited for companies which defaulted on deposit repayments, term loans or interests. So, it is a useful tool for monitoring businesses with low liquidity.
Following the share repurchase, the firms will benefit from lower capital bases and a higher dividend yield.
Here are some of the major disadvantages of the buyback of shares.
The share repurchase programme can raise the EPS and ROA (return on assets) ratios, among others. The primary reason for the ratio rise is the reduction of outstanding shares. It is not due to an increase in profitability. As a result, the share repurchase may present an inaccurate picture of a company's profitability.
Despite having access to all insider information, the firm's management retains the ability to misjudge a company's worth. The entire buyback programme will be pointless if the repurchase was carried out to justify the undervaluation, but the corporation miscalculated the prospects.
Businesses may work on large projects. Major investment choices would stop if the available cash were distributed to the shareholders through share repurchases. As a result, the company's reputation might be at risk.
Repurchasing shares might be an unethical way for a company's promoters to increase their ownership stake.
Yes, share buybacks are subject to strict regulatory guidelines to ensure fairness and transparency. In India, share buybacks are governed by the Companies Act, 2013 and the SEBI (Buy-Back of Securities) Regulations, 2018. These regulations stipulate the maximum limit for buybacks, the method of repurchase (tender offer or open market), and the cooling-off period before a company can initiate another buyback.
Additionally, companies must ensure they use free reserves or surplus cash for the buyback and meet solvency criteria after the process. Disclosure of the rationale and financial impact is mandatory to protect shareholder interests.
Conclusion
Share buyback is the process of repurchasing the shares by a company. A share buyback allows a company's promoters to acquire many shares. A business may repurchase shares in the open market or through a tender offer. Most people think that buyback proposals help the company's shareholders. It boosts return on capital and adds value to shareholdings. However, stockholders should be cautious while accepting the offer. You must consider your financial needs and risk tolerance and decide accordingly.
This article is for informational purposes only and does not constitute financial advice. It is not produced by the desk of the Kotak Securities Research Team, nor is it a report published by the Kotak Securities Research Team. The information presented is compiled from several secondary sources available on the internet and may change over time. Investors should conduct their own research and consult with financial professionals before making any investment decisions. Read the full disclaimer here.
Investments in securities market are subject to market risks, read all the related documents carefully before investing. Brokerage will not exceed SEBI prescribed limit. The securities are quoted as an example and not as a recommendation. SEBI Registration No-INZ000200137 Member Id NSE-08081; BSE-673; MSE-1024, MCX-56285, NCDEX-1262.