; Basic overview of tracking stock equity offerings
Learning Center
Plans & pricing Sign in
Sign Out
Your Federal Quarterly Tax Payments are due April 15th Get Help Now >>

Basic overview of tracking stock equity offerings


  • pg 1

Tracking stock or targeted stock are shares which only relate to a specific division of a
company. The owners of these mostly publicly traded shares have the same rights as holders of
other shares, but these relate only to a subsidiary or division.

There is a distinction between the first generation tracking stock (subsidiary shares) owned a
legally independent subsidiary of the issuer (the parent company share). And second generation
tracking stocks (divisional shares), which reflect the result of paid employment.

In both variants, the holders of the tracking stock are shareholders of the subsidiaries of parent
company (first generation) or a single company (second generation),. And the technical
implications of their involvement - for example in case of imminent bankruptcy - should be
closely linked with that of the issuer.

The individual rights of the owners are significantly different from each other, usually with profits,
which reflect the results achieved in defined areas. In order to give the shareholders the right to
profit sharing, a separate accounting is required. The company's management would remain the
same and will not separate.

For example, where the shares of the overall company is undervalued, tracking stocks can allow
a successful subsidiary to acquire more equity. Besides the possibility of raising equity capital in
the area that offers the best prospect at the time.

The output can broaden the shareholder base of the company and improve the transparency
and thus market valuation of the company. They may also serve as defense against hostile
takeovers and the introduction of management incentive systems.

The issuance of tracking stock may be made as a spin-off by companies through dividend
issues to shareholders. As in an equity carve-out or an acquisition currency to the shareholders
of the acquired company, and these options can be combined.

One major difference and advantage to the equity carve-out is the fact that the issue of tracking
stock is not necessarily bound to the formation of legally independent subsidiaries.

In addition, the company management can, in contrast to equity carve-out remain in the hands
of the Executive Board of the issuer. The introduction of tracking stock may also be due to the
fiscal benefits of a preference to equity carve-out.

Control of separate business units can prove to be challenging. There are subsidizing
incentives, unprofitable business units. As of 2007, a single major firm in the United States
which still uses tracking stocks is Liberty Media. The company has three tracking stocks, that
are divided into two classes.

To top