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DEBT, INTANGIBLES, AND THE POWER OF OPERATING CASH FLOW

 

In episode 628, we were asked this ques­tion from lis­ten­er Jon:

“I have iden­ti­fied a hand­ful of com­pa­nies with a price to cash ratio below 6–7. What sur­prised me is that most of these com­pa­nies have very high debt iden­ti­fied in the debt/equity ratios. Is this why they have so much cash? Isn’t this dan­ger­ous in the cur­rent economic/interest rate cycle/conditions? Exam­ples are MQG, ANZ and BHP. I deduct intan­gi­bles from total assets when cal­cu­lat­ing debt to equi­ty. Expe­ri­ence has taught me intan­gi­bles are called intan­gi­bles for a rea­son. I assume intan­gi­bles refer to the past pur­chase of busi­ness­es or good­will. They can be val­ued at what­ev­er some­one is will­ing to pay. Curi­ous to know what you both think about the debt/equity ratio and intan­gi­bles.”

Tony:

Good­will, in terms of dol­lars and cents, is what you’ve paid above what the assets are val­ued at when you bought a com­pa­ny. So, some­times it’s called con­trol pre­mi­um if it’s a list­ed share. It’s the pre­mi­um you’ve paid. So, you’ve bought some assets. Let’s say I bought a cof­fee shop next door, and I had to pay them above what I could have gone out and bought those assets for to make it worth their while to sell to me. And that goes on to the bal­ance sheet. You have to record the assets of their realised val­ue, but because you paid more for it, the rest is good­will. By def­i­n­i­tion it’s intan­gi­ble because you could have hag­gled hard­er and got a cheap­er price. They could have held out for a high­er price. Even though the mar­ket has a val­ue on the com­pa­ny at x dol­lars, you’re buy­ing assets which in their books have been bought for y dol­lars or depre­ci­at­ed down to y dol­lars. So, that’s what good­will is. And that’s why it’s intan­gi­ble, because it’s has­n’t gone through an account­ing process based on the asset price. Take, for exam­ple, Auto Sports Group. That’s a car deal­er­ship com­pa­ny and it has lots of intan­gi­bles, i.e., good­will, on its bal­ance sheet because its busi­ness mod­el was to go and buy car deal­er­ships and to roll them up. From mem­o­ry it had a Mini deal­er­ship, it had a BMW deal­er­ship, Volvos, etc. But to buy those busi­ness­es off their cur­rent share­hold­ers, they had to offer more than what the assets were worth. And so they had to book that as an intan­gi­ble or good­will. And they had lots of that on their bal­ance sheet. The thing I think that’s impor­tant is that, okay, you’ve got a com­pa­ny that has lots of debt, and it has lots of intan­gi­bles, but the real ques­tion is, can it ser­vice the debt? And that’s where oper­at­ing cash flow comes in. If ASG or any of these oth­er exam­ples that John’s list­ed, MQG, ANZ, BHP, for exam­ple, have intan­gi­bles, have lots of debt, but not much cash flow, then they’re gonna go broke because you can’t ser­vice it. So, all of these com­pa­nies have one thing in com­mon, and that is that they’ve got enough cash flow to ser­vice their debt. So, that’s the impor­tant thing. In terms of intan­gi­bles, it’s a bit like hors­es for cours­es. And BHP is the com­pa­ny I’ll sin­gle out, because in the dim-dark past when I was first get­ting into invest­ing, it had an atro­cious record of over­pay­ing for assets. They basi­cal­ly had bought things at the peak of the com­mod­i­ty cycle and paid too much for them, and then when the cycle dipped, they had these intan­gi­bles, they had the debt for the pur­chase, and they weren’t get­ting the cash flow to cov­er it, and now they’re in a bit of trou­ble. So, you do have to be care­ful with these things. But I think we focus on Stock Doc­tor’s Finan­cial Health, which one of the cri­te­ria they use is both the abil­i­ty for the com­pa­ny to pay its debts, which is oper­at­ing cash flow, but also the lever­age it has. So, the debt to equi­ty. If any­one ever wants to look up these sorts of met­rics, they are in Stock Doc­tor, and if you click on the finan­cial health, it will take you through to a table. I’ll do that now for BHP just so I get that clear for peo­ple. If I look at BHP and I click on their finan­cial health, which is strong, by the way, I get a big table here of all the Stock Doc­tor finan­cial ratios — which is the basis for Stock Doc­tor. It’s using all of these dif­fer­ent ratios to first of all work out what the com­mon scores would be for com­pa­nies before they went broke, and then to reverse them; to say, if they are at the oth­er end of the spec­trum, that it’s a strong finan­cial com­pa­ny. The bal­ance sheet ratio Stock Doc­tor uses is total lia­bil­i­ties over total tan­gi­ble assets. For BHP that’s actu­al­ly in ear­ly warn­ing, but it’s still only a ratio of point five, so 50%, so it’s not too bad. But the three com­pa­nies that John’s out­lined are all blue-chip com­pa­nies, and if they were hav­ing prob­lems with their debt ser­vic­ing abil­i­ty, we would know about them, because they’re well cov­ered any­way. But inter­est­ing­ly enough, I did look at those three com­pa­nies, and the intan­gi­bles weren’t very big on those three. For exam­ple, BHP has about $2 bil­lion worth of intan­gi­bles with $129 bil­lion worth of total assets. So, the pro­por­tion of intan­gi­bles to tan­gi­ble assets was quite low. One thing to be aware of with the banks is that deposits are count­ed as a lia­bil­i­ty, so that can also come up in their intan­gi­bles. And that’s prob­a­bly fair, because if there’s a run on deposits, they can go broke. But it’s not, strict­ly speak­ing, debt the way that we think of it, as no bor­row­ings there, and the banks tend to issue lots of bonds to make up the dif­fer­ence between their deposits and the mort­gages that they’ve lent out. But the thing with the banks is that they’re reg­u­lat­ed by APRA and stress test­ed by APRA, so they do have pret­ty good risk con­trols inde­pen­dent­ly opposed imposed on them. That’s not to say they can’t go broke, and they cer­tain­ly had to raise cap­i­tal dur­ing the GFC, for exam­ple. But the com­pa­nies that we’re talk­ing about here are pret­ty sol­id from a finan­cial point of view. So, I’m not going to be wor­ried about their intan­gi­bles or their debt lev­els. I’ve nev­er actu­al­ly called out debt to equi­ty as one of the things on the check­list, because it’s part of the Stock Doc­tor method­ol­o­gy, and I tend to think of things as debt to assets rather than debt to equi­ty, which is just a dif­fer­ent way of look­ing at it. And I like to see com­pa­nies have less than 50% debt to assets, prefer­ably 33%. So, that’s the kind of range I’m look­ing at. But again, it can be hors­es for cours­es. If some­one did go out and launch an acqui­si­tion for anoth­er com­pa­ny, and they did that using debt, but they thought that the oper­at­ing cash flow from the com­pa­ny they bought was going to pay down their debt quick­ly. I’d prob­a­bly turn a blind eye to that sort of increase in their debt to equi­ty, which is a short-term basis. I think we’re cov­ered with the Stock Doc­tor Finan­cial Health. Our focus on oper­at­ing cash flow is the real thing, I think, which gets us through. If you’ve got a com­pa­ny throw­ing off lots of cash, then it can han­dle some lev­el of indebt­ed­ness. But of course, there is a risk in there that if there are intan­gi­ble assets that they can’t sell, and they’re hav­ing trou­ble ser­vic­ing their debt, they’ll be in trou­ble. But I can’t think of any com­pa­nies that have been on our buy list or that I’ve bought that have fall­en into that cat­e­go­ry.

Cameron:

In my email reply to Jon, I actu­al­ly said, “look, I think you’re right, high lev­els of debt and high lev­els of intan­gi­bles could be an issue for some busi­ness­es. But a cou­ple of things for us is, one, for a com­pa­ny to end up on our buy list it’s got to pass a whole bunch of met­rics. If it has high lev­els of debt or high lev­els of intan­gi­bles but pass­es all of our oth­er finan­cial health met­rics, val­ue met­rics, we’ve got a buffer between what we’re pay­ing for it because we’re get­ting in at a dis­count to the val­u­a­tion. It’s a heatmap approach. Sen­ti­ment is pos­i­tive for it, all of those things, ana­lysts giv­ing it a good thumbs up, etc. I think intan­gi­bles and high lev­els of debt can actu­al­ly be a good thing in the right hands. If you’re buy­ing good qual­i­ty busi­ness­es with a good track record of run­ning their busi­ness year after year, which is the sort of busi­ness­es we tend to see on our buy list, then they prob­a­bly know what to do with the debt, they prob­a­bly know what to do with the intan­gi­bles. We’re not buy­ing tech start-ups with high lev­els of debt and no cash flow, and their equi­ty is all made up of intan­gi­bles, like it’s just an office with three devel­op­ers and a very expen­sive logo. We’re buy­ing real­ly sol­id busi­ness­es, some­times that have been through a rough trot, but they’re turn­ing it around, because they got good qual­i­ty man­age­ment, and they fix the prob­lems, etc. So I’m not wor­ried about those things when it’s part of an over­all pic­ture of the oppor­tu­ni­ty of buy­ing into the com­pa­ny. And I think that’s one of the things that QAV does a good job of, is look­ing at a whole bunch of met­rics. We’re not just look­ing at one or two.

Tony:

Yeah, no, you’re right. And just a cou­ple of oth­er points to add to what you’ve said. I’m not scared of debt, I think debt can be our friend, because if we’re onto a good thing, we may as well lever­age into it as well. Not over-lever­aged but take on some more debt to expose us to that oppor­tu­ni­ty even more. And there’s a thing that econ­o­mists call a lazy bal­ance sheet, which you don’t see that much these days, but I remem­ber back in the 80s and 90s a lot of com­pa­nies were being called out for hav­ing ungeared bal­ance sheets. And then peo­ple would say you can take on a cer­tain amount of gear­ing, maybe 30%, and grow because of that lever­age, and you’ve got plen­ty of cash to pay it down. Gen­er­al­ly, com­pa­nies try and land in that sweet spot of about 30–50% debt to assets or debt to equi­ty, depend­ing on how you look at it. That’s the first thing. The oth­er thing I want­ed to just say was the three exam­ples that were in Jon’s ques­tion, Mac­quar­ie Group, ANZ and BHP, they’ve all been on the buy list in the past, but they’re not there now. As I said before, Mac­quar­ie is neg­a­tive oper­at­ing cash flow, I think ANZ is below our cut-off in terms of QAV score, and I’m not sure about BHP, but it’s not there either. There may be rea­sons for that, but we’re screen­ing for these things all the time. So, if they do have too high debt or too many intan­gi­bles, they may not be there. The flip side is ASG, which I just spoke about, is on the buy list and it does have lots of intan­gi­bles. But it has lots of oper­at­ing cash flow to ser­vice the debt on that com­pa­ny.

Now ASG being a car sales group, they have long term and short-term debt. A lot of the short-term debt is there to buy cars to then sell. So, that kind of backs the inven­to­ry. It’s not quite that back-to-back, but I guess they’re buy­ing it whole­sale and then sell­ing it retail. But in terms of the long-term debt, which would be the debt that’s being used to acquire fran­chis­es, long term debt is $273 mil­lion, intan­gi­bles are $494 mil­lion, and then prop­er­ty plant and equip­ment is $374 mil­lion. So, they’ve got enough assets to cov­er the debt. Intan­gi­bles are cer­tain­ly high and long-term debt is high, but they’ve got heaps of oper­at­ing cash flow to cov­er it and ser­vice it, and over­time pay it down as well. So, I’m not wor­ried about that. If they ever decide to sell off a car fran­chise because they are hav­ing debt prob­lems, that’s when you see whether the good­will is at the right val­ue or not. And that’s the oth­er thing about good­will, is that in oth­er cas­es, it’s car­ried an under­val­u­a­tion of what the asset might be worth now from a brand point of view. For exam­ple, if ASG bought a Mini Coop­er fran­chise and there was $100 mil­lion of good­will in doing that, if they expand­ed that fran­chise and built it up and then sold the busi­ness for $200 mil­lion above its assets, then they’ve actu­al­ly been hold­ing the good­will at a low­er val­ue than what it’s worth on their bal­ance sheet. And there’s no scope in the account­ing stan­dards as I’m aware of to reval­ue good­will upwards. It can cut both ways with an intan­gi­ble asset on your bal­ance sheet. The last point I’ll make is that these big com­pa­nies, they’re not pulling debt out of the air, they’ve got to go and con­vince a banker or some­one who wants to buy a bond that they can repay it. There are finan­cial peo­ple crawl­ing all over their bal­ance sheets all the time before they get the debt to make sure that they can ser­vice it.

Cameron:

Yeah, these are well run busi­ness­es with sol­id man­age­ment. I assume they’re being cau­tious. Their audi­tors are look­ing at every­thing. We’re look­ing at the audit reports for any issues. We have a degree of trust that they are doing a good job and han­dling it respon­si­bly, that the good­will is at a respon­si­ble val­u­a­tion, etc. They’re not fly-by-night oper­a­tions that we tend to be invest­ing in, dodgy cow­boy com­pa­nies.

Tony:

Yeah, the price to oper­at­ing cash flow is a real­ly key met­ric and all that, and if you’ve got lots of cash, you can ser­vice the debt. Down the road there could be prob­lems, and that’s when the finan­cial health ratios can be help­ful as well. But yeah, we’ll sell it when we need to.

Cameron:

And I said that, too, again, if we get it wrong our stop loss­es get us out pret­ty quick­ly.

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