SOTP or Sum of Parts Valuations technique is one of the most efficient technique to value a conglomerate with unrelated business segments. In this article, we look at what SOTP means and how it is used to value a conglomerate with practical examples.
- What is Sum of Parts or SOTP?
- Sum of Parts Simplified – Case Study of Mojo Corp (hypothetical case study)
- Sum of Parts Valuation – Case Study – ITC Ltd (Large Indian Conglomerate)
- SOTP waterfall Chart Representation
- SOTP and diversification discount
- Limitation of SOTP
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For understanding the below discussion on Sum of Parts, you should be aware of common valuation techniques like Enterprise Value and Equity Value Multiples and Comparable Company Analysis. You may wish to revise these concepts here-
What is Sum of Parts – SOTP Valuation?
Most large companies operate in more than one business. Valuing a diversified company requires separate valuations for each of its businesses and for the corporate headquarters. This method of valuing a company by parts and then adding them up is known as SOTP or its full form Sum of the Parts valuation and is commonly used in practice by stock market analysts and companies themselves. (Simple :-))
Investopedia’s definition of Sum of Parts –
Valuing a company by determining what its divisions would be worth if it was broken up and spun off or acquired by another company.
Sum of Parts – SOTP Valuation simplified
Let us understand Sum of the Parts valuation using an example of a large conglomerate company (ticker MOJO) operates the following business segments
SOTP Valuation of MOJO Corp
The common valuation techniques are Relative Valuations, Comparable Acquisition Analysis and the Discounted Cash Flow approaches. These techniques can be applied to value MOJO Corp, however, before we do so, let us answer the questions below –
Should you apply Discounted Cash Flow Approach to Value MOJO?
- Yes, you can. However, if you do so, valuation would be technically INCORRECT.
- Reason – You can use DCF Financial Modeling to value segments like Automobiles, Oil and Gas, Software and Ecommerce. However, Banks are typically valued using the Relative valuation approach (usually Price to Book value) or Residual Income Method.
Should you apply Relative Valuation approach to value MOJO?
- Yes, you can do so. But do you think a single valuation methodology like PE Ratio, EV/EBITDA, P/CF, Price to book Value, PEG Ratio etc is appropriate to value all the segments. Obviously, this would again be technically INCORRECT.
- Reason – If Ecommerce segment is unprofitable, applying a blanket PE multiple for valuing all segments will not make much sense. Likewise, banks are correctly valued using Price to Book value approach than the other available multiples.
What is the solution?
The solution is to value the different parts of the business separately and add the values of the different parts of the business together. This is a sum of parts or SOTP valuation.
How do we apply Sum of Parts valuation in the case of MOJO?
In order to value the conglomerate like MOJO, one can use different valuation tools to value each segment.
- Automobile Segment Valuation – Automobile Segment could be best valued using EV/EBITDA or PE ratios.
- Oil and Gas Segment Valuation – For Oil and Gas companies, the best approach is to use EV/EBITDA or P/CF or EV/boe (EV/barrels of oil equivalent)
- Sotware Segment Valuation – We use PE or EV/EBIT multiple to value Software Segment
- Bank Segment Valuation – We generally use P/BV or Residual Income Method to value Banking Sector
- E-commerce Segment – We use EV/Sales to value E-commerce segment (if the segment is not profitable) or EV/Subscriber or PE multiple
If you are new to Relative valuation methodologies, you can read the following articles to enhance your learning on valuations –
Sum of the Parts – SOTP Valuation Example – ITC Ltd
Let us apply SOTP on ITC Ltd, which is a large conglomerate based in India. ITC has a diversified presence in Cigarettes, Hotels, Paperboards & Specialty Papers, Packaging, Agri-Business, Packaged Foods & Confectionery, Information Technology, Branded Apparel, Personal Care, Stationery, Safety Matches and other FMCG products.
While ITC is an outstanding market leader in its traditional businesses of Cigarettes, Hotels, Paperboards, Packaging and Agri-Exports, it is rapidly gaining market share even in its nascent businesses of Packaged Foods & Confectionery, Branded Apparel, Personal Care and Stationery.
As each of ITC’s businesses is vastly different from the others in its type, the state of its evolution and the basic nature of its activity, the challenge for analysts, therefore, lies in fashioning a model that addresses value for each of its unique businesses and then arrive at a value for the Company as a whole.
Below are the segment details of ITC
(p.s. The data taken is from 2008-09 annual reports and does not reflect the current performance of breakup of ITC Ltd Segments. This case study of ITC valuation should only be used for educational purpose and does not be construe any kind of an Investment advise)
Let us apply Sum of Parts – SOTP Valuation approach here
Segment 1 – Cigarette Segment Valuation
Cigarette is the core business of ITC and the major revenue contributor. It contributes more than 65% to the total revenues generated and 68% of profits is generated by this segment only.
Step 1 – Understand the Key Characteristics of Cigarette Segment
- ITC’s monopoly status within the cigarette industry
- ITC’s volume growth of 3.7% has been twice that of the industry in the past 15%
- Faster growth considering low cigarette penetration.
Step 2 – Choosing an appropriate Peer Group – Indian Peers
- Godfrey Philips: Strong player in the middle price segments
- VST Industries: Lower end in the market
- GTC Industries: Lower end in the market
The data below reflects the market share and value share of this segment.
Step 3 – Comparable Company Valuation Analysis for these Indian peers.
Practical Problem in identifying peers – As you can see from the above charts that ITC has a clear monopoly in Cigarette segment (both volume as well as value share). How can we compare the valuation of ITC segment with the valuation of much smaller peers? With this we should look for global peers who may be of similar size.
Step 4 – Choosing an appropriate Peer Group – Global Peers
Below is the list of Cigarette Segment global peers and their valuation multiples –
Step 5 – Identifying the Most suitable valuation methodology
Most appropriate valuation multiple for valuing ITC Cigarette Segment is P/E or EV/EBITDA Multiple
Segment 2 – ITC Hotel Segment Valuation
Contributes only 8% to sales but approximately 18% contribution to EBIT.
Step 1 – Key Characteristics of Hotel Segment
- Asset intensive and has a long gestation period business.
- High Margins
Step 2 – Identify Listed Peers in Hotel Segment
Step 3 – Choose an appropriate valuation multiple
For valuing the hotel segment, valuation multiple approach like Enterprise value/room or PE or EV/EBITDA can be used.
Segment 3 – Paper Segment Valuations
Paper and packaging segment contributes 5% of Sales and 10% to ITC’s EBIT.
Step 1 – Note the Key Characteristics
- The paper industry is capital intensive and prone to global cycles.
- Indian Paper industry is fragmented
- Most Indian paper mills are small (98% of mills have a capacity of <50,000 tpa versus the ideal of 300,000 tpa)
- Large mills account for only 33% of output
- Asset intensive and has a long gestation period business
Step 2 – Identify the Key Comparables
No visible listed Indian Peer
Step 3 – Choose the appropriate Valuation Multiple
- Prefer P/BV as this segment is an asset intensive segment and no visible listed Indian Peer
- Benchmarking P/BV multiple to the average of the Global Peers may be the correct approach
Segment 4 – FMCG (Non Cigarettes) Segment
FMCG (non cigarettes) segment contributes 9% of Sales, however, this segment is unprofitable and results in EBIT Margin of -2%.
Step 1 – Identify the Key Characteristics
- Non-profitable, negative earnings
Step 2 – Listed Comparables Operating in the same segment
Step 3 – Choosing the Right Valuation Multiple –
- EV/Sales or P/Sales could be used to value the company
Segment 5 – Agriculture Segment Valuation
Agriculture segment contributes 11% of Sales for ITC and contributes 4% of EBIT.
Step 1 – Identify the Key Characteristics
- The earnings contribution of this business is very small (EBIT contribution is less than 4%)
Step 2 – Choose an appropriate Peer
- No publicly listed peer group available
Step 3 – Choose an appropriate Valuation Multiple
- Agriculture multiple should be based on the fact that it is a trading business
- We may use a PE multiple of 10x for valuing this agriculture commodity business.
Summing it all together – Sum of Parts – SOTP Valuation of ITC
Below is the table that consolidates valuation of all 5 segments. Please note that the various scenarios are used to evaluate the fundamental value of ITC. For eg. If Global Peers (PE) is used for valuing FMCG segment, then the contribution to share price is Rs110/share. However, if you used Global Peers (EV/EBITDA) then the contribution would have been Rs105/share.
The final Sum of Parts valuation is =
Rs110 (FMCG-Cigarettes) + Rs21 (Hotel Segment) + Rs25 (FMCG – non cigarettes) + Rs15 (Paper and Packaging) + Rs3 (Agriculture Business) + Rs13 (Cash per share) = Rs187/share.
Sum of the Parts – SOTP Valuation – Waterfall Charts
The analysis done using Sum of Parts look stunning once you use the Waterfall Charts to communicate the analysis to the clients. Below is the waterfall chart of ITC Ltd Sum of Parts Valuation.
Download – ITC Waterfall chart
SOTP and Diversification Discount
Diversification discount also known as conglomerate discount, typically arises when you value a company using Sum of the Parts or SOTP. This happens due to multiple business segments being valued where there is not adequate information on business metrics and lack of management focus.
Diversification discount range from 10% to 30% generally. However, it may change significantly for specific countries. For example in India, diversification discount used for SOTP could be as high has 50%.
Limitations of Sum of the Parts or SOTP
- Sum of parts or SOTP relies on adequate information provided for each segment. However, in most conglomerates, we note that sufficient information is not available to value each business segment.
- Segment valuation under SOTP depends on the stage of its business cycle. This information is sometimes very difficult to find out due to limited information availability.
- Another problem with Sum of parts is that there are various synergies and cost savings associated with a functioning of each segment when they operate as a part of a conglomerate. While evaluating the segment separately, the synergies and costs are not available.
- SOTP valuation can only be fully realized if the management decides to break-up the segments and run them as a separate company/unit. However, this becomes impossible as “company size” and management remuneration are generally closely linked and the spin-off may not in their personal interests.
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