C-15-1 Minicase 15 PepsiCo’s Capital Structure Choice PepsiCo, Inc. (PepsiCo) is the world leader in the snack food business, and it is a strong number two in soft drinks. It has more than two dozen well-established consumer brands, including Doritos, Fritos, Ruffles, and Lay’s (snack foods); and Pepsi-Cola, Diet Pepsi, and Mountain Dew (soft drinks). In recent years, PepsiCo has pursued several initiatives designed to expand international sales. To take advantage of overseas opportunities, PepsiCo has begun a major overhaul of its foreign beverage operations. This effort included redesigning the firm’s soft drink cans and bottles and changing Pepsi-Cola’s distinctive red, white, and blue packaging to an all-blue design. Overview of PepsiCo PepsiCo was formed in 1965 when the Pepsi-Cola Company merged with Frito-Lay Inc. Over the next 30 years, net sales grew at an average compound rate of 15% per year, with sales doubling about every five years. Exhibit 15-1 furnishes income statements for PepsiCo, and Exhibit 15-2 furnishes balance sheets. PepsiCo has book liabilities of $18.1 billion and book value of stockholders’ equity of $7.3 billion. The market value of PepsiCo’s stockholders’ equity is much greater. With 788 million common shares outstanding and a share price of $55.875, the market value of its stockholders’ equity is $44.0 billion, roughly six times its book value. Capital Spending PepsiCo’s capital investing has reflected strategic investments in both industry segments as well as acquisitions and investments in unconsolidated affiliates. PepsiCo expects its investments to generate cash returns in excess of its long-term cost of capital, which it estimates to be C-15-2 approximately 10%. About 75% of PepsiCo’s total acquisition and investment activity represents international transactions. PepsiCo continues to seek opportunities to strengthen its position in its industry segments, beverages and snack foods, through strategic acquisitions. Financial Leverage PepsiCo measures financial leverage on both a market-value and an historical-cost basis. PepsiCo believes that the most meaningful measure of debt is on a net basis, which takes into account its investment in marketable securities held outside the United States. These portfolios are managed as part of PepsiCo’s overall financing strategy; they are not required to support dayto-day operations. Net debt reflects the pro forma remittance of the cash value of these portfolios (net of related taxes) to the United States with the net proceeds used to reduce total debt. Total debt includes the present value of operating lease commitments (which are not capitalized on PepsiCo’s balance sheet). PepsiCo believes that market leverage (defined as (1) net debt divided by (2) net debt plus the market value of equity, based on PepsiCo’s year-end stock price) is the most appropriate measure of PepsiCo’s long-term financial leverage. Exhibit 15-3 shows the net debt ratio for the last three years and contrasts it to PepsiCo’s historical cost net debt ratio. Unlike historical cost measures, the market value of equity is more meaningful because it reflects the estimated net present value of expected future cash flows, which will both support debt and provide returns to PepsiCo’s shareholders. PepsiCo has established a long-term target range of 20%-25% for its net debt ratio, which PepsiCo believes will optimize its cost of capital. Measured on a market-value basis, net debt equals total debt, including the present value of its operating lease commitments, minus the cash and marketable securities it holds outside the United States (it does so mainly for tax reasons). The net debt ratio, L*, is defined as L* = (D + PVOL - CMS)/(NP + D + PVOL - CMS) C-15-3 where D is the total market value of debt, PVOL is the present value of operating lease commitments, CMS is cash and marketable securities (net of the cost of remitting these funds to the United States), N is the number of common shares, and P is the common stock price. PepsiCo’s market net debt ratio declined 8 points to 18% at the most recent year-end due primarily to a 54% increase in PepsiCo’s stock price. The 4-point increase to 26% at the previous year-end was due to a 13% decline in PepsiCo’s stock price coupled with an 8% increase in net debt. As measured on an historical cost basis, the ratio of net debt to net capital employed (defined as net debt, other liabilities, deferred income taxes, and shareholders’ equity) declined 3 points in the latest year to 46%. This decline reflected a 2% decrease in net debt and a 4% increase in net capital employed. The 1-point decline to 49% at the prior year-end was due to a 9% increase in net capital employed, partially offset by the 8% increase in net debt. Capital Structure Objective PepsiCo would like to maintain a single-A senior debt rating. Is this objective compatible with PepsiCo’s long-term target net debt ratio of 20% to 25%? PepsiCo’s common stock price is $55.875. Exhibit 15-4 furnishes information regarding PepsiCo’s operating lease commitments. Exhibit 15-5 provides information regarding comparable firms. Questions 1. Calculate PepsiCo’s net debt ratio, assuming that the present value of operating leases is five times the annual rental expense and that remitting the cash and marketable securities to the United States reduces them by 25% due to taxes and transaction costs. 2. For each firm in Exhibit 15-5, calculate the interest coverage ratio, the fixed charge coverage ratio, the long-term debt ratio, the total debt to adjusted total capitalization (recall that adjusted capitalization includes short-term debt), the ratio of cash flow to long-term debt, and the ratio of cash flow to total debt. C-15-4 3. (Supplemental question based on Chapter 16) Suppose PepsiCo’s real objective is to maintain a single-A senior debt rating. Does its net debt ratio target seem reasonable, or would you recommend a different target? C-15-5 EXHIBIT 15-1 PepsiCo Income Statements (Dollars in millions) Two Year Ago Amount % One Year Ago Amount % Latest Year Amount $25,021 100 $28,472 100 $30,421 100 22,114 88 25,271 89 27,434 90 Operating profit 2,907 12 3,201 11 2,987 10 Interest expense (573) (2) (645) (2) (682) (2) 89 - 108 - 127 - Pretax income 2,423 10 2,664 9 2,432 8 Income taxes (835) (4) (880) (3) (826) (3) - - (32) - - - $1,588 6 $1,752 6 $1,606 5 Net sales Costs and expenses Other income (expense) Effect of accounting changes Net income Earnings per share $1.96 $2.22a $2.00 Dividends per share $0.62 $0.70 $0.78 a Before cumulative effect of accounting changes. Source: PepsiCo, Inc., Annual Reports to Shareholders. % C-15-6 EXHIBIT 15-2 PepsiCo Balance Sheets (Dollars in millions) One Year Ago Latest Year Amount % Amount % Cash and cash equivalents $331 1 $382 a 2 Short-term marketable securities (at cost) 1,157 5 1,116 a 4 Other current assets 3,584 14 4,048 16 5,072 20 5,546 22 Investments in unconsolidated affiliates 1,295 5 1,635 6 Property, plant, and equipment (net) 9,883 40 9,870 39 Intangible assets (net) 7,842 32 7,584 30 700 3 797 3 $24,792 100 $25,432 100 $1,452 6 $1,556 6 Short-term borrowings 678 2 706 a 3 Other current liabilities 3,140 13 2,968 12 5,270 21 5,230 21 Long-term debt 8,841 36 8,509 b 33 Other liabilities 3,825 15 4,380 17 17,936 72 18,119 71 6,856 28 7,313 29 $24,792 100 $25,432 100 Assets Total current assets Other assets Total assets Liabilities and Stockholders’ Equity Accounts payable Total current liabilities Total liabilities Stockholders’ equity (790 million shares outstanding in 1994; 788 million in 1995) Total liabilities and stockholders’ equity a Approximates market value. market value is $8,747 million. Source: PepsiCo, Inc., Annual Reports to Shareholders. b Approximate C-15-7 EXHIBIT 15-3 PepsiCo’s Net Debt Ratio Market Net Debt Ratio 26% 22% 18% Two Years Ago One Year Ago Latest Year Historical Cost Net Debt Ratio 50% 49% 46% Two Years Ago One Year Ago Source: PepsiCo, Inc., Annual Reports to Shareholders. Latest Year C-15-8 EXHIBIT 15-4 Information Concerning PepsiCo’s Operating Leases Note 10 - Leases PepsiCo has noncancelable commitments under both capital and long-term operating leases. PepsiCo is lessee under noncancelable leases covering vehicles, equipment, and real estate. Capital and operating lease commitments expire at various dates through 2088 and, in many cases, provide for rent escalations and renewal options. Most leases require payment of related executory costs, which include property taxes, maintenance, and insurance. Sublease income and sublease receivables are insignificant. Future minimum commitments under noncancelable leases are set forth below: Capital Operating Year 1 Year 2 Year 3 Year 4 Year 5 Later years $ 57 49 68 37 38 299 $548 $ 350 297 269 240 218 1,170 $2,544 At year-end, the present value of minimum payments under capital leases is $294 million, after deducting $1 million for estimated executory costs and $253 million representing imputed interest. The details of rental expense are set forth below: Minimum Contingent Latest Year $439 40 $479 One Year Two Years Ago Ago $433 $392 32 28 $465 $420 . Source: PepsiCo, Inc., Annual Reports to Shareholders. C-15-9 EXHIBIT 15-5 Selected Information Concerning PepsiCo and Comparable Firms (Dollars in millions) FIRM PepsiCo Cadbury Schweppes Coca-Cola Coca-Cola Enterprises McDonald’s DEBT RATINGS (MOODY’S/ S&P) A1/A ANNUAL INTEREST $682 CASH AND MARKETABLE SECURITIES $1,498 MARKET VALUE OF LONG-TERM DEBT $8,747 MARKET VALUE OF TOTAL DEBT $9,453 ANNUAL CASH FLOW $3,742 NUMBER OF SHARES (MILLIONS) 788.00 YEAR-END SHARE PRICE $55.875 25 135 129 864 1,490 492 247.75 35.125 4,600 272 1,315 1,141 1,693 3,115 2,504.60 40.250 A3/AA 471 31 326 8 4,138 4,201 644 385.65 10.000 Aa2/AA 2,509 498 340 335 4,258 4,836 2,296 699.70 48.000 ANNUAL EBIT $3,114 ANNUAL RENTAL EXPENSE $479 A2/A 661 Aa3/AA Sources: Value Line Investment Survey and company annual reports to shareholders.