Corporate Finance Topics | Issue No. 1 2015 The WACC Hurdle: Assessing Cost of Capital and Performance The WACC Hurdle: Assessing Capital Cost and Performance This is not an equity research publication. Corporate Finance Topics is a publication of Bank of America Merrill Lynch’s Corporate Finance Group. We are committed to helping our clients create shareholder value by delivering innovative, strategic solutions to address their most complex financial needs. We deliver the power of the firm to our clients through a team of experts who draw upon the broad capabilities of our global, integrated platform. Introduction 1 The value of a business is a function of the expected cash flows that result from management deploying capital; however, this capital has a cost. Value is created to the extent cash flows exceed the costs required to achieve them. In our Q2 2013 piece,1 we identified a positive correlation between the change in ROIC and total shareholder return (price return plus dividends) when looking at the 2008-2012 period. We have re-examined this correlation using the S&P 500 constituents from 2010 to 2014. Based on our analysis, the same correlation continues. As we look internationally, we also see a similar correlation when analyzing the companies in the STOXX® Europe 600. One of the most common ways to calculate the cost of capital is to calculate a company’s weighted average cost of capital (WACC). However, the inputs are often debated, and in this piece we will focus on the options available when calculating WACC. 1 Available at www.bofaml.com/corporatefinance. Corporate Finance Topics | Issue No. 1 2015 Lessons learned: The strong correlation between change in ROIC and total return that we reported in our Q2 2013 publication, Calibrating ROIC to Drive Shareholder Value, continues today. Based on our observation of S&P 500 companies’ performance over the past five years, as illustrated in Figure 1, the higher the change in ROIC (3.4% for top quartile vs. -2.3% for bottom quartile), the higher the annualized total return (28.0% for top quartile vs. 4.8% for bottom quartile). 5yr Annual Total Return 30% Figure 1. 5-Year Annualized Total Return vs. Change in ROIC Over Past 5 Years* 2 5% 28.0% 4% 25% 20% 3.4% 3% 19.2% 15% 1% 13.7% 10% 0% (0.0%) 5% 0% 2% 4.8% (1.2%) (2.3%) Top Return Quartile 2nd Return Quartile 5yr Annual Total Return 3rd Return Quartile (1%) 5yr Change in ROIC 1 Revisiting ROIC (2%) (3%) Bottom Return Quartile 5yr Change in ROIC Through our analysis and multiple discussions with our clients, we have learned three key lessons for firms evaluating ROIC: 1. Recognize steady state ROIC: For many companies, base case ROIC may be decreasing, despite projected strong operational performance (e.g., as a result of capital intensity increasing). Companies must identify the true required capital for a given level of steady state profitability. 2. ROIC is volatile: While increasing ROIC is correlated with higher total returns, our analysis also shows that ROIC does not need to permanently improve. Like all financial metrics, ROIC is expected to go through volatile periods, especially when growth projects are pursued. Companies experiencing decreasing ROIC year over year need to identify the reasons behind the trend. If ROIC decreases are attributable to other benefits, such as growth initiatives, then a temporary decline can be viewed positively. 3. Always manage the portfolio: A company’s portfolio of assets must be actively managed into perpetuity. Companies should perform a periodic review of all assets, including an analysis of separating subsidiaries, growth initiatives and return of excess cash. Consistent deployment of capital and ongoing reduction of underperforming capital bases should form a permanent part of a company’s strategy. *Source: FactSet Corporate Finance Topics | Issue No. 1 2015 2 WACC basics 3 The weighted average cost of capital (WACC)2 is a common means of assessing a company’s cost of capital. WACC is based on a company’s cost of equity and taxeffected cost of debt, with each cost weighted in proportion to its contribution to the overall capitalization of the business. While the formula for calculating WACC is generally accepted, there are several schools of thought regarding how each underlying component should be calculated. Outstanding Questions Risk-Free Rate Cost of Debt Current vs. Normalized Long-Term Treasury Yields Current vs. Normalized Blended vs. Marginal Cost of Debt Equity Risk Premium Beta Geometric vs. Arithmetic Mean Bloomberg Beta vs. Barra Beta Company’s Beta vs. Comparable Betas Risk-free rate: Both the cost of debt and cost of equity calculations factor in the risk-free rate. Practitioners often base the risk-free rate on U.S. government treasury bond rates, given the minimal amount of default risk. Because companies are valued based on the business’s cash flows over the long term, there is general agreement that the risk-free rate used to value the cash flows should similarly be based on long-term rates.3 Specifically, some practitioners will say the risk-free rate term should be consistent with the equity risk premium applied. However, shorter term bonds may be appropriate for companies valuing a cash flow stream with a finite life. A bigger debate surrounds the use of current treasury rates vs. a historical average. Some practitioners argue current rates are reflective of the best and latest market views and should be used as is. Others believe rates are temporarily low and are artificially depressed due to government intervention; these practitioners argue a longer-term historical average should be used. Currently, a 20-year treasury bond yields 2.39%, which is significantly under the 10-year average yield for the 20-year of 3.90%. In deciding whether to normalize, we believe companies need to apply consistent treatment, factoring the same risk-free rate assumption (and implicit economic growth assumption) into the cost of capital calculations and the cash flows being discounted. For example, if low current risk-free rates are reflective of lower growth and lower inflation, projected cash flows should reflect the same. 2 For purposes of these materials, WACC is calculated as (Debt/Capitalization * (Cost of Debt * (1 - Tax Rate))) + (Equity/Capitalization * Levered Cost of Equity). 3 Bank of America Merrill Lynch investment banking utilizes 20-year treasury rates. Corporate Finance Topics | Issue No. 1 2015 4 Cost of debt: The cost of debt is also subject to the same normalization question as the risk-free rate. In addition, there is also the question of whether to utilize the marginal or blended cost of debt. To the extent a cost of capital analysis is being used to measure incremental cash flows from incremental investment, the marginal cost of debt is most appropriate. Bank of America Merrill Lynch investment banking typically utilizes the overall blended cost of an unsecured long-term (10-year) note. Further, it is best practice to base the cost of debt on the company or assets being valued. Equity risk premium: The expected equity risk premium represents an estimate of the excess return investors expect from taking on additional risk of investing in equity securities, as opposed to risk-free government bonds. The equity risk premium is generally based on a long history of data, given the cyclical nature of market returns. By using long-term returns, practitioners can avoid the seemingly random forecasts that short-term observations often produce. The equity risk premium can be calculated by using either a geometric or arithmetic mean of historical returns. The arithmetic average represents a simple average of annual returns over a given period. The geometric average represents the compounded return achieved over the same period, assuming reinvestment; it reflects the return achieved had the investor hold the stock over the given time period. For the 1926-2013 period, the equity risk premium’s geometric and arithmetic means were 4.99% and 7.00%, respectively. For long-term, going-concern companies, a geometric average would be more reflective of the return required by a long-term investor. However, some view arithmetic risk premiums as more appropriate, given no correlation between equity returns from one year to another. Beta: The beta used in WACC calculations should estimate the risk of a company’s future performance relative to the broader market. There are two main sources for beta and each has its own merits based on the facts and circumstances of the analysis. 1. Barra beta: The Barra predicted beta model is a multivariate model that includes numerous factors impacting a company’s performance and risk profile. Risk factors attributed to incremental equity risk premia are embedded within the Barra predicted beta model, including a company’s size, currency exposure, volatility, momentum, and financial performance.4 Barra re-estimates a company’s exposure to underlying risk factors monthly in an effort to reflect changes in the company’s underlying risk structure. 2. Bloomberg adjusted beta: Bloomberg betas are based on a historical regression of a stock’s excess returns against an index. The betas are based on observations across a specific time period that can be adjusted. The historical time period chosen should balance recency with sufficient and relevant data 4 Barra beta is derived from fundamental risk factors, which include 16 attributes for long-term investment horizons: value, profitability, growth, leverage, earnings quality, management quality, dividend yield, earnings yield, momentum, liquidity, beta, residual volatility, long term reversal, prospect, size and mid capitalization. Corporate Finance Topics | Issue No. 1 2015 points; monthly observations over five years are often used. However, if there is a significant event in the company’s history (i.e., acquisition, divestiture, spinoff, change in business model, etc.), the beta observations should be taken as of a date subsequent to the event. Bloomberg adjusts the historical data by assuming companies’ betas will move toward the market average.5 Bloomberg adjusted betas with low regression coefficients should also be eliminated, as seen in Figure 2.6 Statistic Figure 2. Beta Statistics** Barra Beta 1.16 Bloomberg Statistics Beta R2 Monthly 0.88 0.11 Weekly 0.96 0.22 Daily 1.01 0.26 Barra betas have the benefit of factoring in size, volatility and financial performance, while Bloomberg betas only factor in historical data. However, the merits of each approach are based on the facts and circumstances of the analysis. Our proposed framework for choosing the appropriate beta is illustrated in Figure 3. Generally, a public company’s own Barra beta should be used. However, the average of an appropriate set of comparable companies may be used if there is a significant change in the company’s business (i.e., acquisitions, divestitures, spin-offs, or changes in business model, capital structure or liquidity). Because Barra betas include a size premium, adjusted Bloomberg betas should be used in combination with appropriate size premiums when using comparable companies of different size. Comps different size Am I a Private Company, Division, Public Company with Volatile Trading History,7 or Micro Cap? Yes Comparable Companies Analysis No Use Company’s Barra Beta Comps similar size Use Adjusted Bloomberg Beta, Size Premiums and Country Premiums (as appropriate) Use Barra Betas Figure 3. Choosing a Beta 5 **Source: MSCI Inc. and Bloomberg. 5 Bloomberg adjusted beta is calculated as 67% * Raw beta + 33% * 1.0. 6 Represents actual Barra and Bloomberg betas for a specific company as of a specific date. Trading subject to unique or unusual circumstances (e.g., limited liquidity, large control blocks, takeover speculations, lack of institutional investment and stock research sponsorship, extreme leverage, recent emergence from bankruptcy etc.). 7 Corporate Finance Topics | Issue No. 1 2015 6 Hypothetical analysis: Based on the wide range of inputs available when calculating WACC, practitioners can arrive at vastly different cost of capitals for the same firm. For example, a firm is capitalized with 20% debt and 80% equity using the beta statistics in Figure 2. Additionally, assume the firm has a 3.5% cost of debt spread over treasury yields. By varying the treasury yield, beta, and equity risk premium assumptions for this firm, we find that WACC varies significantly, ranging from 6.7% to 10.6%. Thus, a sensitivity analysis that incorporates a range should be performed as part of any cost of capital analysis. Assumptions: Current2.4% Treasury Yield Normalized3.9% Bloomberg0.88 Beta Barra1.16 Equity Risk Premium Geometric5.0% Bloomberg0.6% Size Premium 8 8 Arithmetic7.0% Barra0.0% Treasury Yield Beta Equity Risk Premium Normalized Barra Arithmetic Normalized Bloomberg Arithmetic Current Barra Arithmetic Normalized Barra Geometric Current Bloomberg Arithmetic 8.1% Normalized Barra Geometric 8.1% Current Barra Geometric Current Bloomberg Geometric WACC Size premium assumes company’s equity value between $10.1bn and $24.3bn. Corporate Finance Topics | Issue No. 1 2015 10.6% 9.5% 9.2% 8.7% 7.3% 6.7% 3 International WACC Figure 4. Accounting for International Risk 7 The global financial crisis demonstrated potential for dramatic and rapid shifts in country-specific financial risks. Further, the crisis showed that country risk calculated from traditional models may be disconnected from the perceived “real” risk of businesses. As seen in Figure 4, companies can use two alternative methods for capturing risk in international investments: (1) adjusting cash flows or (2) adjusting discount rates. Accounting for risk in international investments – Inflation – Country-specific Adjust cash flows Local/Single Country CAPM Adjust discount rate Sovereign Spread The preferred method to account for international investment risk is to adjust cash flows, as managers often have better insight into how risks will impact expected cash flows. Local cash flows would be translated at the expected exchange rates (to account for inflation) and then probability-weighted for other country-specific risks. The resulting cash flows would then be discounted using a U.S.-based WACC. However, when that is not possible, there are various ways to account for risks in the WACC. International cost of equity: International risk can be incorporated into the cost of equity calculation and we highlight two methods here: (1) local/single country CAPM and (2) sovereign spread. 1. Local/single country CAPM: This analysis uses local inputs to determine the appropriate local cost of equity. re = rf + β * MRPlm •rf: Local risk-free rate •β: Correlation to local market •MRPlm: Local equity market risk premium •Note: If all return estimates in local currency, discount rate applicable to local currency cash flows, with resulting present value then translated to today’s exchange rate In theory, the local/single country CAPM method is preferred, as local inputs should provide the best reflection of local risks. In practice, markets outside the U.S. do not have a long history of efficient, established and liquid trading and thus may not provide statistically relevant inputs. Corporate Finance Topics | Issue No. 1 2015 8 2. Sovereign spread: This approach combines the benefits of developed market inputs for the calculation of the base WACC with an adjustment to account for country-specific risks. re = rf + (β * MRPdm) + MRPlm •rf: Home (EUR/USD) risk-free rate (developed markets) •β: Correlation to developed markets •MRPdm: Developed equity market risk premium •MRPlm: Regional equity market risk premium The regional equity market return premium is calculated by first taking the yield differential of the local country’s local currency denominated government bond vs. a developed country’s bond, which accounts for certain country-specific risks. This debt-based figure is then translated into an equity-based number by multiplying the debt yield differential by the volatility of the local equity market relative to the local bond market. MRPlm = dls * (els/bls) •dls: Bond default spread proxy to measure country risk –Default spread measures default risk rather than equity risk; sovereign bonds are affected by the same factors that drive equity risk, i.e., political and currency stability •els: Standard deviation of local equity market •bls: Standard deviation of local bond market This latter adjustment is largely limited to markets that have a history of bond and equity market returns. Absent established markets, the bond yield differential is simply added without the equity vs. debt volatility factor. It is also important to use bond and equity markets that are denoted in local currency. Cash flow vs. WACC adjustment: In theory, if risks are properly accounted for, adjusting cash flows should result in the same present value as adjusting WACC. Similar to checking the implied perpetuity growth rate when using EBITDA multiples to calculate a terminal value in a discounted cash flow analysis, one can calculate the implied local discount rate after adjusting cash flows. We illustrate a simple example in Figure 5 to account for inflation risks. Corporate Finance Topics | Issue No. 1 2015 Illustrative Foreign vs. U.S. Cash Flows Year 2014F 2015F 2016F 2017F … 2024F $100 $110 $121 $133 … $259 10.0% 10.0% 10.0% … 10.0% 10.0% 10.0% … 10.0% Inflation Rate (U.S.) 1.5% 1.5% … 1.5% PPP Adjustment Factor 1.08 1.08 … 1.08 9.98 10.82 … 19.00 Cash Flows (Foreign) % Growth Inflation Rate (Foreign) Exchange Rate Forecast 8.50 9.21 ----->>>>> PPP Exchange Rate Forecast Adjust Cash Flows Year Cash Flows (USD) 2014A 2015F 2016F 2017F … 2024F $12 $12 $12 $12 … $14 $11 $10 $9 … $5 2014A 2015F 2016F 2017F … 2024F $100 $110 $121 $133 … $259 $92 $85 $79 … $45 Present Value (at U.S. WACC) Total Present Value (USD) $78 Implied WACC Year Cash Flows (Foreign) Local WACC 19.2% Present Value Total Present Value (in Foreign Currency) Exchange Rate (USD / Foreign Currency) Total Present Value (USD) Implied International Risk Premium $660 8.50 $78 9.2% Assumptions: Foreign Inflation U.S. Inflation Figure 5. Illustrative Foreign vs. U.S. Cash Flows 9 Exchange Rate U.S. WACC 9 10.0% 1.5% Purchasing Power Parity 9 10.0% Based on PPP, the expected exchange rate is a function of the current exchange rate and the expected inflation differential, calculated as follows: eexpected = ecurrent spot* (1+iFOR) / (1+ iUSD); where eexpected is the forecast or expected exchange rate, ecurrent is the current spot exchange rate, iFOR is the expected inflation rate for the foreign country and iUSD is the expected inflation rate for the domestic (USD) country. Corporate Finance Topics | Issue No. 1 2015 4 Conclusion 10 Companies that have the most improvement in their ROIC generally also have the best total shareholder return. A key consideration in determining which valuemaximizing projects to invest in is cost of capital. In theory, a greatly improving ROIC should only maximize value if the cost to achieve the improvement is lower than the improvement itself. WACC is one of the most commonly accepted methods of calculating cost of capital, but debate continues over how certain WACC inputs are calculated. When to use different types of beta and how to adjust for international risk in a company’s cost of equity are two inputs that are highly situation-specific, and each methodology has legitimate benefits and considerations. Given the lack of consensus over how to calculate WACC, it is important to include a sensitivity analysis with a range of costs as part of any cash flow discounting exercise. Moreover, as it relates to international WACC, a useful exercise is to project cash flows, adjusted for various risks, and cross-check the implied discount rate with the discount rate that was derived using the WACC method. Corporate Finance Topics | Issue No. 1 2015 For more information, please contact: Souren Ouzounian Head of Americas Corporate Finance souren.ouzounian@baml.com 646.855.5300 Jay Bliley jay.bliley@baml.com 646.855.4666 Leonard Chung leonard.chung@baml.com 310.209.4062 bofaml.com/corporatefinance Amir Mirza amir.mirza@baml.com 646.855.4331 Philip Turbin philip.turbin@baml.com 646.855.4708 Gus Garcia g.garcia@baml.com 646.855.4680 This document is NOT a research report under U.S. law and is NOT a product of a research department. This document is not prepared as or intended to be investment advice and is being provided to you without regard to your particular circumstances, and any decision to purchase or sell a security or other financial instrument is made by you independently without reliance on us. 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Investment products offered by Investment Banking Affiliates: Are Not FDIC Insured • May Lose Value • Are Not Bank Guaranteed. ©2015 Bank of America Corporation 04-15-1256 14 Corporate Finance Topics | Issue No. 1 2015