Because they're worth it

Companies are buying lots of their own shares again Mar 18th 2010 | NEW YORK | From The Economist print edition www.economist.com FEW expenditures are more discretionary for a firm than buying its own shares. Although companies collectively were the biggest net buyers of shares before the financial crisis, buy-backs fell by the wayside when the markets froze in 2008 and firms began clinging to any cash they did not urgently need to spend. Sooner than might have been expected, however, companies have regained confidence in their financial health. On March 15th PepsiCo announced its intention to buy some $15 billion of its shares by June 2013, including $4.4 billion this yearthe biggest repurchase programme launched since the crisis hit. Even before Pepsis announcement, buy-backs unveiled this year had already reached $65 billion, nearly half of 2009s total of $137 billion, according to Citigroup. Pepsis scheme alone amounts to over a tenth of the entire 2009 figure. In practice, buy-backs tend to occur when firms lack other sensible uses for their cash. So their reappearance may mean that firms are pessimistic about the broader economic outlook. As Carsten Stendevad of Citigroups corporate-advisory arm points out, Many firms have emerged from the crisis with record levels of cash on hand, yet see few organic growth opportunities. They have two main options: acquisitions (Pepsi has just bought its two main bottlers) or payouts to shareholdersassuming they are cheery enough to stop hoarding cash.

EXPLICATIE There are a number of ways in which a company can return wealth to its shareholders. Although stock price appreciation and dividends are the two most common ways of doing this, there are other useful, and often overlooked, ways for companies to share their wealth with investors. In this article, we will look at one of those overlooked methods: share buybacks. Well go through the mechanics of a share buyback and what it means for investors. The Meaning of Buybacks A stock buyback, also known as a "share repurchase", is a company's buying back its shares from the marketplace. You can think of a buyback as a company investing in itself, or using its cash to buy its own shares. The idea is simple: because a company cant act as its own shareholder, repurchased shares are absorbed by the company, and the number of outstanding shares on the market is reduced. When this happens, the relative ownership stake of each investor increases because there are fewer shares, or claims, on the earnings of the company. Typically, buybacks are carried out in one of two ways: 1. Tender Offer Shareholders may be presented with a tender offer by the company to submit, or tender, a portion or all of their shares within a certain time frame. The tender offer will stipulate both the number of shares the company is looking to repurchase and the price range they are willing to pay (almost always at a premium to the market price). When investors take up the offer, they will state the number of shares they want to tender along with the price they are willing to accept. Once the company has received all of the offers, it will find the right mix to buy the shares at the lowest cost. 2. Open Market The second alternative a company has is to buy shares on the open market, just like an individual investor would, at the market price. It is important to note, however, that when a company announces a buyback it is usually perceived by the market as a positive thing, which often causes the share price to shoot up. Now lets look at why a company would initiate such a plan. The Motives If you ask its management, theyll likely tell you that a buyback is the best use of capital at a particular time. After all, the goal of a firm's management is to maximize return for shareholders, and a buyback generally increases shareholder value. The prototypical line in a buyback press release is "we don't see any better investment than in ourselves". Although this can sometimes be the case, this statement is not always true. Nevertheless, there are still sound motives that drive companies to repurchase shares. For example, management many feel the market has discounted its share price too steeply. A stock price can be pummeled by the market for many reasons like weaker-then-expected 2

earnings results, an accounting scandal or just a poor overall economic climate. Thus, when a company spends millions of dollars buying up its own shares, it says management believes that the market has gone too far in discounting the shares - a positive sign. Improving Financial Ratios Another reason a company might pursue a buyback is solely to improve its financial ratios metrics upon which the market seems to be heavily focused. This motivation is questionable. If reducing the number of shares is not done in an attempt to create more value for shareholders but rather make financial ratios look better, there is likely to be a problem with the management. However, if a companys motive for initiating a buyback program is sound, the improvement of its financial ratios in the process may just be a byproduct of a good corporate decision. Lets look at how this happens. First of all, share buybacks reduce the number of shares outstanding. Once a company purchases its shares, it often cancels them or keeps them as treasury shares, and reduces the number of shares outstanding in the process. Moreover, buybacks reduce the assets on the balance sheet (remember cash is an asset). As a result, return on assets (ROA) actually increases because assets are reduced; return on equity (ROE) increases because there is less outstanding equity. In general, the market views higher ROA and ROE as positives. (See Reading The Balance Sheet.) Suppose a company repurchases one million shares at $15 per share for a total cash outlay of $15 million. Below are the components of the ROA and earnings per share (EPS) calculations and how they change as a result of the buyback. As you can see, the companys cash hoard has been reduced from $20 million to $5 million. Because cash is an asset, this will lower the total assets of the company from $50 million to $35 million. This then leads to an increase in its ROA, even though earnings have not changed. Prior to the buyback, its ROA was 4% ($2 million/$50 million) but after the repurchase, ROA increases to 5.71% ($2 million/$35 million). A similar effect can be seen in the EPS number, which increases from $0.20 ($2 million/10 million shares) to $0.22 ($2 million/9 million shares). The buyback also helps to improve the companys price-earnings ratio (P/E). The P/E ratio is one of the most well-known and often-used measures of value. At the risk of oversimplification, when it comes to the P/E ratio, the market often thinks lower is better. Therefore, if we assume that the shares remain at $15, the P/E ratio before the buyback is 75 ($15/$0.2); after the buyback, the P/E decreases to 68 ($15/$0.22) due to the reduction in outstanding shares. In other words, fewer shares + same earnings = higher EPS! Based on the P/E ratio as a measure of value, the company is now less expensive than it was prior to the repurchase despite the fact there was no change in earnings. Dilution

Another reason that a company may move forward with a buyback is to reduce the dilution that is often caused by generous employee stock option plans (ESOP). (See Option Compensation - Part 1, Part 2 and The True Cost Of Stock Options.) Bull markets and strong economies often create a very competitive labor market companies have to compete to retain personnel and ESOPs comprise many compensation packages. Stock options have the opposite effect of share repurchases, as they increase the number of shares outstanding when the options are exercised. As was seen in the above example, a change in the number of outstanding shares can affect key financial measures such as EPS and P/E. In the case of dilution, it has the opposite effect of repurchase: it weakens the financial appearance of the company. Continuing with the previous example, lets assume, instead, that the shares in the company had increased by one million. In this case, its EPS would have fallen to $0.18 per share from $0.20/share. After years of lucrative stock option programs, a company may feel the need to repurchase shares to avoid or eliminate excessive dilution. Tax Benefit In many ways, a buyback is similar to a dividend because the company is distributing money to shareholders. Traditionally, a major advantage that buybacks had over dividends was that they were taxed at the lower capital-gains tax rate, whereas dividends are taxed at ordinary income tax rates. However, with the passing of the Jobs and Growth Tax Relief Reconciliation Act of 2003, the tax rate on dividends is now equivalent to the rate on capital gains. Conclusion Are share buybacks good or bad? As is so often the case in finance, the question may not have a definitive answer. If a stock is undervalued and a buyback truly represents the best possible investment for a company, the buyback - and its effects - can be viewed as a positive sign for shareholders. Watch out, however, if a company is merely using buybacks to prop up ratios, provide short-term relief to an ailing stock price or to get out from under excessive dilution.