Jr. FINA2222 Corporate Financial Policy 2022 Semester 2 Case Study (20%) Proposal for Wrigley Wrigley Jr.’s recapitalization Due date (Sep 17 noon) ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ Your name is Blake Chandler, a fresh graduate from New York University, now working for a prestigious hedge fund , Clark Asset Management. You were called in to see your boss this morning, Michael Clark, the managing partner. “Interest rates are at their lowest point in 50 years. Yet the use of debt financing by corporations is declining – this happens anyway in recession. And some deleveraging is due to strategic changes in an industry, such as technological innovation or other developments that increase business risk. But corporate deleveraging seems to have gone too far. CEOs are missing valuable opportunities to create value for their shareholders in extreme case you have mature firms who use no debt at all! Take WWJ Company for instance. It has a leading market share in a stable low-technology business – it makes chewing gum – and yet has no debt. I bet that if we could persuade WWJ sport to do a leveraged recapitalisation through a dividend or major share purchase, we could create significant new value. Blake, please run some numbers on the potential change in value. And get me the names and phone numbers of all of WW Jays directors.” FINA2222 2022 Sem 2 Joey Yang 1 With these words, Michael asked you to initiate the research for a potential investment in company named WWJ. The operation model for Clark Asset Management is to identify opportunities for a corporation to restructure, invest significantly in the stock of the target firm, and then undertake a process of persuading management and directors to restructure. You noted that WWJ’s market value of common equity was about $13.1 billion. You also discussed with Michael the current capital-market conditions and decided to focus on the assumption that WWJ could borrow $3 billion at a credit rating of AAA with a yield of 9.31% in the current market. WWJ company overview WWJ was the worlds largest manufacturer and a distributor of chewing gum. The firm’s industry, branded consumer foods and candy was intensely competitive and was dominated by a few large players. Its revenues had grown at an annual compound rate of 13% and earnings at 10% reflecting the introduction of new products and foreign expansion (Exhibit 1: Income Statement in Excel). Historically, the firm had been conservatively financed. At the end of 2021, it had total assets of $1.66 billion and no long-term debt (Exhibit 2: Balance Sheet in Excel). WWJ’s stock price (Exhibit 4: Other Information in Excel) had significantly outperformed the S&P 500 composite index and was running slightly ahead of its industry index. Estimating the effect of leveraged recapitalization Under the proposed leveraged recapitalisation, WWJ would borrow $3 billion and use it either to pay an equivalent dividend or to re-purchase an equivalent value of shares. You knew that this combination of actions could affect the firm’s share value, cost of capital, debt coverage, and earnings per share. Accordingly, you thought to evaluate the effect of the capitalisation on these areas. • The impact on valuation and share price You recalled that debt increased the value of a firm by means of shielding cash flows from taxes. Thus, the present value of debt tax shields could be added to the value of the underlying unlevered firm to yield the value of the levered enterprise. The marginal tax rate proposed to use was 25%, reflecting the sum of federal state and local taxes. • The impact on the cost of capital You also knew that the maximum value of the firm was achieved when the weighted average cost of capital (WACC) was minimised. Thus, you intended to estimate what the cost of equity FINA2222 2022 Sem 2 Joey Yang 2 and the WACC might be, if WWJ pursued this capital structure change. The projected cost of debt (rD) would depend on the assessment of the firm’s debt rating, AAA given the current capital market rates (Exhibit 3: Credit Rating in Excel). The cost of equity (rE) could be estimated by using a capital asset pricing model (CAPM). Exhibit 4 gives yields on U.S. Treasury instruments which afforded possible estimates of the risk-free return (rf) and the equity market risk premium (rm – rf) of 7%. WWJ’s beta would also need to be re-levered to reflect the projected recapitalisation. • The impact on reported earnings per share You intended to estimate the expected effect on earnings per share (EPS) that would occur at different levels of operating income (EBIT) with a change in leverage. You planned to draw a graph to illustrate this. • Other effects Lastly, you wondered whether your analysis covered everything. Where, for instance, should you consider potential costs of bankruptcy and distress or the effects of leverage as the signal about future operations? More leverage would also create certain constraints and incentives for management. Where should those be reflected in the analysis? Questions you answer to help drafting the proposal As you draft a detailed proposal the recapitalization, you are guided by the above thoughts to lay out the following questions for consideration. Question 1 (Q1) The basic theory of capital structure In perfect capital markets, what is the relationship between capital structure and cost of capital (WACC)? Use the famous Miller-Modigliani proposition I and II, and WWJ as an example to explain this thoroughly. Tips: 1. Complete the table in Excel spreadsheet Q1 Perfect Mkt. 2. Draw a chart using debt level (D) against rE and WACC to support the discussion of MM proposition I and II. (Paste the chart in appendix.) 3. Show your calculations for each variable in row (6) to (15) using debt = $3 billion. FINA2222 2022 Sem 2 Joey Yang 3 Question 2 (Q2) Impact of leverage on valuation and share price To test the valuation effect of leverage, you assume that WWJ could borrow a maximum of $3 billion at a pre-tax cost of debt based on the firm’s AAA credit rating, and that the aggregate amount of debt will remain constant in perpetuity. Also, you assume that the proceeds of the loan would be used to repurchase shares or be paid as a special dividend to shareholders. What is the amount of tax benefit, i.e., the present value of interest tax shields? How does WWJ’s value and price per share change in the four-stage process, namely pre-recapitalization (or initial), at the announcement of debt, when debt is issued, and after the fund is spent on (1) repurchasing shares, or (2) paying a lumpsum of special dividend? Tips: 1. Complete tables a and b under Q2 in Excel spreadsheet Q2 Valuation & Q3 WACC. 2. Show workings. Question 3 (Q3) Impact of leverage on the cost of capital (WACC) How does additional debt affect the cost of capital (WACC), in each scenario of debt being used to repurchase shares and to pay a special dividend? Tips: 1. Complete the table under Q3 in Excel spreadsheet Q2 Valuation & Q3 WACC. 2. Show workings. Question 4 (Q4) Impact of leverage on EPS You use sensitivity analysis to examine the effect on earnings per share (EPS) of issuing $3 billion of new debt and using the proceeds to repurchase existing shares or pay a special dividend. The worst case is where EBIT drops by $400 million, and the best case is where EBIT increases by $400 million, from the current level. What do you conclude from this analysis? Should WWJ go with share repurchase or dividend? Tips: 1. Complete the tables in Excel spreadsheet Q4 EBIT vs EPS. 2. Draw a chart using EBIT against EPS of share repurchase and EPS of dividend. (Paste the chart in appendix.) FINA2222 2022 Sem 2 Joey Yang 4 3. Show workings. Question 5 (Q5) other effects of leverage What are other effects of the company issuing debt on its investors? Discuss it from the perspectives of signalling effect, bankruptcy risk, managerial incentive, and anything you think relevant. And finally, given the current position of WWJ in the market, should it go ahead with debt issuance or not? (No calculation is needed for this one.) Important tips from your colleagues that will help make this task easier: While figures given in financial statements are in thousands, for simplicity, all numbers calculated in the questions (spreadsheet Q1 to Q4) should be in millions with zero decimal place, except for percentages and share prices, where 2 decimal places are needed. Use MS Excel formula for calculations in the tables as Excel gives accurate numbers. When showing workings in MS Word, for simplicity, you can round the numbers (in million dollars) to integer, i.e., zero decimal place. The total number of shares outstanding = common stock + Class B common stock (Balance Sheet). The cost of debt rD is fixed. Find it from supplementary documents in Appendix I. APPENDIX I SUPLEMENTARY DOCUMENTS EXCEL TABLE TEMPLATES WWJ’SFINANCIAL STATEMENTS OTHER COMPANY, INDUSTRY AND MARKET INFORMATION AVAILABLE ON THE UNIT’S LMS - ASSESMENT 2: Wrigly_student.xlsx FINA2222 2022 Sem 2 Joey Yang 5 APPENDIX II IMPORTANT INSTRUCTIONS FOR COMPLETING THE ASSIGNMENT • SUBMIT PDF DOCUMENT ONLY. Excel files are not acceptable. • PAGE LIMIT: 5 PAGES (excluding appendices or references). • The attached MS Excel spreadsheet tables must be completed and pasted into your assignment together with graphs as appendices. • On the front page of your assignment, include your group number, each contributing members’ names, and their student ID. • Fill out the Meeting Minutes Sheet after each meeting. The template is available for download on LMS. • Complete the assignment in MS Word using size 11 pt. Times New Roman font and 1.5 line spacing. Then convert it into PDF for submission • For each question, use formular to complete Excel tables, and CLEARLY SHOW THE BASIS OF YOUR CALCULATIONS in the Word document, so that partial credit can be awarded where possible. • Use Firefox or Chrome and avoid using Internet Explorer when you upload your assignment. Upload it onto LMS from your hard drive, not Google Drive. APPENDIX III REQUIREMENT ON SPARKPLUS - PEER ASSESSMENT We use SPARKPLUS as a peer assessment mechanism to help track individual contribution within a team. It is compulsory for this unit. In SPARK, each student is required to provide anonymous rating and feedback to the other team members in their group. To register for SPARKPLUS – go to https://uwa.sparkplus.com.au, or use the SPARKPLUS link provided on LMS (left-hand-side menu). SPARKPLUS will be open twice, complete the task each time by its due date. Look out for the reminders on LMS for the opening and closing times in Week 6, and 8-9, respectively. Failing to complete the second SPARK assessment will result in the group score being multiplied by 0.8 to obtain your individual mark (unless your SPARK assessment is lower). FINA2222 2022 Sem 2 Joey Yang 6 APPENDIX IV MARKING GUIDE Q 1 2 3 4 5 Assessment Criteria Completion of the spread sheet table and graph with clear workings and a succinct discussion. Completion of the spread sheet table with clear workings and a succinct discussion. Completion of the spread sheet table with clear workings and a succinct discussion. Completion of the spread sheet table and graph with clear workings and succinct discussion. Mark Allocation 18 20 15 15 Succinct discussion (no calculation needed) 12 Total 80 FINA2222 2022 Sem 2 Joey Yang 7