a company as a project portfolio
Every company can be seen as a collection–maybe a portfolio–of investment projects, each with its own risk and return on investment characteristics. This is not the only way of looking at a business. And it’s probably not the best way, as the ugly collapse of the conglomerate craze in the US during the 1960s illustrates. Nevertheless, looking at the business as a project portfolio highlights an issue that the top management of a firm can face.
the BCG growth/cash matrix
One common way of sorting projects is to use the growth/cash generation matrix invented by the Boston Consulting Group in the 1960s: stars = high growth, high cash generation cash cows = low growth, high cash generation questions marks = high growth, low cash generation dogs = low growth, low cash generation. loaded with canines What do you do if you’re a company with a boatload of dogs? ..or just one really big dog. To see the issue clearly, let’s simplify: –let’s say that equity is your only source of funding (no working capital or debt), and –let’s say you have only two projects, with 100 units of equity invested in Project 1, which earns 20/year, and 100 units in Project 2, which earns 1/year. the problem: the sterling 20% return on equity of Project 1 is obscured by the near breakeven status of Project 2. The overall return on equity for the company of 10.5%. Why is this bad? Wall Street loves high return on equity–and loathes low return. And the computer screens that even many professional investors use to narrow down the vast universe of available stocks into a more manageable number to investigate will toss a company like this on the reject pile. So you’ll be overlooked. What should management do? The possibilities: 1. eliminate inefficiencies in Project 2 and in doing so raise the ROE to a respectable figure 2. if that’s not possible, sell Project 2 to someone else who, mistakenly or not, thinks he can do #1 3. close Project 2 down and write the equity off as a loss, or 4. divide the company in two, and either (a) spin Project 2 off as a separate entity (that is, give it to shareholders) or (b) gradually sell it to the investing public.
cutting to the chase
Let’s skip down to #4, since what we’re ultimately concerned with is what motivates a company to create a REIT.
How can a company get into a situation where solution #4 is the best alternative? In my experience, this almost always involves long-lived assets, where the investment is big, and a company puts all the money in upfront, in the hope of getting steady income over 20 or 30 years. Examples: a chemical plant, container ships, hotels, or mineral leases. One of two things happens –either the company soon discovers it has wildly overpaid for the assets, or –some unforeseen change, like technological change or a sharp increase in input prices, alters the economics of the project in a fundamentally negative way.
two forms of cash generation
Any project generates cash in two ways: –a return of the capital invested in the project, and –profits. In describing Project 2 above, I said it produces 1 unit of profit per year. But that profit is after subtracting an expense of, say, 5 as depreciation and amortization. D&A are ways of factoring into costs the gradual wearing out of the factory, the machines or the other investment assets that are used in making the project’s output. In the case of a motel, D&A is a charge for the gradual deterioration of the structure over the years, until the building is too shabby to be used any more and must be razed and rebuilt. Similarly, big machines either wear out or become technologically obsolete. The key fact to note is that depreciation and amortization aren’t actual outflows of cash–they’re inflows. But they’re classified as return of capital, not as profit. (I think this make sense, but I’ve been analyzing companies for over 30 years. Don’t worry if it doesn’t to you. Fodder for another post on cash flow vs. profits, and why it makes a difference to investors.)
In the case of Project 2, the actual cash inflow is probably 6/year (depreciation and amortization of 5 + profit of 1). That’s a 6% yield. But it’s also a millstone around the neck of the company that launched the project. It’s return on equity–a key stock market screening factor–will be depressed for as long as it owns the project. On the other hand, to an income-oriented buyer a yield of 6 units/year for the next 20 years is nothing to sneeze at. At a price of 85, the yield would be an eye-popping 7%.
this has happened before
In the early 1980s, T Boone Pickens, a brilliant financial engineer if no great shakes as an oilman, wildly overpaid for a number of oil and gas leases in the Gulf of Mexico. Once he realized these properties would struggle to make back his initial lease payment and would never make money, he repackaged them as a limited partnership and spun it off. Around the same time, Marriott did the same thing. It made a similarly unwise decision to build a number of very expensive luxury hotels. When bookings started to come in, the company saw the properties would provide large cash flow–but never any profits. So it rolled them all up into a limited partnership, which it sold to retail investors. In both cases, management “repurposed” assets to emphasize their cash generation characteristics rather than their lack of profitability. Both also used a tax-minimization structure to enhance the assets’ attractiveness to income-oriented individual investors. REITS do the same thing. More tomorrow.