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1
Business Valuation of
Portland General Electric Company Ltd.
As of February 14, 2012
------------------------------------------------------------------------------------------------
Prepared for:
Jonathan James, CEO
Energy Solutions Ltd.
Corporate Finance
Prepared By:
Paul Smith, B. Eng., MBA
Chief Corporate Advisor
Energy Solutions Ltd.
Submitted February 17, 2012
MBA CF_Z0923915 Word Count 3998
2
Table of Contents
Abbreviations .......................................................................................................................................... 4
1.0 Introduction ....................................................................................................................................... 5
2.0 Portland General Electric Company (PGE) ........................................................................................ 6
2.1 PGE Operations ............................................................................................................................. 6
2.2 Company Risks ............................................................................................................................. 7
2.3 Company Financial Performance .................................................................................................. 8
3.0 Calculating the Weighted Average Cost of Capital for PGE .......................................................... 11
3.1 The Capital Asset Pricing Model (CAPM) ................................................................................. 11
3.1.1 CAPM Sensitivity ................................................................................................................ 12
3.1.2 CAPM Limitations ............................................................................................................... 13
3.2 The Dividend Discount Model .................................................................................................... 13
3.2.1 DDM Sensitivity Analysis .................................................................................................... 14
3.2.2 DGM Limitations ................................................................................................................. 15
3.3 Calculating the Cost of Debt ....................................................................................................... 15
3.3.1 Kd Limitations ...................................................................................................................... 16
3.4 Calculating the Weighted Average Cost of Capital .................................................................... 17
3.4.1 WACC Limitations............................................................................................................... 18
4.0 Company Valuation ......................................................................................................................... 18
4.1 Book Value .................................................................................................................................. 18
4.2 Market Value ............................................................................................................................... 18
4.3 Price/Earnings Ratio .................................................................................................................... 19
4.4 Free Cash Flows .......................................................................................................................... 19
4.5 Sensitivity Analysis of PGEDCF Value ......................................................................................... 21
5.0 Value, Synergy and Corporate Governance .................................................................................... 22
5.1 Value Creation Opportunities ...................................................................................................... 22
5.2 Synergy Issues ............................................................................................................................. 23
5.3 Corporate Governance ................................................................................................................. 24
6.0 Recommendations .......................................................................................................................... 25
7. 0 Bibliography ................................................................................................................................... 26
3
Table of Contents Continued
Appendix 1 ............................................................................................................................................ 33
Appendix 2 ............................................................................................................................................ 34
Appendix 3 ............................................................................................................................................ 35
Appendix 4 ............................................................................................................................................ 36
Appendix 5 ............................................................................................................................................ 38
Appendix 6 ............................................................................................................................................ 39
Appendix 7 ............................................................................................................................................ 40
Appendix 8 ............................................................................................................................................ 42
Appendix 9 ............................................................................................................................................ 44
Appendix 10 .......................................................................................................................................... 45
Appendix 11 .......................................................................................................................................... 46
Appendix 12 .......................................................................................................................................... 47
Appendix 13 .......................................................................................................................................... 49
Appendix 14 .......................................................................................................................................... 51
Appendix 15 .......................................................................................................................................... 52
4
Abbreviations
CAPEX Capital Expenditure
CAPM Capital Asset Pricing Model
COV or %COV Coefficient of Variability or Percentage Coefficient of Variability
CWC or WC Change in Working Capital
DCF Discounted Cash Flows
DDM Dividend Discount Model
DGM Dividend Growth Model
DRV Discounted Residual Value
EBIT Earnings Before Interest and Tax
EFP Explicit Forecast Period
ESL Energy Solution Limited
FCF Free Cash Flows
Kd Cost of Debt
Ke Cost of Equity
MRP Market Risk Premium
MW Mega Watts
OPUC Oregon Public Utility Commission
S&P Standard and Poor’s
PGE Portland General Electric Company
TV Terminal Value
WACC Weighted Average Cost of Capital
YTM Yield to Maturity
5
1.0 Introduction
Energy Solutions Limited (ESL) was incorporated in 1967 with headquarters in Maryland
USA. ESL is a vertically integrated power utility supplying energy to the North East USA,
and owns 6000 Megawatt(MW) of installed capacity consisting of nuclear(2500MW),
coal(2850MW), fuel oil (450MW) geothermal(200MW), and solar(50MW). As part of the
growth strategy for ESL, Portland General Electric (PGE) was identified as a potential
horizontal acquisition target. This report aims to provide a fair market valuation of 100%
common stock of PGE as of February 14, 2012. This valuation was performed for the
purpose of determining whether PGE should be acquired and the valuation results are based
on the latest financial information reported by PGE, and current market information from
reputable financial institutions.
This report consists of five main sections – a summary of the operations and financial
performance of PGE; the estimation of the cost of capital of PGE using several proven
models; the estimation of fair value of PGE equity using the book value, market
capitalization, price/earnings ratio, and free cash flow methods; discussion about value
creation opportunities, synergistic and corporate governance factors; and recommendation
details on whether to acquire PGE. The recommendation of this report is NOT to acquire
PGE at this time.
6
2.0 Portland General Electric Company (PGE)
Portland General Electric Company was incorporated in 1930 and is a local based utility with
headquarters in Portland, Oregon. Mr. Jim Piro is the President and CEO since 2009. PGE is
a vertically integrated electric utility involved in the production, transmission, distribution
and retail sale of electricity to customers in the state of Oregon, and the sale of natural gas
and electricity to brokers and energy suppliers on the USA wholesale market.
PGE consists of 2766MW of installed generating capacity utilizing a plant mix of coal
(660MW), natural gas/fuel oil(1200MW), wind(450MW), hydro(500MW) and small scale
photo voltaic(2MW). PGE also own and operated the 1130MW Trojan Nuclear Power
Station which was decommissioned in 1993. The company services an area of 4000 square
miles in Oregon with 824,817 customers.
The corporate mission statement is ‘Safe, reliable power now and for the future,’ and on
September 30, 2011, PGE consisted of 75,345,351 total shares. Operations and retail prices
are regulated by the Oregon Public Utility Commission (OPUC) and the Federal Energy
Regulatory Commission, Global Data (2012), PGE (2010) and PGE (2012a).
2.1 PGE Operations
Table 1 provides a summary of PGE key statistics whilst Appendices 1 and 2 provide details
of key members of management and a breakdown of customer energy requirements. In 2010
PGE purchased 61% of their energy capacity through hedging contracts, and management
estimates an additional 1396MW by 2020 to satisfy the current shortfall and meet future
demand, Appendix 3 provides growth projections. A long term annual load growth rate of
1.9% is projected until 2030 and OPUC allow PGE an annual return on equity of 10% whilst
maintaining a 50/50 debt-equity capital structure.
7
Portland General
Electric Company
Company Data for Third
Quarter 2011,
Total Revenue
Total Assets
Total Equity
Profits after tax
Total Shares
Earnings per share
Dividends per share
Total Energy Delivery
Installed capacity
Total Customers
Coverage Area
Energy sales
Coal
Natural Gas/fuel oil
Hydro
Wind
Purchased
No. of Employees
Main Competitors
$1.33 Billion
$5.61 Billion
$1.66 Billion
$118 Million
75,345,351
$1.57
$0.79
14,320,000 MWhrs
2766 MW
822,975
4,000 sq. miles in Oregon State
16,264 MWhrs
2708 MWhrs (17%)
1058 MWhrs (6%)
1524 MWhrs (10%)
1025 MWhrs (6%)
9,948MWhrs (61%)
2,671
Allegheny Energy – similar utility
Avista Corporation – energy supplier
Avista Utilities – energy distributor
Bonneville Power Corporation
– hydro power sales
Table 1: Portland General Electric Summary Company Data. PGE (2012a)
2.2 Company Risks
PGE is exposed to several industry risks such as reduced energy sales, fluctuating fuel prices
and changes in Government regulations, see Appendix 4. Some company specific risks are;
meeting the Oregon Renewable Portfolio Standards for renewable energy production;
unfavorable climatic conditions and tougher emissions laws on coal plant operation. A
SWOT analysis on PGE is also provided in Appendix 5.
8
2.3 Company Financial Performance
PGE typically funds their expansion programs through the issue of long term bonds, retained
earnings and the sale of common stock, Appendix 6 provides a recent flow of funds analysis
for 2009 to 2010.
Table 2 provides a summary of the financial performance of PGE for the past three years and
shows a fall in sales revenue during 2010; however due to an $80Million reduction in
operating expenses, PGE increased profits from $95Million to $125Million in 2010. From
2008 PGE have made increasing profits and this is reflected by their increasing dividend per
share from 0.970 to 1.035. 2010 profitability ratios of Net Profit Margin 7.0, Return on
Equity 7.8 and Return on assets 2.3 all show increasing profitability from 2008, however
these are below their 2010 industry averages decline is shown 2011, see Graphs 1 and 2, and
Appendix 8. From Graph 1 note the rapid decline in sales growth since 2007, PGE have
performed below the industry in categories of sales, net income and dividend growth.
Liquidity ratio trends measure a company’s ability to generate cash for short term liabilities.
Graph 1 and Appendix 7 and reveal that since 2008 the current and quick ratios of 1.4 and 1.2
respectively have been increasing whilst the cash ratio of 0.18 has shown an increase from
2009 when it was 0.14. Appendix 8 shows PGE’s position of liquidity above the 2010
industry average for current and cash ratios.
Efficiency ratio trends measure a company’s ability to generate revenue relative to capital
expenses, inventory and total assets. Appendix 7 and Graph 3 reveal a decline in the asset
turnover ratio and a general increase in inventory turnover ratio since 2006; both of these are
on par with the industry. The 2010 capital expenditure to sales ratio of 25.2 showed a decline
of 13.4 % from 38.6 in 2009. PGE’s employee efficiencies are lower than the industry
average due to the absence of economies of scale through nuclear power generation.
9
2010 2009 2008
Income Statement Data
Revenue 1783
1804
1745
Operating Expenses 1515
1595
1528
EBIT 284
229
212
Profit before tax 174
125
122
Profit 125
95
87
Balance Sheet Data
Total Current Assets 661
690
768
Total Assets 5491
5172
5023
Long Term Debt 1798
1558
1164
Long Term Debt Capitalisation 52.8%
53.1%
45.6%
Total Liabilities 3892
3629
3669
Senior Secured Debt Rating (S&P/Moody’s) A-/A3
A-/A3
A/Baa1
Share Equity 1592
1542
1354
Share Information
Dividends per share 1.035
1.010
0.970
Earnings per Share 1.66
1.31
1.39
Market Price at Year End 21.70
20.41
19.47
Number of Ordinary Shares (thousands) 75,291
72,852
62,581
Table 2: PGE Key Financial Performance Data for 2008 – 2011, PGE (2012) and PGE (2012c)
Graph 1: PGE Profitability and Liquidity Ratios
Graph 3: PGE Efficiency an
Graph 1: PGE Profitability and Liquidity Ratios
Graph 3: PGE Efficiency an
Graph 1: PGE Profitability and Liquidity Ratios
Graph 3: PGE Efficiency and Growth Ratios
Graph 1: PGE Profitability and Liquidity Ratios
d Growth Ratios
Graph 1: PGE Profitability and Liquidity Ratios Graph 2: Equity and Profitability Ratios
d Growth Ratios
Graph 2: Equity and Profitability Ratios
Graph 2: Equity and Profitability Ratios
10
Graph 2: Equity and Profitability Ratios
10
11
3.0 Calculating the Weighted Average Cost of Capital for PGE
3.1 The Capital Asset Pricing Model (CAPM)
The Discounted Cash Flow (DCF) valuation method requires the summation of all discounted
future company earnings to determine the total worth of the business minus the book value of
debt. All methods used assume the stock market is efficient, stocks are fairly valued and
updated with the latest information, investors are rational and risk averse believing portfolio
diversity reduces risk, Durham (2012), Mullins (1982) and Verminnen (2010).
The first stage involves the calculation of the Weighted Average Cost of Capital (WACC),
which is the minimum rate of returns each company project must generate to satisfy
investors, and is dependent upon the company’s weighted costs of debt and equity, Hawawini
and Viallet (2007).
The CAPM is used to determine the cost of equity and according to Vernimmen et al (2010)
the model was first developed during the late 1950’s by Markowitz, Sharpe, Lintner and
Treynor. Mullins (1982) states that the risk premium investors’ demand is proportional to the
market beta defined by Equation 1 in Table 4. The market beta is a sensitivity coefficient
based on the variance of expected asset returns to expected market returns, Vernimmen et al
(2010, pp. 348 – 349).
12
3.1.1 CAPM Sensitivity
For the CAPM Appendix 12, Table 12a shows that 2% variations in parameters have little
impact upon Ke, however as variations increase Rf is shown to have the biggest single impact
upon Ke, where a +/-5% variation in Rf causes a 7.5% variation in Ke,. Appendix 12 calculates
a 4.03% Coefficient of Variability(COVKeCAPM) for Ke for +/-5% parameter deviations.
COVKeCAPM is the standard deviation divided by the mean values for Ke stated in percent.
Rqd. Rate of Return = Risk Free Rate (Rf) + Beta(ß) X Market Risk Premium (MRP)
Ke = Rf + ß(Rm-Rf) Equation 1
Beta 0.5
Current Inflation rate 3.20%
10 year Bond rate 2.02%
Risk free rate (10yr Bond rate) + inflation (Rf) 5.22%
Market risk premium rate (Rm - Rf) 5.50%
Ke = Rf + (Rm - Rf) ß
Ke = 5.22 + 5.50 x 0.5 = 7.97% or 0.0797
The risk free rate is based on US ten year government bonds sourced from Yahoo
(2012a).
Beta sourced from Yahoo Finance (2012a)
Market risk premium sourced from CXO (2011)
Table 4: Cost of Equity(Ke) Calculation Using CAPM
13
3.1.2 CAPM Limitations
Bruner et al (1998) felt the risk free rate should be equated to at least the yield of a 10-year
treasury bond, Damodaran (2001) suggested the long term real growth rate of the economy.
Modigliani and Cohn (1979) proposed inflation had a deviation affect on the market
expectation of future equity premiums. For the purpose of this valuation the risk free rate was
the sum of the 10-year treasury bond rate and the current inflation rate. The market risk
premium was determined based on research results from CXO (2011).
Mullins (1982), Brigham et al (1985), Jagannathan and Wang (1996) all believed betas are
were unstable and subject to stock market volatility, therefore basing beta on the past
introduced uncertainty, and regular updates were necessary. Beta for PGE was sourced from
Yahoo Finance (2012a) although the Financial Times (2011) gave the beta as 0.637 which
would have increased Ke by 6.8%. Verminnen (2010) questions the relevancy of beta due to
the falling correlation between market return and return on stocks. However the model
remains popular due to its simplicity.
3.2 The Dividend Discount Model
According to Hawawini and Viallet (2007 pp. 345 - 346) the present share price(P0) is the
discounted sum of all future cash dividends. Details of the DDM are provided in Appendix
10, and the model is simplified by proposing dividend growth is perpetual and at a constant
rate g, as shown in Table 5, Equations 2 and 3.
14
P0 = Div1/(Ke - g) Equation 2
Therefore
Ke = (D1/P0) +g Equation 3
PGE Dividend Growth Rates
Year PGE Dividends ($)
Proportion of
Dividend Change
2005
N/A
2006
0.68
2007
0.93
0.368 2008
0.97
0.043 2009
1.01
0.041 2010
1.04
0.025
2011
1.06
0.024
Growth rate (g)
0.0333
Using growth rates from 2008 to 2011
D1 = 1 year forecasted annual dividend $1.06
P0 = Current PGE stock price $24.60
g = Average PGE dividend growth rate 0.033
Ke = (1.06/24.6) + 0.033 = 0.0766
Data sources: PGE (2012a) and Yahoo Finance (2012a)
Table 5: Cost of Equity(Ke) Calculation Using DDM
3.2.1 DDM Sensitivity Analysis
Appendix 12, Table 12b reveals that no single parameter dominates the sensitivity of Ke.
However for an extreme +/-10% variation in parameters this can cause a +/-15% variation in
Ke.. A COVKeDGM of 4.80% for +/-5% deviations in DDM parameters was calculated and
15
comparison with CAPM reveals the DGM model is 1.2 times more variable and therefore has
a slightly higher degree of uncertainty than the CAPM.
3.2.2 DGM Limitations
Several estimations were made; PGE was a subsidiary of Enron in 2005 and therefore no
individual PGE dividend payment was reported; PGE was acquired during 2007 leading to an
elevated dividend growth rate of 37%, this value was excluded. Growth rates from 2008 to
2011 were used to determine g.
The DDM method assumes constant perpetual growth in dividends and by simplifying the
equation assumes that the growth rate(g) is always less than the company cost of equity(Ke).
According to Hurley and Johnson (1994) and Hawawini and Viallet (2007) the model is
susceptible to unstable dividend payments, the lack of dividend payments, or fast growing
companies. Qfinance (2011) suggests the DDM is suited for mature industries that maintain
steady dividend growth rates and the model should be applied no more than five years due to
dividend policy changes. In an efficient market past history cannot predict the future
performance of a stock, therefore the estimation of the future divided payment D1 is
subjective and prone to uncertainty.
3.3 Calculating the Cost of Debt
For the purpose of this company valuation only corporate bonds were considered and
therefore the cost of debt Kd was equivalent to the weighted average bond interest rate which
was provided in the PGE financial statements, see Table 6 and Appendix 11 for calculation
details.
16
Present values for bonds were calculated using the annuity formula shown in Equation 4
Pbond = Ct(PVDFAYTM, t) + Mt(PVDFYTM, t) Equation 4
Where C is the bond coupon rate, t is the remaining time to maturity, YTM is the interest
yield rate at time t, and M is the bond face value.
Years-to-Maturity - Base year
2011
Semi Annualized Payments
Bond Face value M
($Millions)
Current A3 Corporate
Bond Yield %
Weighted Avg. Bond
Rate %
Present Value of
Bond ($Millions)
1
Y 100
0.46%
5.85
105.37
2
Y 100
1.42%
5.85
108.70
3
Y 63
2.10%
5.85
69.83
4
Y 70
2.32%
5.85
79.39
10
Y 1344
5.01%
5.85
1431.92
$1677
5.85% $1,795.21
Kd = 0.0585 with a present value long term debt calculated at $1795 Million
Table 6: PGE Bond Data, Calculated Present Value of Debt & Weighted Cost of Debt
.
3.3.1 Kd Limitations The main long term debt structure of PGE consists of corporate bonds (see Appendix 11), and
to a smaller degree defined benefit pension plan payments and operating leases; these were
excluded. PGE also utilizes a $600Million revolving credit facility but this is an emergency
fund and was also excluded from the cost of debt calculation.
Limited PGE bond details were available therefore the stated weighted average bond interest
rate was used which meets Financial Accounting Standards FAS157, Ryan (2008). Bond
17
yield rates were sourced from Yahoo (2012a) and the 10-year yield rate was applied to the
reported estimated residual bond value for the period beyond 2015. Using these various
estimates introduced uncertainty in Kd.
3.4 Calculating the Weighted Average Cost of Capital
According to Hawawini and Viallet (2007 pp. 358) the weighted average cost of capital
(WACC) can be calculated using the direct method where WACC utilises the asset beta
calculated from the equity beta and debt/equity ratio - this method works best for unlevered
companies or those with low risk debt. Since PGE has substantial leverage - approximately
50/50, the indirect method was used. Substituting for Ke and Kd in Equation 5, Table 7.
WACC = Kd(1-tc) x D/V +Ke x E/V Equation 5
Cost of Equity (Ke = Avg. from DGM and CAPM) 0.0779
Cost of Debt (Kd) 0.0585
Fair Value of Long term Debt (D) $1795 Million
Outstanding Shares 75,346,000
Market Stock Price $24.60
Equity (E = Outstanding Shares * Market Stock price) $1853 Million
Corporate Tax Rate (tc = 5-year avg.) 31.0%
V = E + D $3648 Million
WACC = Kd(1-tc) x D/V +Ke x E/V
WACC = 0.0585(1- 0.31) x 1795/3648 + 0.0779 x 1853/3648
WACC = 0.0594
Table 7: Indirect Method of Calculating WACC for PGE
18
Appendix 12, Table 12c shows that variations in Ke have the single biggest impact on WACC
followed by Kd. For a +/-5% variation in WACC parameters a maximum deviation of +/-
5.8% occurs and a COVWACC of 2.88% is calculated, this is significantly lower than the
COV of Ke explained by the partial contribution of Ke to WACC.
3.4.1 WACC Limitations
To reduce uncertainty the average Ke from CAPM and DGM was used. Calculations found
the fair value estimate of long term debt to be $1795Million, however PGE Q3 2011 report
gave an estimate of $2028Million which would have reduced the WACC to 0.0583. An
estimate for corporate tax was also used and was based on a five-year average tax rate, since
tax varied according to renewable energy tax credits.
4.0 Company Valuation
Four methods shall be used to assess the worth of PGE – the book value; the market
capitalization value; the price/earnings ratio; and the Discounted Cash Flow value.
4.1 Book Value
According to Hulten and Hao (2008) book values are typically conservative compared to
market values due to the exclusion of intangibles from financial statements. Durham (2012)
proposes the method is backward-looking and misses future earnings potential and therefore
subject to inaccuracy, however the information is easy to access and consistent with most
accounting ratios. The book value for PGE of $1.66Billion provides a starting point in the
valuation process.
4.2 Market Value
Market value or capitalization of PGE is the product of current market share price (MSP) and
the number of outstanding shares. Using a MSP of $24.60 the market value of PGE is
$1.85Billion. According to Durham (2012) this method is considered forward looking,
therefore
stale stock pricing
4.3 Price/Earnings Ratio
According to Anderson and Brooks (2005
used for the measure of company performance based on the ratio of current share price t
previous year’s earnings. The method is a good trending tool, it is forward
current stock price inf
can be manipulated, Durham (2012).
2008, although on 31/12/10 PGE was below the industry standard of 14.8 with 13.1;
presently they ar
Date
31/12/08
31/12/09
31/12/10
30/09/11
24/01/12
Table 3: PGE Rece
Sources Global
4.4 Free Cash Flows
According to Kaplan and Ruback (1995) the DCF method
company
the discounted sum of all future free cash flows generated by the assets.
flow (FCF) i
therefore accounts for future earning potential.
stale stock pricing
since it relies upon market efficiency
4.3 Price/Earnings Ratio
According to Anderson and Brooks (2005
used for the measure of company performance based on the ratio of current share price t
previous year’s earnings. The method is a good trending tool, it is forward
current stock price inf
can be manipulated, Durham (2012).
2008, although on 31/12/10 PGE was below the industry standard of 14.8 with 13.1;
presently they are on par with the industry standard.
Stock
Price
$19.45
$20.41
$21.70
$23.69
$24.60
Table 3: PGE Recent Price/Earnings History
Sources Global
data (2012), Yahoo Finance (2012c) and PGE (2012)
Free Cash Flows
According to Kaplan and Ruback (1995) the DCF method
company market value
the discounted sum of all future free cash flows generated by the assets.
(FCF) is calculated
for future earning potential.
since it relies upon market efficiency
4.3 Price/Earnings Ratio
According to Anderson and Brooks (2005
used for the measure of company performance based on the ratio of current share price t
previous year’s earnings. The method is a good trending tool, it is forward
current stock price information is used, however EPS is backward
can be manipulated, Durham (2012).
2008, although on 31/12/10 PGE was below the industry standard of 14.8 with 13.1;
e on par with the industry standard.
EPS P/E
1.39 13.99
1.30 15.70
1.66 13.07
1.57 15.09
1.57 15.67
nt Price/Earnings History
data (2012), Yahoo Finance (2012c) and PGE (2012)
Free Cash Flows
According to Kaplan and Ruback (1995) the DCF method
ue. The method involves calculating
the discounted sum of all future free cash flows generated by the assets.
s calculated using Equation 5
for future earning potential.
since it relies upon market efficiency
According to Anderson and Brooks (2005 pp. 456) the
used for the measure of company performance based on the ratio of current share price t
previous year’s earnings. The method is a good trending tool, it is forward
ormation is used, however EPS is backward
can be manipulated, Durham (2012). Table 3
2008, although on 31/12/10 PGE was below the industry standard of 14.8 with 13.1;
e on par with the industry standard.
Industry
13.99
-
15.70
-
13.07
14.80
15.09
N/A
15.67
15.60
nt Price/Earnings History
data (2012), Yahoo Finance (2012c) and PGE (2012)
According to Kaplan and Ruback (1995) the DCF method
. The method involves calculating
the discounted sum of all future free cash flows generated by the assets.
Equation 5
–
for future earning potential. However it
since it relies upon market efficiency.
pp. 456) the
used for the measure of company performance based on the ratio of current share price t
previous year’s earnings. The method is a good trending tool, it is forward
ormation is used, however EPS is backward
Table 3 and Graph 4 show
2008, although on 31/12/10 PGE was below the industry standard of 14.8 with 13.1;
e on par with the industry standard.
Industry
Graph 4: PGE Price/Earnings Trends
data (2012), Yahoo Finance (2012c) and PGE (2012)
According to Kaplan and Ruback (1995) the DCF method
. The method involves calculating
the discounted sum of all future free cash flows generated by the assets.
However it
is susceptible to investor bias and
pp. 456) the Price/Earnings ratio (P/E) is widely
used for the measure of company performance based on the ratio of current share price t
previous year’s earnings. The method is a good trending tool, it is forward
ormation is used, however EPS is backward-looking and periodic and
and Graph 4 show
an increasing P/E ratio since
2008, although on 31/12/10 PGE was below the industry standard of 14.8 with 13.1;
Graph 4: PGE Price/Earnings Trends
data (2012), Yahoo Finance (2012c) and PGE (2012)
According to Kaplan and Ruback (1995) the DCF method provides
. The method involves calculating the present value of a company as
the discounted sum of all future free cash flows generated by the assets.
is susceptible to investor bias and
arnings ratio (P/E) is widely
used for the measure of company performance based on the ratio of current share price t
previous year’s earnings. The method is a good trending tool, it is forward-looking since
looking and periodic and
an increasing P/E ratio since
2008, although on 31/12/10 PGE was below the industry standard of 14.8 with 13.1;
Graph 4: PGE Price/Earnings Trends
data (2012), Yahoo Finance (2012c) and PGE (2012)
provides reliable
the present value of a company as
the discounted sum of all future free cash flows generated by the assets. Each yearly
19
is susceptible to investor bias and
arnings ratio (P/E) is widely
used for the measure of company performance based on the ratio of current share price to the
looking since
looking and periodic and
an increasing P/E ratio since
2008, although on 31/12/10 PGE was below the industry standard of 14.8 with 13.1;
Graph 4: PGE Price/Earnings Trends
reliable estimate of
the present value of a company as
yearly free cash
19
is susceptible to investor bias and
arnings ratio (P/E) is widely
o the
looking since
looking and periodic and
an increasing P/E ratio since
2008, although on 31/12/10 PGE was below the industry standard of 14.8 with 13.1;
of
the present value of a company as
free cash
20
Appendix 13 provides details of free cash flow calculations and the estimates used, some
were the EBIT growth projections of no greater than 3% above US long term projected
energy growth rates; a 5-year average corporate tax rate of 31.0%; future Capex based on
2011 Q3 financial report projections and not exceeding 90% of EBIT; the WC was based on
recent historic behavior.
WACC = 0.0594
Base Year = 2011 using Q3 financial information
Book Value of Debt = $1778 Million
Discounted Cash Flows = $479 Million
TerminalValue of Assets (2017) = Expected Cash Flow in 2017 / (WACC – Growth RateTV)
= $113.7 Million / (0.0594 – 0.030)
= $3866.6 Million
Discounted Terminal Value (TV) = $3866.6 Million / (1 + 0.030)5
= $3335.4 Million
PGEDCF Value = Discounted Cash flows + Disc. Terminal Value – Book Value of Debt
= $479 Million + $3335 Million - $1778 Million
= $2036 Million
Market Value = $1850 Million
Table 11: Calculation of the DCF Value of PGE’s Equity
Several advantages of the DCF method are that future developments can be included in cash
flows; the use of WACC reflects the source of funds; dividend policy can be ignored, the
method can be applied to unlisted companies; and the method can accommodate changes in
operations or capital structure. The model is very sensitive and susceptible to inaccurate
estimates and any changes to future outcomes such as variable interest and tax rates; changes
Earnings Before Interest and Tax(EBIT) Equation 5
- Corporate Tax(tc)
+ Depreciation and Amortization(D&A)
- Capital Expenditure(Capex)
- Change in Working Capital( WC = Current assets – Current liabilities)
= Free Cash Flows (FCF)
21
in market conditions; technology impacts; legislation; market trend changes and shocks,
Durham (2012)
4.5 Sensitivity Analysis of PGEDCF Value
Several sensitivity Tables (14a -14f) for the PGEDCF Value are provided in Appendix 14; a
reduction in the EBITEFP forecast by 0.5% across the Explicit Forecast Period (EFP) of 2012 -
2016 or for the terminal value (TV) EBITTV, produces a PGEDCF Value range of $1.64Billion
and $1.62Billion respectively. Whilst a 2% increase in terminal value Capex to $316Millon is
sufficient for the PGEDCF value to fall below the market value. Table 12 provides a summary
of tolerance levels needed for parameters to reduce PGEDCF below the market value (+
denotes increase and – decrease). Appendix 15 provides COV calculations for the WACC, Ke
and PGEDCF for +/-2% variations in their parameters and summary Table 13 reveals the
PGEDCF is 80 times more variable than WACC for a +/-2% change in parameters, the most
sensitive parameter being EBIT growth.
Table 13: Summary of Coefficients of Variation for +/-2% Change in Parameters
Factors Affecting Estimated
PGEDCF
Allowable
Tolerance
EBITEFP < -0.5%
EBITTV < -0.5%
Corporate Tax +1%
CAPEX TV +2%
Working CapitalEFP +150%
Working CapitalTV +5%
WACC +3.6%
+/-2 % Parameter Variation COV (%)
WACC 1.03%
KeCAPM 1.50%
KeDDM 1.95%
PGEDCF 81.79%
Table 12: Allowable Tolerances for Factors Affecting the PGEDCF Value
22
Singh and Uzma (2010) suggest DCF model accuracy is affected by several factors;
inflationary effects on cash flows, the discount rate not considering the diversifiable risk or
one-off/shock effects on share price, the estimation of corporate tax, and attention to all
tangible and intangible incremental costs.
Due to the high degree of variability and estimation Comeau (2009) suggests the use of
uncertainty levels and margins of safety in future cash flow estimations. French and Gabrielli
(2005) also support using uncertainty levels.
The WACC is affected by changes to company Debt/Equity structure, this method assumes
constant. WACC, Hawawini and Viallet (2007) suggest the WACC should be computed
based on the long run target capital structure of the firm.
5.0 Value, Synergy and Corporate Governance
5.1 Value Creation Opportunities
Through the horizontal acquisition of PGE several opportunities for long term value creation
exist. PGE is currently profitable and could add to future shareholder wealth creation
however it is currently performing below the industry standard. There is a potential 30%
increase in customers by 823,000 to 3.5million, increased coverage area to 20,000 sq. miles,
and expansion into North Western USA. Increased economies of scale may provide more
favorable hedging, lower bulk fuel charge and loan interest rate opportunities.
ESL currently operates 4.2% renewable power, the acquisition of PGE immediately enhances
the renewable energy portfolio to 13.7%. This could increase corporate tax credits from 2.5%
to an average 5.0% - a potential tax saving of $25Million per annum. The increased
renewable power diversity also spreads the risk and could attract larger federal grants.
PGE’s expertise in wind power production could aid ESL’s long-term wind power expansion
program of 1000MW. PGE’s experience spans 27 years and 217 turbines. PGE produce 21%
23
of their power from clean natural gas, and expansion plans are in place to increase capacity
by 42% from 1200MW to 1700MW by 2020.
The increased renewable energy capacity will please ESL’s increasing numbers of
environmentally conscious customers and politicians and it should be emphasised that PGE is
non-nuclear, and in light of increased negative publicity due to the Fukojima nuclear power
plant disaster in Japan in 2011, increased public pressure for tighter regulations.
Economies of scale would require higher operations efficiency and profitability, therefore
company restructuring, and management/employee streamlining would be necessary.
5.2 Synergy Issues
Barkema and Schijven (2008) propose that it is not only important to recognise synergistic
potential but the process of tapping this potential is key to value creation. Complex tasks such
as centralizing support activities like HR, R&D and finance, combining and coordinating
business units, dealing with change management issues such as culture and management style
differences; all require considerable time and effort. They suggest the proper assessment of
post-acquisition integrations should be considered over the long-term, and on average
acquisitions decrease the performance of the acquired firm. The process of acquisition should
not be considered a one-time event but a long term integration process likely to require
company restructuring.
Sirower (1997) believed most acquisitions destroy value for shareholders mainly through the
willingness of mangers to overpay for a company in the belief that synergies exist or can be
achieved, and the financial benefits from synergy will offset the premium paid. Careful
exploration of all strategic alternatives should be considered, and the potential of the
acquisition to create future value properly quantified.
Tetenbaum (1999) identified seven practices for integrating people and culture when an
acquisition or merger occurred - Human Resources should be part of the decision making
process; a workable integration plan is necessary; someone is delegated to manage the
restructured staffing needs; awareness and management of employee post-acquisition drift;
good communication throughout the process; identification and inculcation of the new culture
24
that supports the strategic goals; and alignment of appropriate systems and procedures to
attain efficiency.
5.3 Corporate Governance
It is important to mention corporate governance and some of the ethical issues in corporate
finance. According to Verminnen et al (2011 pp. 816 - 817), corporate governance seeks to
promote Agency and discourage Entrenchment Theories. Referring to Jensen and Mekling
(1976) Agency Theory is about manager behavior, the goals of the manager and shareholder
should not be conflicting and there is an understanding about the tolerance for taking risk.
Entrenchment Theory proposes that some managers can become overly powerful, driven by
the need to protect their jobs and eliminate competition.
Linking manager compensation packages to stock options gives an incentive to create value
for the company. Kanniainen (2000) suggests the existence of managerial empire building,
and Roll (1986) refers to the Hubris Hypothesis where the bidding firm incorrectly values a
target above the market price and pays too much.
Hawawini and Viallet (2007) reveal the practice of inflation of company value by lowering
the WACC through increased debt financing, excessive debt however causes financial
distress. Myers (2001) describes Trade-off Theory where firms seek a balance between the
tax advantages of debt and financial distress. Myers (1983) even refers to Pecking Order
Theory where companies set debt/equity targets so that equity investments can be met with
internal funds to avoid passing positive NPV projects and avoid the sale of stock at perceived
low value.
Shleifer and Vishny (2002) proposed Acquisition Theory where some firms resort to
overvaluing equity through earnings manipulation so they can make acquisitions using over-
valued stock. Durham (2012) suggests a balance between corporate social responsibility and
the quest to maximize company wealth and management boards should promote transparency
in all its operations by appointing committees to handle finance, planning, strategy, funding,
ethics etc, and limiting the number of company managers on the board and committees.
These are only some of the ethical issues and clearly strong corporate governance built
around good ethical practice is necessary.
25
6.0 Recommendations
PGE have demonstrated sound liquidity, and have also met most industry averages in
efficiency, however they lack the economies of scale to compete with larger energy providers
but their strength is in renewable energy. PGE have shown consistent profitability, increasing
profits by 43% since 2008, however Q3 indications show 2011 end of year results may show
reduced profitability. PGE’s performance is below the industry average in returns on equity
and on assets, sales, net income and dividend growth. Higher short term sales growth may be
achieved through reduced hedging requirements, necessitated by higher plant availability,
reliability and more efficient operations; in the medium term however additional installed
capacity is necessary and funding sourced.
The P/E shows an increasing trend, PGE is performing at the current industry average of
15.6. The DCF equity value of PGE of $2036Million is an estimated current value of the
equity of the firm, and does not take into account any potential improvement in the way the
firm is managed. This valuation method is very sensitive, and COV calculations reveal a
high degree of uncertainty in the DCF estimate. Numerous assumptions with justification
were made about future cash flows, economic and company growth rates, inflation, risk rates,
debt structure etc. When compared to the market capitalization of $1.85Billion PGE is
undervalued by the market by 10.3%. It must be emphasized during an acquisition a premium
share price would be expected since shareholders anticipate compensation for their loss of
future earnings, Ang and Cheng (2006), when this is considered, combined with synergistic
factors and average profitability it is recommended that ESL DO NOT
proceed with the
acquisition of PGE at this time. However a future review of PGE is recommended.
26
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33
Appendix 1 PGE Company Management
Mr. Jim Piro – President and CEO
Ms. Maria Pope – Senior Vice President of Finance, CFO and Treasurer
Mr. Bill Nicholson – Senior Vice President, Customer Service, Transmission and Distribution
Mr. Jay Dudley – Vice President , General Counsel and Corporate Compliance Officer
Ms. Arleen Barnett – Vice President , Administration
Mr. Bruce Carpenter – Vice President, Distribution
Ms. Carol Dillin – Vice President, Customer Strategies and Business Development
Mr. Cam Henderson – Vice President, Information Technology, Chief Information Officer
Mr. James Lobdell - Vice President, Power Operations and Resource Strategy
Mr. Stephen Quennoz – Vice President, Nuclear and Power Generation
Mr. Dave Roberson – Vice President, Public Policy
Ms. Kristin Stathis – Vice President, Customer Service Operations
Board of Directors
The Board of Directors of PGE consist of executives in utilities, management, finance and
accounting.
Mr. Corbin McNeill Jr. - Chairman of the Board of Directors, Portland General Electric Ltd.
Mr. John Ballantine – Retired Executive Vice President of First Chicago NBD Corp.
Mr. Rodney Brown Jr. - Managing Partner, Cascadia Law Group PLLC.
Mr. David Dietzler – Retired Partner-in-Charge of KPMG LLP, Pacific Northwest.
Mr. Kirby Dyess - Principal, Austin Capital Management LLC.
Ms. Peggy Fowler - Retired CEO and president, Portland General Electric Ltd.
Mr. Mark Ganz - President and CEO, Cambia Health Solutions, Inc.
Mr. Neil Nelon - President and CEO, Siltronic Corp.
Mr. M. Lee Pelton - President, Emerson College.
Mr. Jim Piro - President and CEO, Portland General Electric Ltd.
Mr. Robert Reid - Corporate Director
Source: Eon (2011), PGE (2012a) and PGE (2012b)
34
Appendix 2 PGE Quarter 3, 2011 Energy Delivery Breakdown
PGE total energy delivery was 14,320,000 MWhrs to a total of 822,975 customers
Residential
719809 Total Customers
5,604,000 MWhrs
Commercial
102911 Total Customers
5,560,000 MWhrs
Industrial
255 Total Customers
3,156,000 MWhrs
Wholesale Market
1,848,000 MWhrs
Source: PGE (2012a)
36
Appendix 4 Risks
4a. Summary of Energy Industry Risks
1. Weak economy causing reduced energy sales and higher risk of supplier default
2. Fluctuating price for fuels – coal and natural gas – impacting energy price
3. Impact of weather on energy usage and efficiency renewable plant
4. Forced outages affecting plant reliability and availability
5. Change in PGE credit rating impacting on ability to obtain favorable borrowing rates
6. Market conditions affecting borrowing rates
7. Changes in regulations impacting emissions and legal claims
8. Failure of contractual energy supplies
9. Changes in environmental laws
10. Natural disasters
11. Impact of any changes in Oregon regulatory laws on operations and costs
12. Aging work force
4b. Summary of Specific Risks to PGE
1. The Oregon Renewable Energy Act established a Renewable Portfolio Standard
which requires PGE to meet the following renewable energy resource targets – 15%
by 2015, 20% by 2020 and 25% by 2025
2. Decrease in residential deliveries by 5.7% in 2010
3. Reduction in commercial energy deliveries by 3.7% in 2010
4. Changes in Oregon’s economic activity
5. PGE’s generating resources consist of five thermal, seven hydroelectric and a
windfarm: the renewable plant are highly influenced by climatic conditions such as
rainfall and wind conditions
6. PGE is exposed to the risk of interrupted natural gas supplies, they have reduced
through a natural gas storage contract until 2017
7. Based on customer demand projections and plant retirals, PGE are committed to the
installation of 873MW of new plant capacity by 2015 or 1396 MW by 2020.
8. Possibility of the early retirement of the 374 MW Boardman Coal plant due to
emission regulations
37
Appendix 4 Continued
Risks
9. Tighter air emissions regulations in the Clean air Act and Regional Haze Rules will
negatively impacting on coal-fired energy production
10. Changes in the Endangered Species Act could negatively impact the company fish
protection program and their ability to produce hydroelectric power
11. Changes in the Migratory Bird Treaty Act could expose PGE to penalties due to their
operation of transmission lines and wind generation facilities.
12. Coal combustion byproducts are presently exempt but changes in the federal Resource
Conservation and Recovery Act (RCRA) could negatively impact PGE’s operation of
coal plant.
13. Although the Trojan Nuclear Plant was decommissioned in 1993, spent nuclear fuel is
still temporarily housed at the site in an Independent Spent Fuel Storage Installation
controlled by the U.S. Department of Defense. The spent fuel is not expected to be
shipped to a permanent facility before 2020.
Source: PGE (2012a)
38
Appendix 5 PGE SWOT Analysis
Strengths
Efficient use of Resources
Environmental Stewardship
Strong Customer Base of 14 million
Weaknesses
Dependence on Third Parties
Declining Market Share in Sector
Limited Investor Confidence
Limited Liquidity Position
Opportunities
Strong presence throughout mid west
Alternative Energy Resources
Growing Electricity Demand in the US
Threats
Impact of Weather Changes
Fluctuating fuel prices
Tough Environmental Regulations
New competition from renewable energy companies
Table 5a: SWOT analysis for Portland General Electric Company Ltd. Globaldata (2012) and
PGE (2012a)
39
Appendix 6
PGE Flow of Funds Analysis for 2009 to 2010
Source of Funds 2010
2009
Change
Accounts payable 169
187
-18
Risk management current liabilities 188
128
60
Short term debt
19
0
19
Long term debt current payment
10
186
-176
Regulatory liabilities 25
27
-2
Long Term debt 1798
1558
240
Regulatory liabilities
657
654
3
Deferred tax
445
356
89
Pension Plan 140
143
-3
Risk management long term liabilities 188
127
61
Benefit plan liabilities 97
96
1
Other
156
168
-12
Retained earnings & interest
1599
1543
56
Total 5491
5173
318
Use of Funds 2010
2009
Change
Cash & cash equivalents
4
31
27
Accounts receivable
137
159
22
Unbilled revenue 93
95
2
Inventory 56
58
2
Current Regulatory Assets 221
197
-24
Property, Plant & Equipment
4133
3859
-274
Non current Regulatory Assets
544
465
-79
Other 303
309
6
Total 5491
5173
-318
Table 6a: PGE Flow of Funds Analysis for 2009 to 2010, Source: PGE (2012) Main points to note:
1. During 2010 PGE favorably reduced their accounts payables and receivables
2. PGE eroded their end of year cash and cash equivalents by $27 million to $4 million
3. Funds were mainly derived from the issuance of $249 million of long term debt, an
increase in risk management liabilities by $121 million, deferred income taxes of $89
million and an increase in retained earnings by $56 million
4. PGE required an additional $79 million for regulatory asset management, the repayment
of $186 million of matured long term debt, and $274 million for the completion of the
$450 million Biglow Canyon Phase III wind project; smart metering; and the maintenance
and upgrade of the existing generation, distribution and transmission network.
40
Appendix 7
Historical Financial Ratios for PGE and Key Ratio Definitions
November 29, 2011
Portland General Electric Company
KEY RATIOS
Unit/Currency
2010
2009
2008
2007
2006
Equity Ratios
EPS (Earnings per Share) USD 1.66 1.304 1.39 2.319 1.136
Dividend per Share USD 1.035 1.01 0.97 0.93 0.675
Dividend Cover Absolute 1.604 1.291 1.433 2.493 1.683
Book Value per Share USD 21.137 20.502 21.638 21.031 19.583
Cash Value per Share USD 0.053 0.412 0.16 1.167 0.192
Profitability Ratios
Operating Margin % 14.975 11.53 12.436 15.433 10.461
Net Profit Margin % 7.011 5.266 4.986 8.319 4.671
PBT Margin (Profit Before Tax) % 9.759 6.929 6.991 12.565 7.039
Return on Equity % 7.852 6.161 6.425 11.018 5.801
Return on Capital Employed % 5.338 4.569 5.425 7.237 4.961
Return on Assets % 2.276 1.837 1.78 3.53 1.885
Return on Fixed Assets
%
5.528
4.641
5.333
7.535
4.907
Return on Working Capital % 155.233 297.143 182.993
Growth Ratios
Sales Growth
%
-1.164
3.381
0.115
14.671
5.118
Operating Income Growth % 28.365 -4.147 -19.331 69.182 -7.558
EBITDA Growth % 22.619 1.818 -17.5 22.699 -4.118
Net Income Growth
%
31.579
9.195
-40
104.225
10.938
EPS Growth % 27.317 -6.2 -40.045 104.131 10.929
Working Capital Growth % 145.714 -201.449 -146.939 -520 -119.774
Cost Ratios
Operating Costs (% of Sales) % 85.025 88.47 87.564 84.567 89.539
Administration Costs (% of Sales) % 15.423 14.579 15.645 15.146 15.724
Source: Global Data (2012)
41
Appendix 7 Continued
Historical Financial Ratios for PGE and Key Ratio Definitions
KEY RATIOS Unit/Currency 2010 2009 2008 2007 2006
Liquidity Ratios
Current Ratio
Absolute
1.352
1.113
0.922
1.376
0.938
Quick Ratio Absolute 1.237 1.019 0.843 1.212 0.824
Cash Ratio Absolute 0.178 0.14 0.224 0.258 0.103
Leverage Ratios
Debt to Equity Ratio % 114.761 113.1 111.448 99.772 88.562
Net Debt to Equity % 114.51 111.089 110.709 94.225 87.582
Debt to Capital Ratio
%
36.525
38.313
37.725
35.324
33.822
Asset Turnover Absolute 0.325 0.349 0.357 0.424 0.404
Fixed Asset Turnover Absolute 14.264 4.443 6.144 13.833
Inventory Turnover Absolute 17.911 19.345 14.746 16.078 14.109
Current Asset Turnover Absolute 2.697 2.614 2.128 3.24 2.884
Capital Employed Turnover Absolute 1.12 1.17 1.289 1.324 1.242
Working Capital Turnover Absolute 10.366 25.771 11.857
Revenue per Employee USD 667540.247
Net Income per Employee USD 46798.952
Capex to Sales % 25.238 38.581 21.948 26.104 24.408
Ratio Definitions
Asset turnover = Total Revenue / Total Assets
Inventory turnover = Cost of Goods and services / Average Inventory
Capital Employed = Total Income / Total Assets
Current Ratio = Current Assets / Current Liabilities
Quick Ratio = (Current Assets – Inventory) / Current liabilities
Cash Ratio = Cash and cash equivalents / Current Liabilities
Earnings per share (EPS) = Profit after tax / Total No. of shares
Dividends per share (DPS) = Gross Dividends / Total No. of Shares
Return on Equity = Profit after tax / Total Equity
Return on Assets = Net Income / Total assets
Operating Margin = Operating Income / Total Revenue
Source: Global Data (2012)
42
Appendix 8 PGE versus Industry Ratios in 2011
Growth Rates % PGE Industry S&P
500 Financial Condition
PGE Industry S&P 500
Sales (Qtr vs year ago qtr)
-5.4 13.3 14.2 Debt/Equity Ratio
1.09 1.28 1.06
Net Income (YTD vs YTD)
NA NA NA Current Ratio 1.4 1.1 1.4
Net Income (Qtr vs year ago qtr)
-44.9 6 48.7 Quick Ratio 1.3 0.9 0.9
Sales (5-Year Annual Avg.)
4.28 6.62 8.03 Interest Coverage
2.7 4.3 324.5
Net Income (5-Year Annual Avg.)
14.33
5.83 8.39 Leverage Ratio 3.4 3.4 3.6
Dividends (5-Year Annual Avg.)
3.5 4.65 5.71 Book Value/Share
21.94
24.64 26.49
Table 8a: PGE Growth Rates Verses the Industry Table 8b: PGE Operating Ratios vs the Industry
Price Ratios PGE
Industry S&P 500
Investment Returns %
PGE
Industry
S&P 500
Current P/E Ratio 13.1
14.8 24.6
Return On Equity
8.8
9.4
26.2
P/E Ratio 5-Year High
26.4
7.0 15.9
Return On Assets
2.5
2.8
8.9
P/E Ratio 5-Year Low 7.3
6.4 2.8
Return On Capital
2.7
3.4
11.8
Price/Sales Ratio 1.04
1.85 2.14
Return On Equity (5-Year Avg.)
7.7
11.7
23.5
Price/Book Value 1.13
1.6 4.01
Return On Assets (5-Year Avg.)
2.3
3.5
8.1
Price/Cash Flow Ratio
4.9
8.5 11.6
Return On Capital (5-Year Avg.)
2.6
3.1
10.9
Table 8c: PGE Performance Ratios vs the Industry Table 8d: PGE Profitability Ratios vs the Industry
Source: Global Data (2012)
43
Appendix 8 Continued
PGE versus Industry Ratios in 2011
Profit Margins % PGE Industry
S&P 500
Management
Efficiency PGE Industry
S&P 500
Gross Margin 46.6 26 39.5 Income/Employee 52,415 139,044 130,202
Pre-Tax Margin 10.9 -7.7 18.1 Revenue/Employee
0.67Mil 2 Mil 1 Mil
Net Profit Margin 7.8 9.2 13.2
Receivable Turnover
13.3 9.1 15.6
5Yr Gross Margin (5-Year Avg.)
NA 3.4 39.6 Inventory Turnover
15.2 15.5 12.5
5Yr PreTax Margin (5-Year Avg.)
8.7 13.4 16.1
Asset Turnover 0.3 0.3 0.8
5Yr Net Profit Margin (5-Year Avg.)
6 9.6 11.5
Table 8e: PGE Profit Ratios vs. the Industry Table 8f: PGE Efficiency Ratios vs. the Industry
Source: Global Data (2012)
Parameter PGE 2010 PGE 2011 Q3
Asset Turnover 0.325 0.238 Inventory Turnover 14.26 10.02 Capex/sales 25.23 16.12 Current Ratio 1.352 1.36 Quick Ratio 1.237 1.31 Cash Ratio 0.178 0.189 EPS 1.66 1.57 DPS 1.035 0.790 ROA 2.27 2.10 ROE 7.85 7.13 Operating Margin 14.97 18.00
Table 8g: Comparison of 2010 and 2011 Q3 Key Ratios for PGE
44
Appendix 9
Financial Highlights from the Portland General Electric 2010
PGE (2010 pp. 2) Financial Highlights from the Portland General Electric 2010 Annual Report
45
Appendix 10 The Dividend Discount Model
Hawawini and Viallet (2007 pp. 345 - 346) explain the Dividend Discount Model (DDM) as
the present share price is the discounted sum of all future cash dividends.
P0 = Div1/(1+Ke) + Div2/(1+Ke)2 +…….Divt/(1+Ke)
t
Simplifying this equation by proposing that dividend growth is perpetual at a constant rate g,
then -
P0 = Div1/(Ke-g)
Therefore, Ke can be determined from the current share price (P0); the expected growth rate
(g) of future dividends calculated from the past growth rate; and the projected dividend
payment (Div1) one year into the future. This is also known as the Dividend Growth Model
(DGM).
Year PGE Dividends ($)
Proportion of Dividend Change
2005
N/A
2006
0.68
2007
0.93
2008
0.97
0.043
2009
1.01
0.041
2010
1.04
0.025
2011
1.06
0.024
Growth rate (g) 0.0333
Table 4: Dividend Growth for PGE 2005–2011, Source: PGE(2011)
D1 = 1 year forecasted annual dividend rate 1.06%
P0 = Current PGE stock price $24.60
g = Average PGE dividend growth rate 0.033
Ke = (1.06/24.6) + 0.033 = 0.076
46
Appendix 11
PGE Long Term Debt details
Bonds Schedule
Company Credit Rating – Moody’s A3, S&P A-
Weighted average interest rate of 5.85%
Maturity 2012, Face Value %100 Million, yield rate 0.46%
Maturity 2013, Face Value $100 Million, yield rate 1.42%
Maturity 2014, Face Value $63 Million, yield rate 2.10%
Maturity 2015, Face Value $70 Million, yield rate 2.32%
Beyond 2016, Face Value $1344 Million, yield rate 5.01%
Bond Present Values were calculated using the formula-
Pb = C1/(1 + YTM) + C2/(1+ YTM)2 +…….Cn/(1+ YTM)n + M/(1+ YTM)n
Simplified to -
Pb = Ct(PVDFAYTM, t) + Mt(PVDFYTM, t)
1. Where C is the coupon rate
2. YTM is the interest yield rate derived from a current corporate bond yield interest
rate curve
3. t is the outstanding time to maturity
4. M is the bond face value.
Data sources are PGE (2012), PGE (2012a) and Yahoo (2012a), and present value bond
calculator from Lane (2012).
47
Appendix 12
Sensitivity and Coefficients of Deviation of Models Used
CAPM Parameters
Values of Ke for % Parameter
Deviations (Ke = 0.0797)
-2% +2% -5% +5% -10% +10%
Beta 0.079 0.080 0.078 0.081 0.077 0.082 Rm - Rf 0.079 0.080 0.078 0.081 0.077 0.082 Rf 0.079 0.081 0.077 0.082 0.075 0.085 Extreme 0.078 0.082 0.074 0.085 0.069 0.091
Table 12a: Values of Ke for Percentage Variations in CAPM Parameters
DGM Parameters
Values of Ke for % Parameter Deviations (Ke = 0.0766)
-2% +2% -5% +5% -10% +10%
D1
0.075 0.077 0.074 0.079 0.072 0.081 P0
0.077 0.075 0.080 0.074 0.081 0.072 g 0.075 0.077 0.074 0.079 0.073 0.079 Extreme 0.074 0.079 0.070 0.082 0.065 0.089
Table 12b: Values of Ke for Percentage Variations in DGM Parameters
WACC Parameters
Values of WACC for % Parameter Deviations (WACC = 0.0594)
-2% +2% -5% +5% -10% +10% Ke 0.0586 0.0602 0.0574 0.0614 0.0555 0.0634 Kd 0.0590 0.0598 0.0584 0.0604 0.0574 0.0614 tc 0.0596 0.0593 0.0599 0.0590 0.0603 0.0585 D 0.0596 0.0592 0.0599 0.0590 0.0604 0.0585 E 0.0592 0.0597 0.0589 0.0599 0.0584 0.0603 Extreme 0.0581 0.0604 0.0560 0.0629 0.0527 0.0663
Table 12c: Values of WACC for Percentage Variations in Parameters
48
Appendix 12 Continued
Sensitivity and Coefficients of Deviation of Models Used
CAPM
DDM
+/-5% +/-5%
Ke
(Ke
- x) (Ke - x)2 Ke
(Ke
- x) (Ke
- x)2
0.078 -0.001500
0.000002
0.077 0.000125
0.000000
0.078 -0.001500
0.000002
0.080 0.003125
0.000010 0.077 -0.002500
0.000006
0.074 -0.002875
0.000008 0.074 -0.005500
0.000030
0.070 -0.006875
0.000047 0.081 0.001500
0.000002
0.079 0.002125
0.000005 0.081 0.001500
0.000002
0.074 -0.002875
0.000008
0.082 0.002500
0.000006
0.079 0.002125
0.000005 0.085 0.005500
0.000030
0.082 0.005125
0.000026 0.636 0.000082
0.615 0.000109 n 8
n 8
Mean ( x) 0.080
Mean ( x) 0.077
Var (s2) 0.000010
Var (s2) 0.000014
sd (s)
0.003202
sd (s)
0.003689
Coeff. Dev. 0.040271
or 4.03% Coeff. Dev. 0.047988
or 4.80%
WACC
+/-5%
WACC (WACC - x) (WACC - x)2
0.0574 -0.002025
0.00000410 0.0584 -0.001025
0.00000105 0.0599 0.000475
0.00000023 0.0599 0.000475
0.00000023 0.0589 -0.000525
0.00000028 0.0560 -0.003425
0.00001173 0.0614 0.001975
0.00000390 0.0604 0.000975
0.00000095 0.0590 -0.000425
0.00000018 0.0590 -0.000425
0.00000018 0.0599 0.000475
0.00000023 0.0629 0.003475
0.00001208 0.7131 0.00003512
n 12
Mean ( x) 0.0594
Var (s2) 0.0000029
sd (s)
0.0017108
Coeff. Dev. 0.0287894 or 2.88%
Model COV for +/-5%
(%)
CAPM 4.03%
DDM 4.80%
WACC 2.88%
49
Appendix 13
Free Cash Flow Data and Estimations
Past
2007 2008 2009 2010
Equals EBIT
293.00
212.00
229.00
284.00
tax
(74.00)
(90.00)
(104.00)
(53.00)
Depreciation & Amotisation (D&A) 181.00
208.00
211.00
238.00
Capex
(455.00)
(383.00)
(696.00)
(450.00)
Change in Working capital ( WC)) (183.00)
427.00
(349.00)
(102.00)
Cashflow from Assets (238.00)
374.00
(709.00)
(83.00)
- - - - Table 13a: Past Free Cash Flow Data
Base
Future
2011 2012 2013 2014 2015 2016 2017
Equals EBIT
284.00
292.52
307.15
319.43
329.01
338.89
342.27
-tax
(88.15)
(90.80)
(95.34)
(99.15)
(102.13)
(105.19)
(106.10)
+D&A 238.56
245.72
258.00
268.32
276.37
284.66
287.51
-Capex
(304.00)
(293.00)
(255.00)
(259.00)
(286.00)
(300.00)
(310.00)
-Change in Working capital
(100.00)
(100.00)
(80.00)
(90.00)
(90.00)
(100.00)
(100.00)
( WC)
= Cashflow from assets 30.41
54.44
134.81
139.60
127.26
118.36
113.68
Discounted cash flows
51.39
120.12
117.41
101.03
88.80
Table 13b: Discounted Future Free Cash Flows
Estimations for FCF Calculations
1. Conservative EBIT growth projections of no greater than 3% above US Energy
long term projected growth rates, see Table 13c below.
2. 2017 growth rate was set equal to long term inflation rate.
3. Oregon corporate tax rate is 35%, however PGE corporate tax rate varied due to
renewable energy tax credits. A corporate tax rate of 31.0% was used based on 5-
year historical average; see Table 13d below
4. D&A based on 5-year historical average of 84% of EBIT
5. Future Capex values (2012 – 2015) based on 2011 Q3 financial report projections;
2016 and 2017 values not exceeding 90% of EBIT – consistent with projected
Capex values
6. Future WC not exceeding 35% of Capex and based on 2010 and 2011
behaviour; prior to 2010 WC was erratic
50
Appendix 13 Continued
Free Cash Flow Data and Estimations
Year US Energy
Growth Rate PGE Growth
Rates
2011 0.0% 1.0% 2012 2.0% 3.0% 2013 2.0% 5.0% 2014 1.0% 4.0% 2015 0.8% 3.0%
2016 1.0% 3.0% 2017 1.0% 3.0%
Table 13c: PGE Projected Growth Rates
Source of US projected energy growth rates, EIA (2010) and PSC (2011)
Year Corporate tax Paid
(%)
2006 33.6 2007 33.7 2008 28.7 2009 28.8 2010 30.4
Avg 31.0%
Table 13d: Corporate Tax Estimation
Source: PGE (2012a)
51
Appendix 14
Sensitivity Tables for Discounted Cash Flow Value for PGE
Table 14h: PGEDCF Value Sensitivity for changes in WACC
EBITEFP
-0.5% +0.5% -1% +1% -1/0% +1.0%
PGEDCF
Value $1.64B $2.44B $1.25B $2.85B $0.50B $3.70B
Table 14a: PGEDCF
Value Sensitivity for changes in EBIT2012-2016
EBIT TV
-0.5% +0.5% -1% +1% -2% +2%
PGEDCF
Value $1.62B $2.62B $1.31B $3.52B $0.89B $8.18B Table 14b: PGEDCF
Value Sensitivity for changes in EBIT2017
Corporate Tax -1% +1% -2% +2% -4% +4%
PGEDCF
Value $2.15B $1.92B $2.26B $1.92B $2.34B $1.70B
WACC 5.97% 5.91% 6.00% 5.91% 6.06% 5.83% Table 14c: PGEDCF Value and WACC Sensitivities for changes in Corporate tax
Capex EFP
-2% +2% -5% +5.0% -10% +10%
PGEDCF
Value $2.06B $2.01B $2.09B $1.974B
$2.15B $1.91B Table 14d: PGEDCF Value Sensitivity for changes in Capex2012 - 2016
CapexTV
-2% +2% -3% +3% -5% +5.0% -10% +10%
PGEDCF
Value $2.21B $1.85B $2.23B $1.76B $2.49B $1.58B $2.94B $1.12B Table 14e: PGEDCF
Value Sensitivity for changes in Capex2017
WCEFP
-2% +2% -5% +5% -10% +10% +150%
PGEDCF
Value $2.10B $2.02B $2.05B $2.01B $2.07B $1.99B $1.84B
Table 14f: PGEDCF
Value Sensitivity for changes in WC2012 -
2016
CWCTV
-2% +2% -5% +5% -10% +10%
PGEDCF
Value $2.09B $1.97B $2.18B $1.89B $2.33B $1.74B Table 14g: PGEDCF
Value Sensitivity for changes in WC2017
WACC -2% +2% -5% +5% -10% +10%
PGEDCF
Value $2.17B $1.90B
$2.41B $1.72B $2.88B $1.46B
52
Appendix 15
+/-2% +/-2% Ke (Ke - x) (Ke - x)2 Ke (Ke - x) (Ke - x)2
0.075 -0.001025 0.000001 0.079 -0.000750 0.000001 0.077 0.000975 0.000001 0.079 -0.000750 0.000001 0.075 -0.001025 0.000001 0.079 -0.000750 0.000001 0.0737 -0.002325 0.000005 0.078 -0.001750 0.000003 0.077 0.000975 0.000001 0.08 0.000250 0.000000 0.075 -0.001025 0.000001 0.08 0.000250 0.000000 0.077 0.000975 0.000001 0.081 0.001250 0.000002 0.0785 0.002475 0.000006 0.082 0.002250 0.000005
0.6082
0.000018
0.638
0.000012
Mean (x) 0.0760
Mean (x) 0.0798
Var (s2) 0.00000219
Var (s2) 0.00000144
sd (s)
0.001480
sd (s)
0.001199
Coeff. Dev. 0.019474
or 1.95% Coeff. Dev. 0.015034
or 1.50%
+/-2%
+/-2%
WACC
(WACC - x) (WACC - x)2 PGEDCF
(PGEDCF
- Y)
(PGEDCF
- Y)2
0.0586 -0.000792 0.00000063 0.50 -1.536000 2.35929600
0.0590 -0.000392 0.00000015 3.70 1.664000 2.76889600
0.0596 0.000208 0.00000004 0.89 -1.146000 1.31331600
0.0596 0.000208 0.00000004 8.18 6.144000 37.74873600
0.0592 -0.000192 0.00000004 2.26 0.224000 0.05017600
0.0581 -0.001292 0.00000167 1.92 -0.116000 0.01345600
0.0602 0.000808 0.00000065
2.06 0.024000 0.00057600
0.0598 0.000408 0.00000017
2.01 -0.026000 0.00067600
0.0593 -0.000092 0.00000001
2.21 0.174000 0.03027600
0.0592 -0.000192 0.00000004
1.85 -0.186000 0.03459600
0.0597 0.000308 0.00000010
2.10 0.064000 0.00409600
0.0604 0.001008 0.00000102
2.02 -0.016000 0.00025600
0.7127
0.00000455
2.09 0.054000 0.00291600
Mean (x) 0.0594
1.97 -0.066000 0.00435600
Var (s2) 0.0000003791
2.17 0.134000 0.01795600
sd (s)
0.0006157
1.90 -0.136000 0.01849600
Coeff. Dev. 0.0103669
or 1.03%
37.83 44.36807600
Mean (x) 2.3644
PGEDCF
(Y) 2.0360
Var (s2) 2.7730048
sd (s)
1.6652341
Coeff. Dev. 0.8178950
or 81.79%
Coefficient of Variability Tables for Key PGE Parameters
Table 15a: DDM +/-2% COV Calculation Table 15b: CAPM +/-2% COV Calculation
Table 15c: WACC +/-2% COV Calculation Table 15d: PGEDCF +/-2% COV Calculation