Comparable Companies Analysis Educational TMT Group with Assistance from the FIG Group Mario Campea, Michael Liu, Steve Lo, Kevin Gryp & Vinayak Modi 06-Nov-13 Disclaimer The analyses and conclusions of the Western Investment Club (“WIC") contained in this presentation are based on publicly available information. WIC recognizes that there may be confidential information in the possession of the companies discussed in the presentation that could lead these companies to disagree with WIC’s conclusions. This presentation and the information contained herein is not a recommendation or solicitation to buy or sell any securities. The analyses provided may include certain statements, estimates and projections prepared with respect to, among other things, the historical and anticipated operating performance of the companies, access to capital markets and the values of assets and liabilities. Such statements, estimates, and projections reflect various assumptions by WIC concerning anticipated results that are inherently subject to significant economic, competitive, and other uncertainties and contingencies and have been included solely for illustrative purposes. No representations, express or implied, are made as to the accuracy or completeness of such statements, estimates or projections or with respect to any other materials herein. Actual results may vary materially from the estimates and projected results contained herein. The sole responsibility for the content of this publication lies with the authors. Its contents do not reflect the opinion of the University Students’ Council of the University of Western Ontario (“USC”). The USC assumes no responsibility or liability for any error, inaccuracy, omission or comment contained in this publication or for any use that may be made of such information by the reader. Educational: Comparable Companies Analysis Educational: Comparable Companies Analysis Valuation Overview Why do we value companies? Valuation has a broad range of applications: – M&A situations • What price should Blackberry be sold at? – Initial Public Offerings (IPOs) • How much is Twitter worth? – Restructuring • How would a change in capital structure impact the value of the firm? – Investment decisions • Should I buy/hold/sell the stock given its current price? • Is the company overvalued or undervalued at the moment? Educational: Comparable Companies Analysis Valuation Methodologies How do we value companies? Value Type Market Comparable Companies Analysis (Trading Comps) Intrinsic Discounted Cash Flow (DCF) Analysis Precedent Transactions Analysis Theoretical Basis Practical Application Educational: Comparable Companies Analysis Valuation Methodologies Value an apple tree… Find a pre-existing market Compare to the price of other apple trees being sold Count the apples and estimate their value Educational: Comparable Companies Analysis Overview Why use comparable companies in valuation? “Similar companies provide a highly relevant reference point for valuing a given target due to the fact that they share key business and financial characteristics, performance drivers, and risks.” Trying to answer “What is the value of my company compared to other similar companies in the market?” – Target can be public or private, but comparables will only be public companies – Implied valuation does not reflect any premium for control – Often difficult to identify relevant comparable companies Educational: Comparable Companies Analysis Selection Criteria for Comparable Companies Basis of Comparison Business Profile Sector Products and Services Customers and End Markets Distribution Channels Geography Financial Profile Size Profitability Growth Profile Return on Investment Credit Educational: Comparable Companies Analysis P/E Valuation Multiple Price to Earnings (P/E) Multiple Price to earnings (P/E) is a common multiple: – Also known as “price multiple” or “earnings multiple” Price per Share Earnings per Share Example: • • • • Share price of $12 Earnings per share of $2 Market capitalization of $12,000,000 Net income of $2,000,000 OR Market Capitalization Net Income Educational: Comparable Companies Analysis P/E Valuation Multiple Price to Earnings (P/E) Multiple P/E multiples represent the price an investor is willing to pay for each dollar of earning: $12 $2 OR $12,000,000 $2,000,000 Price / Earnings = 6.0x Educational: Comparable Companies Analysis EV/EBITDA EV / EBITDA Multiple Another common multiple is EV/EBITDA: Enterprise Value Earnings Before Interest, Taxes, Depreciation & Amortization Using EV / EBITDA vs. P / E • Neutralizes the effect of capital structure: • EV represents all claims on the business (Common Equity + Net Debt + Preferred + Minority Interest) • EBITDA accrues to both debt and equity holders since it is before interest • In practice, EBITDA multiples are more useful as a basis of comparison Educational: Comparable Companies Analysis EV/EBITDA Other Hints & Tips Investors prefer forward-looking metrics as opposed to trailing metrics • Use today’s price or enterprise value divided by projected future EPS or EBITDA Operating metrics must reflect the performance of the ongoing business • • • Comps must be normalized for one-time expenses to value companies Moving up the income statement provides less opportunity for distortion Valuation and operating metrics may vary by industry Investors can use any multiple as long as the numerator relates to the denominator • Would you ever see a P / EBITDA multiple? What about P / Sales? In some cases, the denominator can be a non-financial metric • This is useful when trying to find a basis of comparison between companies at different stages of growth or when financial metrics are unavailable • Example: EV / Monthly Active Users, EV / Page Views Educational: Comparable Companies Analysis Trailing vs. Forward Trailing multiples us the current price (or EV) and compare it to historical measure – TTM = Trailing Twelve Months – i.e. Trailing P/E = Current Share Price / EPS from last 12 months Forward multiples use the current price (or EV) and compare it to future estimates – Forward P/E = Current Share Price / Estimated EPS for the next 12 months • Could also be projected earnings for the next full-year fiscal period • Usually use consensus earnings pulled from Bloomberg or Thomson ONE Which is better for valuing a stock? What does a lower Forward P/E when compared with the Trailing P/E mean? Educational: Comparable Companies Analysis Key Factors What drives multiples? Growth Risk Margins Educational: Comparable Companies Analysis Live Walkthrough Example of Valuation Metrics Comparable Companies Analysis Frog Productions C eep Apples Jim BR LPC Jack's Barn London Juicehouse Price Market Capitalization $30.38 $15.12 $25.01 $50.23 $80.12 $45,570 $13,608 $12,505 $10,046 $8,012 2009A EPS 2010E 2011E $3.21 $1.28 $2.03 $4.75 $5.34 $3.44 $1.38 $2.17 $5.04 $5.87 $3.57 $1.47 $2.37 $5.37 $6.56 Average Median AppleCo $12.34 $6,787 $1.06 $1.14 $1.26 2009A Price / EPS 2010E 2011E '09A-'11E EPS Growth 9.5x 11.8x 12.3x 10.6x 15.0x 8.8x 11.0x 11.5x 10.0x 13.6x 8.5x 10.3x 10.6x 9.4x 12.2x 3.6% 4.7% 5.3% 4.2% 7.1% 11.8x 11.8x 11.0x 11.0x 10.2x 10.3x 5.0% 4.7% 11.6x 10.8x 9.8x 5.9% Educational: Comparable Companies Analysis Equity Value v. Enterprise Value Multiples Equity Value Multiples (Price/metric) Enterprise Value Multiples (EV/ metric) Educational: Comparable Companies Analysis Industry Specific Multiples Common EV Multiples: Enterprise Value / Sector Access Lines/Fiber Miles/Route Miles Telecommunications EBITDAX Natural Resources, Oil & Gas EBITDAR Casinos, Restaurants and Retail Reserves Metals & Mining, Natural Resources, Oil & Gas Square Footage Real Estate and Retail Educational: Comparable Companies Analysis Industry Specific Multiples Common Equity Multiples: Equity Value (Price) / Book Value (per share) Tangible Book Value (per share) Sector Financial Institutions, Homebuilders Financial Institutions, Biotechnology, Healthcare Funds from Operations “FFO” (per share) Real Estate Net Asset Value (NAV) (per share) Financial Institutions, Real Estate, Mining Discretionary Cash Flow (per share) Natural Resources TMT Specific Multiples Revenue and User Multiples Enterprise Value/ Revenue – – – – Serves as a proxy for the P/E ratio Compares the entire value of the firm to the revenues generated Inherent limitations: ignores profitability completely Important to look at the change in multiples over time Many TMT companies have little to no profits in the early stage Enterprise Value/Users – For most such companies, users are the main driver behind revenue • Google, Facebook, Twitter, Zynga, LinkedIn, etc. – Forward multiples are very important – Inherent limitation: ignores revenue generation completely Company may lack revenues, or it may not be a sound basis for comparison TMT Specific Multiples Other Core Metrics Subscriber or user growth rate – Since users drive revenues, user growth is critical to TMT Retention rate – High retention rates indicate more stable revenues and cash flows – Can indicate quality of product and distinguish fads Time on site – More time means more potential exposure to advertisements and products Paying Users/ Users – What percentage of users actually contribute to revenues Revenue per user – Compliments above metrics, and the EV/U multiple TMT Specific Multiples Case Study Twitter and Facebook Based on a $13.9B market cap, twitter has an EV of $14.61B Facebook Twitter EV/Revenue: 24.4x FY EV/Revenue: 14.6x EV/Users: 25.0x FY EV/Users: 18.75x Time on site: 1 hour / month Revenue per user: $0.55 EV/Revenue: 15.8x FY EV/Revenue: 14.3x EV/Users: 102.5x FY EV/Users: 82.0x Time on site: 6.5 hours / month Revenue per user: $1.41 No multiple is enough by itself, all factors must be taken into account Educational: Comparable Companies Analysis Precedent Transactions Overview What is Precedent Transactions Analysis? Theory Trying to answer: “How much will my company sell for relative to other similar companies that have already been sold?” Similar to trading comparables, we can look at the prices paid in previous acquisitions to determine to the value of a company Using the price paid in an acquisition, we can derive implied transaction multiples Precedent transactions usually lead to higher valuations than trading comparables: – Control premium – Financial vs. Strategic buyer? Application Screen for transactions in the same industry, similar size, etc. Timing with respect to market cycles is also important Generally less applicable than trading comparables due to insufficient data (timing, similarity of precedents, etc.) Educational: Comparable Companies Analysis Precedent Transaction Live Walkthrough Example Precedent Transactions Analysis Acquirer / Target Fuji / McIntosh Discovery / Granny Smith Empire / Gala Red Delicious / Winesap C ortland / Northern Spy Average Median Transaction Value $10,500 $8,200 $7,540 $7,220 $5,050 Net Debt Implied Equity Value LTM Net Income Transaction P/ E Multiple $3,194 $4,872 $5,635 $4,197 $2,591 $7,306 $3,328 $1,905 $3,023 $2,459 $448 $173 $110 $180 $165 16.3x 19.2x 17.3x 16.8x 14.9x 16.9x 16.8x Comparable Companies Analysis Educational TMT Group with Assistance from the FIG Group Mario Campea, Michael Liu, Steve Lo, Kevin Gryp & Vinayak Modi 06-Nov-13