1 REASONS FOR BUSINESS VALUATION Ü To determine the value of a private company e.g.. in a merger or takeover - note that the quoted share price is only relevant for taking a minority sh
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OVERVIEW
Objective
Ü To estimate the value of one share or of a company’s equity in total
Ü To be familiar with all ratios commonly used in business analysis
BUSINESS
VALUATION
BUSINESS VALUATIONAND RATIO ANALYSIS
RATIO ANALYSIS
Ü Reasons for business valuation
Ü Nature of valuation
Ü Asset based valuations
Ü Earnings based valuations
Ü Dividend based valuation
Ü Profitability
Ü Liquidity
Ü Efficiency
Ü Gearing
Ü Investor ratios
Trang 21 REASONS FOR BUSINESS VALUATION
Ü To determine the value of a private company e.g for a Management Buy Out (MBO) team;
Ü To determine the maximum price to pay when acquiring a listed company e.g in a
merger or takeover - note that the quoted share price is only relevant for taking a
minority shareholding;
Ü To aid in decisions on buying/selling shares in private companies;
Ü To place a value on companies entering the stock market i.e Initial Public Offerings – IPO’s;
Ü To value shares in a private company for tax/legal purposes;
Ü To value subsidiaries/divisions for possible disposal
Ü When a business is valued it is not a precise exercise and there is often no unique answer to the question of what it is worth e.g the value to the existing owner may be significantly different to the value to a potential buyer
Ü There are a variety of different methods of valuing businesses which may produce
different overall values These can be used to determine a range of prices
Ü The relevant range of values is:
̌ the minimum price the current owner is likely to accept;
̌ the maximum price the bidder is likely to pay
Ü The final price will result from negotiations between the parties
Ü In the following sections the following methods of valuation will be considered:
̌ asset based valuations
̌ earnings based valuations
̌ dividend based valuations
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3.1 Net Book Value (NBV)
Ü Simply uses the balance sheet equation i.e
Equity = assets - liabilities
Ü Problems:
̌ balance sheet values are often based upon historical cost rather than market values;
̌ net book value of assets depends on depreciation policy;
̌ many key assets are not recorded on the statement of financial position e.g
internally generated goodwill
Ü For the above reasons a valuation based upon balance sheet net assets is not likely to be reliable
3.2 Net Realisable Value (NRV)
Ü This estimates the liquidation value of the business
Equity = estimated net realisable value of assets - liabilities
Ü This may represent the minimum price that might be acceptable to the present owner of
the business
Ü Problems:
̌ estimating the NRV of assets for which there is no active market e.g a specialist item of equipment ;
̌ ignores unrecorded assets such as internally generated goodwill;
3.3 Replacement cost
Ü This can be viewed as the cost of setting up an identical business from nothing
Equity = estimated depreciated replacement cost of net assets
Ü This may represent the maximum price a buyer might be prepared to pay
Ü Problems:
̌ technological change means it is often difficult to find comparable assets for the purposes of valuation ;
̌ ignores unrecorded assets;
Trang 44 EARNINGS BASED VALUATION METHODS
4.1 Price/Earnings Ratios
The published P/E ratio of a quoted company takes into account the expected growth rate of that company i.e it reflects the market’s expectations for the business
Using published P/E ratios as a basis for valuing unquoted companies may indicate an
acceptable price to the seller of the shares
Price/Earnings (P/E) ratio =
Share Per Earnings
share ordinary per
price Market
Earnings per Share (EPS) =
shares ordinary issued
of Number
dividends preference
and tax after Profit
Therefore:
Ordinary share price = P/E ratio × EPS
This can be used for valuing the shares in an unquoted company
Step 1 Select the P/E ratio of a similar quoted company
Step 2 Adjust downwards to reflect the additional risk of an unquoted company and the
non-marketability of unquoted shares
Step 3 Determine the maintainable earnings to use for EPS
4.2 Earnings Yield
Ü Earnings yield is simply the reciprocal of the P/E ratio
Earnings Yield =
share per price Market
Therefore:
Ordinary share price =
Yield Earnings EPS
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Example 1
You are given the following information regarding Accrington Ltd, an
unquoted company
(a) Issued ordinary share capital is 400,000 25c shares
(b) Extract from income statement for the year ended 31 July 19X4
$ $
(56,000)
(c) The P/E ratio applicable to a similar type of business (suitable for an
unquoted company) is 12.5
Required:
Value 200,000 ordinary shares in Accrington Ltd on an earnings basis
Solution
Trang 65 DIVIDEND BASED METHODS OF VALUATION
5.1 Dividend yield
Dividend yield =
share pre price Market
share per Dividend
× 100
Therefore share price =
yield Dividend
share per Dividend
Step 1 Determine the dividend for the unquoted company
Step 2 Choose a published dividend yield for a similar quoted company
Step 3 Adjust this dividend yield upwards to reflect the greater risk of an unquoted
company and the non-marketability of unquoted company shares
Ü This method fails to take growth in to account and therefore can lead to an under-valuation
Ü It also has little relevance for valuing a majority shareholding as such an investor has the
ability to change the dividend policy
Example 2
An individual is considering the purchase of 2,000 shares in G Ltd
G Ltd has 50,000 shares in issue and the latest dividend payment was 12 cents
per share
G Ltd is similar in type of business, size and gearing to H plc H plc has a
published dividend yield of 10%
Required”
Suggest a price that the individual might pay for the 2,000 shares in G Ltd
Solution
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5.2 Dividend Valuation Model
Ü If dividends are expected to remain constant e.g on preference shares:
re
D Where P0 = today’s share price
D = dividend per share
re = required return of equity investors
Ü If dividends are forecast to grow at a constant rate in perpetuity
g re
g) (1
D0
−
+
=
g re
D1
− where Do = most recent dividend
D1 = dividend in one year
g = growth rate
Step 1 Determine current dividend and estimated growth rate
Step 2 Determine the required return − for example by using the Capital Asset Pricing
Model (CAPM) on a similar quoted company and then adjusting upwards to reflect greater risk/lack of marketability of unquoted shares
Ü Problems:
̌ determining growth rate of dividends;
̌ determining appropriate required return for unquoted company;
̌ little relevance for valuing a majority shareholding as such an investor has the
ability to change the dividend policy
Trang 8Example 3
Claygrow Ltd is a company which manufactures flower pots The following
data are available
Required return on equities in this risk class 20%
Required:
Value one share in Claygrow Ltd under the following circumstances
(i) No growth in dividends
(ii) Constant dividend growth of 5% per annum
(iii) Constant dividends for five years and then growth of 5% per annum to
perpetuity
(iv) Constant dividends for five years and then sale of the share for $2.00
Solution
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6.1 Profitability ratios
Sales
profit
Sales
tax and interest before
s liabilitie current
-non + funds rs' Shareholde
tax and interest before
funds rs' shareholde Ordinary
dividends preference
- tax after
6.2 Liquidity ratios
Current ratio =
s liabilitie Current
assets Current
Quick or acid test ratio =
s liabilitie Current
inventory assets
6.3 Efficiency/activity ratios
sales credit Annual
receivable accounts
purchases credit
Annual
payable accounts
sales of cost Annual
inventory
Cash conversion cycle = inventory days + receivables days – payables days
Total asset turnover =
assets Total Sales
Fixed asset turnover =
assets Fixed Sales
Trang 106.4 Gearing/Risk ratios
Financial gearing:
reserves Capital
s liabilitie current
+
employed Capital
s liabilitie current
Ü gearing can also be referred to as leverage
Operational gearing:
100 costs operating Variable
costs operating Fixed
costs operating Total
costs operating
Interest cover =
expense Interest
tax and interest before
Profit
Cash flow coverage =
expense Interest
operations from
generated Cash
6.5 Investor ratios
Earnings per ordinary share (EPS)
issue
in shares ordinary of
number average
Weighted
dividends preference
- tax after Profit
=
Diluted EPS should also be calculated where a company has a complex capital structure that
includes Potentially Dilutive Securities (PDS’s) These are securities in issue which involve
an obligation to issue shares in the future e.g convertible debt, warrants
Diluted EPS =
g outstandin s
PDS' shares
ordinary average
Weighted
s adjustment PDS
dividends preference
- tax after Profit
+ +
Dividend cover =
dividend Ordinary
dividend preference
-tax ater Profit
dividend Ordinary
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Earnings yield =
price share Ordinary
Total Shareholder Return (TSR) =
year of start at price Share
dividends price
share end
× 100
Example 4
Cathcart Inc
Statement of financial position at 31 December 200X
Non - current assets
Current assets
_ _ 1,000
3,200 _
Equity
Non-current liabilities
Current liabilities
_
3,200 _
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Income statement for the year ended 31 December 200X
_
_
_
_
_ Dividends
Current quoted price of $1 ordinary shares in Cathcart Inc $1.40
_
Required:
Calculate each of the following ratios for Cathcart Inc:
(a) Gross profit margin
(b) Operating profit margin
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(d) Return on equity
(e) Current ratio
(f) Acid test ratio
(g) Receivables days
(h) Total asset turnover
(i) Fixed asset turnover
(j) Proportion of debt finance
(k) Interest cover
(l) Earnings per ordinary share
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(n) Dividend yield
(o) Price earnings ratio
Key points
ÐBusiness valuation is not a science – different analysts use different
techniques
ÐYou need to enter the exam with a range of methods at your disposal and
choose the most relevant depending what data is available and whether
you are required to value a minority stake or a business in total
ÐRatio analysis is also a subjective area – different analysts calculate ratios
in slightly different ways If the exam question does not define exactly
how a certain ratio should be calculated then state your definition, show
your workings and be consistent between companies/years Often it is the
change in ratios which is more relevant than their absolute level
FOCUS
You should now be able to:
Ü prepare and justify a range of prices for valuing a business in a variety of
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EXAMPLE SOLUTIONS
Solution 1
Valuation of 200,000 shares = 200,000 × P/E ratio × EPS
= 200,000 × 12.5 ×
400,000
20,000) (140,000−
= $750,000
Solution 2
yield Dividend Dividend
Dividend yield to be adjusted upwards to reflect greater risk and non-marketability of unquoted company - say 13% (subjective)
13
012
= 92 cents per share
Estimated value of 2,000 shares = $1840
Solution 3
(i) Constant dividend Po =
0.2
(ii) Constant growth in dividend Po =
0.05) (0.2
(1.05) 0.25
(iii) Present value of five years’ dividend of $0.25 pa = $0.25 × 2.991 =
$0.748 plus
Present value of growing dividend from year 6 onwards
0.05) (0.20
(1.05) 0.25
1.2
1
_
$1.451 _
(iv) Present value of five years’ dividend of $0.25 pa = $0.25 × 2.991 $0.748
Present value of $2.00 in five years’ time = $2.00 ×
1.2
1
_
$1.552 _
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(a) Gross profit margin
000 ,
(b) Operating profit margin
000 ,
(c) Return on capital employed
600 800 200 000 , 1
+ +
(d) Return on equity
1800
20
-160 × = 7.8%
(e) Current ratio
=
600 1,000 = 1.67: 1 (f) Acid test ratio
=
600
600 = 1: 1 (g) Receivables days
3,000500 × = 61 days (h) Total asset turnover
=
3,200 3,000 = 0.94
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(j) Proportion of debt finance
OR
1800 800
charge Interest
tax and interest before
Profit
=
60
400 = 6.67 (l) Earnings per ordinary share
=
1,000
20
(m) Dividend cover
=
125
20
price share Ordinary
share ordinary per
=
$1.40
cents
(o) Price earnings ratio =
EPS
price Share
=
14