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Transcript of Corporate ValuationOperating Leases Advanced Valuation Issues: Operating Leases Professor David...
Corporate Valuation Operating Leases
Advanced Valuation Issues: Operating Leases
Professor David Wessels
The Wharton School of the University of Pennsylvania © 2005.
Professor David WesselsThe Wharton School of the University of Pennsylvania 2
Corporate Valuation Operating Leases
Hidden Assets & Liabilities
• Companies have three
major hidden assets:
– Hide assets by using off-
balance sheet financing
such as operating leases.
– Expense, rather than
capitalize, intangible
investment (R&D).
– Hide ownership dilution
through historical
pooling.
Operations Financing
Working Cash Notes Payable
+ Accounts Receivable + Dividends Payable
+ Inventories Current Liabilities
- Accounts Payable
- Accrued Expenses + Long Term Debt
Operating Working Capital + Off-Balance Sheet Debt (leases)
- Excess Cash
+ Net Property, Plant
+ Hidden Physical Assets (Leases) + Deferred Taxes
+ Organic Intangibles (R&D) + Owners Equity
+ Acquired Intangibles (pooling) + Understated Equity (R&D)
+ Long Term Assets + Missing Equity (pooling)
- Long Term Liabilities Total Invested Capital
Total Invested Capital
Economic Balance Sheet
Professor David WesselsThe Wharton School of the University of Pennsylvania 3
Corporate Valuation Operating Leases
Hidden Assets & Liabilities
• Capitalize operating leases
– Many companies have moved financing off-balance sheet using
operating leases, rather than purchase assets outright.
• Capitalize research & development / advertising
– Today, many companies primary assets are intangible. We need to
develop a methodology to value historical investment in products,
brands, distribution networks, etc.
• Capitalize intangible assets hidden by pooling
– Although SFAS 141 now requires companies to use purchase
accounting on new acquisitions, intangible assets from old
acquisitions won’t appear on the balance sheet.
DataCollection
Easy
Difficult
Professor David WesselsThe Wharton School of the University of Pennsylvania 4
Corporate Valuation Operating Leases
Understanding Leases (Synthetic Debt)
Monmouth Capital
Corporation(lessor)
FedExCorporation
(lessee)
use of asset for acontracted period
periodic payments(which cover interest and depreciation)
• Why Lease?
1. Flexibility has value to the lessee
2. Standardization by lessor leads to efficient costs
3. Depreciation tax shields can be more valuable to lessor (avoid AMT).
• A business may acquire sole use of an asset through a lease.
Professor David WesselsThe Wharton School of the University of Pennsylvania 5
Corporate Valuation Operating Leases
The Growth of Operating Leases• Rental expenses for have grown steadily over the last fifteen years. As
a percentage of sales, the number has remained relatively constant
(1.5% of sales). Since interest rates have declined, the present value
of leases have outpaced revenue growth.
Total Rental ExpensesNon-Financial S&P 500 Companies 1985-2004
18.8 20.5 21.824.3
27.030.5 32.5 34.7 35.3 36.5
39.2 40.145.1
50.1
56.361.5
68.6 70.473.1 75.0
0
10
20
30
40
50
60
70
80
90
1985 1987 1989 1991 1993 1995 1997 1999 2001 2003
$ B
illi
on
s
Estimated Value of Operating Leases Non-Financial S&P 500 Companies
1985-2004
0
100
200
300
400
500
600
700
800
900
1985 1987 1989 1991 1993 1995 1997 1999 2001 2003
$ B
illio
ns
If operating leases had
grown with total debt
If operating leases had grown with revenues
Professor David WesselsThe Wharton School of the University of Pennsylvania 6
Corporate Valuation Operating Leases
Lease Types
According to FASB, a lease that meets one or more of the following criteria, meaning it is
classified as a purchase by the lessee (SFAS 13):
(1) the lease term is greater than 75% of the asset’s estimated economic life;
(2) the lease contains an option to purchase the asset for less than fair market value;
(3) ownership of the asset is transferred to the lessee at the end of the lease term; or
(4) the present value of lease payments exceeds 90% of the fair market value of the asset.
Capital lease:
A lease for which the lessee acquires the property for only a small portion of its useful life.
An operating lease is commonly used to acquire equipment on a short-term basis. Any lease
that is not a capital lease is an operating lease.
Operating lease:
Th
e ch
oice
is b
lack
or
wh
ite
Professor David WesselsThe Wharton School of the University of Pennsylvania 7
Corporate Valuation Operating Leases
Operating Leases vs Capital Leases
• Reported capitalized leases are small fraction of the present value of
operating leases. Not only is today’s total much smaller, but the growth
in capitalized leases is much smaller as well.
Estimated Value by Debt Type Non-Financial S&P 500 Companies
2004
628.3
20.7
2,379
0
500
1,000
1,500
2,000
2,500
Operating Leases Capitalized Leases Total Debt
Estimated Value of Operating Leases Non-Financial S&P 500 Companies
1985-2004
0
100
200
300
400
500
600
700
1985 1987 1989 1991 1993 1995 1997 1999 2001 2003
$ B
illi
on
sIf operating leases
had grown with capitalized leases
Professor David WesselsThe Wharton School of the University of Pennsylvania 8
Corporate Valuation Operating Leases
Explicit Capital: Capitalized Leases
• The good news: Capitalized leases are already included on the income
statement and balance sheet, even though not explicitly. Details are
often hidden within the footnotes (which is OK).
Assets Liabilities & Shareholder Equity
Aggregated within PP&E: Aggregated within Long-Term
Aircraft 221 Unsecured debt 1,529Package handling and ground support equipment and vehicles 207 Capital lease obligations 422
Other, principally facilities 137Other debt, interest rates of 6.80% to 9.98%, due through 2017 66
Gross Capitalized Leases 565 Total Debt 2,017 Less accumulated amortization -268 Less current portion 308Net Capitalized Leases 297 Long-Term Debt 1,709
Source: Fedex 10-K Note 7 Source: Fedex 10-K Note 6
FedEx Corporation
Revenues 22,487
Operating ExpensesSalaries and employee benefits 9,778Purchased transportation 2,155Rentals and landing fees 1,803Depreciation and amortization 1,351Fuel 1,349Maintenance and repairs 1,398Other 3,182Operating Income 1,471
Interest, net -118Other, net -15Income Before Income Taxes 1,338
Income StatementFedEx Corporation
Professor David WesselsThe Wharton School of the University of Pennsylvania 9
Corporate Valuation Operating Leases
Hidden Capital: Operating Leases
• The bad news: Operating leases
combine depreciation and interest
payments into a single item called
rental payments.
• More bad news: the present value
of operating leases do NOT
appear on the balance sheet.
• We must find a way of
recapitalizing the off-balance
sheet item back onto the balance
sheet.
Revenues 22,487
Operating ExpensesSalaries and employee benefits 9,778Purchased transportation 2,155Rentals and landing fees 1,803Depreciation and amortization 1,351Fuel 1,349Maintenance and repairs 1,398Other 3,182Operating Income 1,471
Interest, net -118Other, net -15Income Before Income Taxes 1,338
Income StatementFedEx Corporation
Professor David WesselsThe Wharton School of the University of Pennsylvania 10
Corporate Valuation Operating Leases
Valuation Issues and Operating Leases
• The accounting treatment of operating leases will distort
many critical inputs for the valuation process. Given its
debt-like characteristics, many distortions follow directly
from the academic literature on debt.
– Competitive benchmarking and measuring value creation
– The cost of equity
– The yield to maturity on debt & debt ratings
– P/E and enterprise value multiples
Professor David WesselsThe Wharton School of the University of Pennsylvania 11
Corporate Valuation Operating Leases
Note 8. Long-Term Debt and Commitments
Future Capital Operating Future Capital OperatingYear Leases Leases Year Leases Leases 2004 44 1,368 2004 68 3182005 125 1,285 2005 68 2512006 102 1,192 2006 93 1842007 11 1,155 2007 68 1362008 11 1,045 2008 113 104
Thereafter 238 8,342 Thereafter 241 555 531 14,387 651 1,548
United Parcel ServiceNote 7: Lease Commitments
FedEx Corporation
• From the notes, we can collect information on operating leases:
Operating Leases: FedEx versus UPS
• FedEx uses operating leases heavily. How will this affect competitive
benchmarking and value creation?
Professor David WesselsThe Wharton School of the University of Pennsylvania 12
Corporate Valuation Operating Leases
• Using the accepted methodology of discounting operating lease
payments at the cost of debt (6%) to ascertain the value of off-balance
sheet assets, FedEx doesn’t look as asset efficient any more!
Distortion of Capital Turnover
United Parcel Service
% of % of Line Item $ Millions Revenues $ Millions RevenuesTotal Revenues 22,487 100.0% 31,272 100.0%
Book PP&E 8,700 38.7% 13,612 43.5%Estimated Leases 9,969 44.3% 1,213 3.9%Adjusted PP&E 18,669 83.0% 14,825 47.4%
FedEx Corp
Professor David WesselsThe Wharton School of the University of Pennsylvania 13
Corporate Valuation Operating Leases
Distortion of ROIC
• ROIC measures financial performance without regard to a company’s
capital structure. If one fails to adjust ROIC for operating leases, ROIC
will be systematically distorted by lease choice.
PV(Lease)-Capital Invested
PV(Lease))k(ROIC ROICROIC dunadj
After-tax lease interest rate
ROIC with no operating
leases
Reported capital
Professor David WesselsThe Wharton School of the University of Pennsylvania 14
Corporate Valuation Operating Leases
The Cost of Equity
• Ely (1995) tests whether investors view operating leases as leverage. To
do this, Ely test the following theoretical relation:
ue σE
DT)(11σ
• using the following regression:
EBI/Assets3EBI/Assets2EBI/Assets1e σE
PVOLbσ
E
Dbσbασ
• and finds:
EBI/AssetsEBI/AssetsEBI/Assetse σ353.σ084.σ328.083.σE
PVOL
E
D
(40.26) (5.70) (5.72) (2.38)
Professor David WesselsThe Wharton School of the University of Pennsylvania 15
Corporate Valuation Operating Leases
Yield to Maturity and Debt Ratings• Lim, Man, & Mihov (2003) compare the impact of operating leases on debt
ratings and the yield of new debt issues to that of balance sheet debt. They
argue rating have less sensitivity to leases, but yields do not.
OLS Regression of Numerical Debt Rating OLS Regression of Yield Spread
S&P Rating Reg 1 Reg 2 Reg 3 Yield Spread Reg 1 Reg 2 Reg 3
Intercept 5.606 5.602 5.538 Intercept 4.828 4.797 4.763
Log (Sales) 1.198 1.208 1.212 S&P Rating -0.274 -0.273 -0.278
PPE / Total Assets 0.691 0.646 0.719 Maturity 0.022 0.021 0.021
EBIT Coverage Ratio 0.044 0.042 0.039 Proceeds / Total Assets 1.055 1.066 1.121
EBITDA / Total Liabilities 4.205 4.279 4.332 Log (Sales) -0.052 -0.048 -0.033
Total Debt / Firm Value -6.399 -6.385 -6.401 Total Debt / Firm Value 0.950 0.925 0.851
OL: PV (Minimum Lease) -4.186 OL: PV (Minimum Lease) 2.066
OL: Perpetuity Method -2.041 OL: Perpetuity Method 0.790
OL: With Depreciation -3.269 OL: With Depreciation 1.020
Professor David WesselsThe Wharton School of the University of Pennsylvania 16
Corporate Valuation Operating Leases
Valuing Operating Leases
• In the 10-K, we can retrieve both
historical as well as future
operating lease commitments.
• There are three methods:
(1) Sum the future discounted
operating lease flows by the cost
of debt (S&P, Damodoran).
(2) Divide next year’s flow by the
cost of debt (Moody’s).
(3) Divide next year’s flow by the
sum of the cost of debt and the
annual depreciation rate.
Future Capital OperatingYear Leases Leases 2004 44 1,3682005 125 1,2852006 102 1,1922007 11 1,1552008 11 1,045
Thereafter 238 8,342 531 14,387
Note 7: Lease Commitments FedEx Corporation
Professor David WesselsThe Wharton School of the University of Pennsylvania 17
Corporate Valuation Operating Leases
Valuing Operating Leases: An Example
• To understand how well each methodology works, let’s build a hypothetical
leasing example. In our example, we assume the company leases assets for
the first five of their ten-year lives, at an interest rate of 5%.
Assume asset life of 10
years, lease for first 5
years
Assets have been growing
at 10%
Cost of debt equals 5%
Original Current Net PV ofYears Asset Annual Asset Original Annuity AnnualAgo Value Depr Value Loan Factor Payment
4 100.0 10.0 60.0 60.8 4.33 14.03 110.0 11.0 77.0 66.9 4.33 15.52 121.0 12.1 96.8 73.6 4.33 17.01 133.1 13.3 119.8 81.0 4.33 18.70 146.4 14.6 146.4 89.1 4.33 20.6
610.51 500.0 85.8
Leasing Worksheet
Professor David WesselsThe Wharton School of the University of Pennsylvania 18
Corporate Valuation Operating Leases
Valuing Operating Leases: An Example
• Given both historical and future rental payments, how can we separate out
interest and principal? i.e. remove interest payment,
• How can we determine depreciation of the operating assets?
Sum of all asset lease payments
Only the youngest asset will appear in the final statement
Future Commit- Discount
Year ment Factor DCF
1 85.8 0.952 81.7
2 71.7 0.907 65.1
3 56.3 0.864 48.6
4 39.3 0.823 32.3
5 20.6 0.784 16.1243.8
10-K Note on Commitments
Professor David WesselsThe Wharton School of the University of Pennsylvania 19
Corporate Valuation Operating Leases
Valuation Methodology
• The most common method, discounted minimum rental commitments,
systematically underestimates the operating leases. A simple perpetuity
method (Rental expense / kd) systematically overestimates lease value.
Methodology PV Actual Error
Discounted cash flow (at kd) 243.8 500.0 -51%
Perpetuity valuation (at kd) 1715.4 500.0 243%
Wall Street rule of thumb (8x) 686.2 500.0 37%
McKinsey formula (asset life): 571.8 500.0 14%
Modified formula (avg lease & asset life): 467.8 500.0 -6%
Methodology Performance
Professor David WesselsThe Wharton School of the University of Pennsylvania 20
Corporate Valuation Operating Leases
Wall Street Multipliers• Today, the accepted Wall Street multiplier of rental expense is 8x.
This is consistent with today’s 10-year corporate bond rates and an
average asset life of 12-years.
Estimated Wall Street Multiplierusing Perpetuity with Depreciation
0
1
2
3
4
5
6
7
8
1985 1987 1989 1991 1993 1995 1997 1999 2001 2003