Category: Investing Analysis

Recently, I found out that MSCI Inc (NYSE: MSCI) is a listed company. That got me really excited.

MSCI is one of the major index providers in the world. It formulates and provides indexes – such as the MSCI World index and the MSCI US equity – to financial institutions. In total there are more than 1,200 ETFs (exchange-traded funds) that track MSCI indexes. As of 31 December 2019, there was a mind-boggling US$934 billion in assets under management that are benchmarked to MSCI indexes.

With the rise of passive investing, I believe that index providers stand to benefit the most. Index providers such as MSCI collect a small cut of every dollar invested in an ETF that tracks its index. That’s a great business model and one that will likely continue to grow as more money flows into index-tracking ETFs. In addition, MSCI also offers other subscription services that recur each year.

Steady track record of growth

Passive investing has been on the rise for years now. So its no surprise to see that MSCI has been growing steadily along with the broader industry.

From 2015 to 2019, operating revenue increased at a decent clip of 7.7% per year. Operating income ticked up by 13% annually, while the company’s dividend increased by 25% a year.

The chart below illustrates the company’s sales growth over the last five years.

Fat margins

But what makes MSCI a truly solid business is its fat profit margin. In 2019, the index provider earned net income after taxes of US$563 million from revenue of US$1.56 billion. That translates to a healthy net profit margin after tax of 36%.

It achieved this partly because of its low cost-of-revenue, as its gross margin was around 81% for the year. This is a margin that investors usually associate with software-as-a-service companies.

MSCI’s high profit margin means that the company can afford to spend more money expanding its business, as more of that top-line growth filters down to the bottom line.

Recurring business

If you’ve read this blog before, you would know that one of the six main factors that Ser Jing and I look out for in companies is recurring revenue. Businesses that have recurring revenue can focus their efforts on winning new clients and developing other areas of the business.

MSCI is an example of a business that ticks this box. The index provider offers recurring subscriptions to clients under renewable contracts. Recurring subscription revenue made up 75% of MSCI’s total revenue in 2019. 

In addition, asset-based fees, which includes the fees it charges ETFs for tracking any of its MSCI indexes, made up 23% of revenue.

Both these sources of revenue will likely recur year after year.

Another important metric to note is the retention rate. The retention rate is the percentage of clients that renew existing contracts with MSCI. MSCI boasted a retention rate of 94.7% as of the end of 2019. Impressively, the company’s retention rate has been above 90% in recent history, highlighting the crucial role that MSCI plays for its clients.

Steady cash flow

MSCI’s cash flow has also grown along with its profits. The company generated US$709.5 million in cash from operations in 2019. Its business requires very little capital expenditures, which was only around US$33 million. 

That means most of the cash generated from the business is in the form of free cash flow that can be returned to shareholders or used to buy back shares.

A black mark?

There are many things I like about MSCI as a business. However, one negative is that the company has been, in my opinion, too aggressive in rewarding shareholders. This is causing its balance sheet to weaken.

MSCI spent US$949.9 million and US$292 million buying back its own shares in 2018 and 2019, respectively. In addition, it paid US$170.9 million and US$222.9 million as dividends in those years. Together, this is more than the cash the company generated from operations.

It’s great that MSCI is returning money to shareholders, but I think it is a little too aggressive.

MSCI took on an additional US$1 billion in debt last year, partly because it spent so much on repurchasing shares. It now has US$1.5 billion in cash and US$3 billion in debt. While its net debt position is still manageable, I prefer management to be more cautious and not take on so much debt.

Closing thoughts

MSCI is a company that has many merits. It boasts recurring revenue and is one of the leaders in a growing market. On top of that, MSCI generates copious amounts of cash flow, has a fat profit margin, and is a very capital-light business, meaning it can grow without burning a hole in its pocket.

However, there are some risks to note such as its heavily leveraged balance sheet. From a potential investor’s standpoint, I can forgive management for taking an aggressive approach to maximising shareholder value, given its recurring revenues. However, if management is not careful and continues to be overly aggressive by taking on too much debt in the future, I may have to change my view on the company.

Disclaimer: The Good Investors is the personal investing blog of two simple guys who are passionate about educating Singaporeans about stock market investing. By using this Site, you specifically agree that none of the information provided constitutes financial, investment, or other professional advice. It is only intended to provide education. Speak with a professional before making important decisions about your money, your professional life, or even your personal life.

Chipotle Mexican Grill (NYSE: CMG) is one of the 50-plus companies that’s in my family’s portfolio. I first bought Chipotle (pronounced “chi-POAT-lay”) shares for the portfolio in April 2012 at a price of US$265 and subsequently made five more purchases (in April 2015 at US$649; in November 2015 at US$605; in June 2016 at US$396; and twice in August 2017 at US$307 and US$311). I’ve not sold any of the shares I’ve bought. 

Four of the six purchases have worked out very well for my family’s portfolio, with Chipotle’s share price being around US$882 now. But it is always important to think about how a company’s business will evolve going forward. What follows is my thesis for why I still continue to hold Chipotle shares.

Company description

Chipotle’s business is simple. It runs fast-casual restaurants mainly in the US. Its namesake restaurants serve Mexican food – think burritos, burrito bowls (a burrito without the tortilla), tacos, and salads. A fast-casual restaurant is one with food quality that’s similar to full-service restaurants, but with the speed and convenience of fast food. 

At the end of 2019, Chipotle had 2,580 namesake restaurants in the US and 39 namesake restaurants in other countries. The company also operated three restaurants in the US that are not under the Chipotle brand. That’s it for Chipotle’s business… on the surface.

Investment thesis

I had previously laid out my six-criteria investment framework in The Good Investors. I will use the same framework to describe my investment thesis for Chipotle.

1. Revenues that are small in relation to a large and/or growing market, or revenues that are large in a fast-growing market

In 2019, Chipotle raked in US$5.6 billion in revenue with its 2,622 restaurants. That sounds like Chipotle’s business is already massive. But it really isn’t. For perspective: 

• Number of Subway restaurants in the US in 2018, according to Satista: 24,798 
• Number of McDonald’s restaurants in the US currently: 14,428
• Total retail sales of restaurants and other eating places in the US in 2019 according to data from the St Louis Federal Reserve: US$670 billion

These numbers show that Chipotle still has plenty of runway to grow. 

2. A strong balance sheet with minimal or a reasonable amount of debt

As of 31 March 2020, Chipotle held zero debt and US$881.3 million in cash and investments. This is a rock solid balance sheet.

For the sake of conservatism, I note that Chipotle also had US$2.9 billion in operating lease liabilities. Given the ongoing restrictions on human movement in the US because of the country’s battle against COVID-19, restaurants in general are operating in a really tough environment. The good thing for Chipotle is that 94% of its total operating lease liabilities of US$2.9 billion are long-term in nature, with payment typically due only from 31 March 2021 onwards.

3. A management team with integrity, capability, and an innovative mindset

On integrity

Chipotle’s CEO is currently Brian Niccol, 46. Niccol joined Chipotle as CEO in March 2018 and was previously running the show at fast food chain Taco Bell. I appreciate Niccol’s relatively young age. The other important leaders in Chipotle, most of whom have relatively young ages (a good thing in my eyes), include:

In 2019, Niccol’s total compensation (excluding US$2.3 million of compensation for legal and tax fees that are related to his initial employment by Chipotle) was US$13.6 million. That’s a tidy sum of money. But of that, 62% came from stock awards and stock options. The stock awards are based on (1) the three-year growth in Chipotle’s comparable restaurant sales, which represents the year-on-year change in the revenue from Chipotle’s existing restaurants; and (2) the three-year average cash flow margin – cash flow as a percentage of revenue – for Chipotle’s restaurants. Meanwhile, the stock options vest over three years. These mean that the majority of Niccol’s compensation in 2019 depended on multi-year changes in Chipotle’s stock price and important financial metrics. I thus think that Niccol’s compensation structure is sensible and aligns his interests with mine as a shareholder of the company. 

I want to highlight too that the other leaders of Chipotle that I mentioned earlier have similar remuneration plans as Niccol. In 2019, they received 69% of each of their compensation for the year in the form of stock awards and stock options with the same characteristics as Niccol’s. 

On capability and innovation

There are a few key numbers that can tell us how well-run a restaurant company is: (1) Same store sales growth, and (2) average restaurant sales. The latter is self-explanatory but some of you may not be familiar with the former. Same store sales growth typically represents the change in period-over-period revenue for a company’s restaurants that are in operation for 12 months or more (it’s 13 months in the case of Chipotle). So what same store sales growth measures is essentially the growth in revenue for a restaurant company from its existing stores. The table below shows Chipotle’s same store sales growth and average restaurant sales from 2004 to 2019:

You can see that the company fared really well on both fronts until 2015, when there were some struggles for a few years before growth started resuming in 2017. When discussing Chipotle’s management, I want to break up the story into two portions. The first stretches from Chipotle’s founding to 2015, while the second is from 2015 to today.  

First portion of the story

Chipotle was founded by classically-trained chef Steve Ells in 1993. He served as the company’s CEO from its founding to early 2018. Ells created the company’s first restaurant with what I think is a pretty simple but radical idea. According to the first page of Chipotle’s IPO prospectus, Ells wanted to “demonstrate that food served fast didn’t have to be a “fast-food” experience.” The first page of the prospectus continued:

“We use high-quality raw ingredients, classic cooking methods and a distinctive interior design, and have friendly people to take care of each customer — features that are more frequently found in the world of fine dining.”

Ells never floundered on his initial vision for serving great food, not even when Chipotle was owned by – you’ll never guess it – McDonald’s. All told, Chipotle was under McDonald’s for eight years from 1998 to 2006. McDonald’s gave Chipotle the operational knowledge needed to scale from 13 restaurants to almost 500. But Ells frequently clashed with McDonald’s management over cultural differences. Here are two quotes from a brilliant Bloomberg profile of Chipotle’s entire history from 1993 to 2014 that describes the differences:

1. “What we found at the end of the day was that culturally we’re very different. There are two big things that we do differently. One is the way we approach food, and the other is the way we approach our people culture. It’s the combination of those things that I think make us successful.”

2. “Our food cost is what runs in a very upscale restaurant, which was really hard for McDonald’s. They’d say, “Gosh guys, why are you running 30 percent to 32 percent food costs? That’s ridiculous; that’s like a steakhouse.””  

Nonetheless, Chipotle became a fast-growing restaurant company under McDonald’s. Its success even spawned the “fast-casual” category of restaurants in the US. For a feel of what fast-casual means, the closest example I can think of in Singapore will be the Shake Shack burger restaurants here. The food is of much better quality than traditional fast food and the price point is a little higher, but the serving format is quick and casual.

After leaving McDonald’s umbrella via an IPO in January 2006, Chipotle continued to succeed for many years. As I mentioned earlier, Chipotle enjoyed strong growth in same store sales and average restaurant sales from 2004 to 2015. A beautiful example of Chipotle’s relative success over McDonald’s can be found in the Bloomberg profile. There’s a chart showing Chipotle’s much higher same-store sales growth from 2006 to the third-quarter of 2014:

To me, one of the key reasons behind Chipotle’s growth was its unique food culture. The company calls this “Food with Integrity.” Here’s how Chipotle described its food mantra in its IPO prospectus:

“Our focus has always been on using the kinds of higher-quality ingredients and cooking techniques used in high-end restaurants to make great food accessible at reasonable prices.

But our vision has evolved. While using a variety of fresh ingredients remains the foundation of our menu, we believe that “fresh is not enough, anymore.” Now we want to know where all of our ingredients come from, so that we can be sure they are as flavorful as possible while understanding the environmental and societal impact of our business. We call this idea “food with integrity,” and it guides how we run our business.”

This is how Chipotle discussed “Food with Integrity” in its annual report for 2015; the focus on serving tasty, fresh, sustainably-produced food still remained in 2015: 

“Serving high quality food while still charging reasonable prices is critical to our vision to change the way people think about and eat fast food. As part of our Food With Integrity philosophy, we believe that purchasing fresh ingredients is not enough, so we spend time on farms and in the field to understand where our food comes from and how it is raised. Because our menu is so focused, we can concentrate on the sources of each ingredient, and this has become a cornerstone of our continuous effort to improve our food.”

Another key contributor to Chipotle’s strong restaurant performance, in my opinion, is its Restaurateur program. The program, which started in 2005, is meant to improve employee-performance at each restaurant while providing excellent career prospects. Here’s a description of it from a 2014 Quartz article:

“During a busy lunch rush at a typical Chipotle restaurant, there are 20 steaks on the grill, and workers preparing massive batches of guacamole and seamlessly swapping out pans of ingredients. Compared to most fast-food chains, Chipotle favors human skill over rules, robots, and timers. Every employee can work in the kitchen and is expected to adjust the guacamole recipe if a crate of jalapeños is particularly hot.

So how did the Mexican-style food chain come to be like this while expanding massively since the 2000s?

In 2005, the US company underwent a transformation that would make its culture as distinct as its food. As more than 1,000 stores opened across the US, the company focused on creating a system where promoting managers from within would create a feedback loop of better, more motivated employees. That year, about 20% of the company’s managers had been promoted from within. Last year, nearly 86% of salaried managers and 96% of hourly managers were the result of internal promotions.

Fundamental to this transformation is something Chipotle calls the restaurateur program, which allows hourly crew members to become managers earning well over [US]$100,000 a year. Restaurateurs are chosen from the ranks of general managers for their skill at managing their restaurant and, especially, their staff. When selected, they get a one-time bonus and stock options. And after that they receive an extra [US]$10,000 each time they train a crew member to become a general manager.”

The Restaurateur program was the brainchild of Monty Moran. Moran joined Chipotle as COO (Chief Operating Officer) in March 2005 and became Co-CEO with Ells in January 2009. Moran stepped down from his position as Co-CEO in late 2016. 

Second portion of the story

2015 was a turning point for Chipotle. In the second half of the year, a food-safety crisis erupted. Around 500 people became ill from E.Coli, salmonella, and norovirus after eating at the company’s restaurants. This badly affected consumer confidence at Chipotle, which manifested in the sharp declines in the company’s same store sales growth and average restaurant sales in 2016. 

What were initially strengths – Chipotle’s food and people culture – ended up causing problems for the company. “Food with Integrity” meant that every restaurant used a lot of raw food ingredients and had to do a lot of food preparation within its own four walls; the company’s people culture involved measuring performance based on a restaurant’s throughput (or how fast it can take an order, make the order, and serve it). These two things combined meant that food safety could at times be compromised.

After the late-2015 food safety issue flared up, Ells and his team embarked on fixing the issues at the company. But they struggled, and 2016 became a painful year for Chipotle. Monty Moran left as Co-CEO in late December 2016; around a year later, Ells stepped down from his CEO position and assumed the role of executive chairman. Ells left Chipotle completely in March this year. Brian Niccol, who already had leadership experience at a fast food chain (Taco Bell), succeeded Ells as CEO in March 2018. 

When Niccol first came onboard, I remember being worried. I was concerned that he would dilute Chipotle’s food and people culture by introducing a more sterile way of doing business, such as the methods found in traditional fast food chains. But Niccol and his team have managed to retain what is special about Chipotle while improving the areas that needed fixing. 

In Chipotle’s latest annual report (for 2019), the company still placed an emphasis on “Food with Integrity”:

“Serving high quality food while still charging reasonable prices is critical to ensuring guests enjoy wholesome food at a great value. We respect our environment and insist on preparing, cooking, and serving nutritious food made from natural ingredients and animals that are raised or grown with care. We spend time on farms and in the field to understand where our food comes from and how it is raised. We concentrate on the sourcing of each ingredient, and this has become a cornerstone of our continuous effort to improve the food we serve. Our food is made from ingredients that everyone can both recognize and pronounce.

We’re all about simple, fresh food without the use of artificial colors or flavors typically found in fast food—just genuine real ingredients and their individual, delectable flavors.”    

The Restaurateur program still exists, but there is a more holistic framework at Chipotle for evaluating and improving employee performance compared to the past. 

Niccol and his team have also directed Chipotle to invest heavily in digital and other initiatives, such as: Digital/mobile ordering platforms; digital pick-up shelves; digital order pick-up drive-through lanes that are cutely named “Chipotlanes”; delivery and catering; and a rewards program. These investments have seen massive success. Here are some data points:

• In 2017 Chipotle started upgrading second-make lines in its restaurants to specifically handle digital and delivery orders, so as not to disrupt the company’s in-restaurant food preparation procedures; the company ended 2019 with nearly all restaurants having these upgraded second-make lines.
• 2019 also saw Chipotle complete the rollout of digital pick-up shelves across all its restaurants, and expand delivery capabilities to over 98% of its store base. 
• In 2018 digital and delivery sales grew by 43% and accounted for 10.9% of Chipotle’s overall revenue; in 2019, digital and delivery sales surged by 90% and accounted for 18.0% of total revenue; in the first quarter of 2020, digital and delivery sales were up 81% and were 26.3% of total revenue; digital and delivery sales were in the “high 60s” percentage range of total revenue for the month of April so far.
• Chipotle introduced a rewards program in March 2019 that kicked off with 3 million members. At end-2019, there were 8.5 million members; in the first quarter of 2020, the member count has jumped to 11.5 million.
• Chipotle enjoyed a strong uptick in same store sales growth and average restaurant sales in 2019; in the first two months of 2020, same store sales growth was a sensational 14.4%. 

The work isn’t done. Chipotle’s restaurant-level operating margin was 20.5% in 2019, up from 18.7% in 2018 but a far cry from the high-20s range the company was famous for prior to its late-2015 food safety issue. But in all, I give Niccol an A-plus for his time at Chipotle so far. He has only been at the company for a relatively short while, but the transformation has been impressive.

4. Revenue streams that are recurring in nature, either through contracts or customer-behaviour

I think it’s sensible to conclude that restaurant companies such as Chipotle enjoy recurring revenues simply due to the nature of their business: Customers keep coming back to buy food. 

5. A proven ability to grow

The table below shows Chipotle’s important financials from 2005 to 2019:

A few key points about Chipotle’s financials:

• Revenue compounded at an impressive rate of 21.8% from 2005 to 2015. Net profit stepped up at an even faster pace of 28.9% per year over the same period. Operating cash flow was consistently positively from 2005 to 2015 and compounded at a similarly strong annual rate of 24.3%. Free cash flow was positive in every year from 2006 to 2015, and became strong from 2008 onwards. 
• 2016 was a year where Chipotle reset its business after it suffered from food safety issues, as mentioned earlier. Some of the 2019 numbers for Chipotle are still lower than in 2015. But it’s worth noting that net profit, operating cash flow, and free cash flow compounded at 40.9%, 24.1%, and 24.2%, respectively, from 2017 to  2019. It’s also a positive, in my eyes, that Chipotle managed to produce solidly positive operating cash flow and free cash flow in 2016, at the height of its struggles with the food safety problems. 
• Chipotle’s balance sheet was rock-solid for the entire time period I’m looking at, with debt being zero all the way. This is made even more impressive when I consider the fact that the company had expanded its restaurant count significantly from 2005 to 2019 (see table below). I salute a restaurant company when it is able to grow without taking on any debt.
• Dilution has not happened at Chipotle, since its diluted shares outstanding has actually declined from 2006 to 2019. 

In the first quarter of 2020, Chipotle’s business encountered some speed bumps through no fault of its own. The US has been hit hard by the ongoing pandemic, COVID-19, with most states in the country currently in some form of lockdown. The lockdowns have understandably affected Chipotle’s business, but the company is handling the crisis well, even though there will be pain in the coming quarters. Here are some data I picked up from the company’s latest earnings update and earnings conference call (I had already discussed some of them earlier in this article):

• Revenue increased 7.8% year-on-year to US$1.4 billion in the first quarter of 2020.
• The balance sheet remains robust with zero debt and US$881.3 million in cash and investments as of 31 March 2020.
• Chipotle was still profitable in the first quarter of 2020, with profit of US$76.4 million, down 13.3% year-on-year.
• Operating cash flow for the first quarter of 2020 was unchanged from a year ago at US$182.1 million; free cash flow was down 12% to US$104.4 million.
• Same store sales in the first two months of 2020 were up 14.4%. In March, it was down by 16%, with the week ending March 29 being the worst with a decline of 35%. April’s same store sales for the most recent week was in the “negative high-teens range.”
• Digital and delivery sales were up 103% year-on-year in March to account for 37.6% of Chipotle’s total revenue; in April, digital and delivery sales were nearly 70% of total revenue. Digital sales have traditionally been stickier for Chipotle. 
• The company is continuing to reward its employees: (1) Employees who were willing and able to work between 16 March and 10 May were given a 10% increase in hourly rates; (2) a discretionary bonus of nearly US$7 million for the first quarter of 2020 was given to field leaders, general managers, apprentices, and eligible hourly employees; (3) US$2 million in assistance bonuses have been made available for general managers and their apprentices for their services in April; and (4) Emergency lead benefits were expanded to accommodate those directly affected by COVID-19.
• Chipotle is continuing to develop new restaurant units (although there are construction-related delays) and the availability of sites have increased as other businesses have pulled back spending.
• Chipotle’s rewards program has increased from 8.5 million members at end-2019 to 11.5 million in the first quarter of 2020; daily signups to the rewards program have also spiked by nearly four fold in the last month.
• In the first quarter of 2020, Chipotle opened 19 restaurants, of which 11 have a Chipotlane, the company’s digital-order pick-up drive-through lane. Even before COVID-19 struck, stores with Chipotlanes had opening sales that were 5% to 10% higher than those without Chipotlanes; now, the outperformance has reached over 30%. What’s more, stores with Chipotlanes have a digital mix of nearly 80%; the mix of “higher margin order-ahead and pick-up transactions has more than doubled” for Chipotlane restaurants compared to pre-COVID times. As a result of the continued strong performance at restaurants with a Chipotlane, and lesser competition for new sites, restaurants with a Chipotlane will comprise an even greater proportion of Chipotle’s future restaurant openings.
• Assuming a same store sales decline of 30% to 35%, Chipotle’s balance sheet can sustain the company for “well over a year.” It’s worth noting that Chipotle’s same store sales has increased to the negative high-teens range in April. The company still has room to make additional adjustments to reduce expenses if the recovery from COVID-19 takes longer than expected.

6. A high likelihood of generating a strong and growing stream of free cash flow in the future

There are two reasons why I think Chipotle excels in this criterion.

Firstly, the restaurant operator has done very well in producing free cash flow from its business for a long time. It even managed to produce a solid stream of free cash flow in 2016, when it was mired in its food safety crisis.

Secondly, there’s still tremendous room to grow for Chipotle. Yes, there’s plenty of short-term uncertainty now because of the COVID-19 pandemic. But when it clears, customers should still continue to flock to the company’s restaurants. Chipotle is nowhere near saturation point when it comes to its restaurant-count, and the US restaurant market is significantly larger than the company’s revenue. I want to repeat that digital sales have traditionally been sticky for Chipotle. So the current surge in digital sales for the company during this COVID-19 period could become a strong foundation for Chipotle’s future growth when the pandemic eventually clears.

Valuation

I like to keep things simple in the valuation process. In the case of Chipotle, I think the price-to-free cash flow (P/FCF) ratio is an appropriate measure for its value. The company operates restaurants, which is a cash-generative business, and it has been adept at producing free cash flow over time.

On a trailing basis, Chipotle has a trailing P/FCF ratio of around 67 at a share price of US$882. There’s no way to sugar-coat this, but Chipotle’s P/FCF ratio is high. The chart below shows Chipotle’s historical P/FCF ratio over the past 10 years:

We can see that Chipotle’s current P/FCF ratio is also high when compared to history. The next few quarters will be a massive test for the company. But Chipotle is well-positioned to survive the COVID-19 crisis as I discussed earlier. It is also putting in place the building blocks for future growth – such as well-designed drive-through lanes and digital/mobile ordering platforms – once the ongoing health crisis becomes a memory. So I’m still comfortable staying invested with Chipotle despite the seemingly high P/FCF ratio, which should become even higher over the next few quarters as the company’s free cash flow falls, temporarily. 

The risks involved

The biggest risk confronting Chipotle at the moment has to be the economic slowdown and restrictions on human movement in the US that have appeared because of COVID-19. But I also discussed earlier in this article how Chipotle is faring relatively well during the pandemic. Nonetheless, I’m still keeping an eye on things here. 

Another big risk affecting Chipotle is food safety. Chipotle was well on its way to recovering from its food safety issue that flared up in late 2015 before COVID-19 struck. The company has dramatically improved its food safety measures compared to in 2015, but I don’t think it’s possible to completely eliminate the chances of food safety problems appearing again in the future. If Chipotle is unfortunate to have to deal with another food safety problem during this ongoing COVID-19 pandemic, its reputation with consumers could be dealt a crippling blow.

The last big risk I’m watching are changes to Chipotle’s food and people culture. CEO Brian Niccol has done a great job in improving Chipotle’s business operations while retaining the things that make Chipotle special. But if Chipotle’s food and people culture were to change in the future, I will be watching the developments. I think that Chipotle’s food and people culture have been tremendous drivers of the company’s growth, so I want to keep track of changes in these areas.

My conclusion

Chipotle’s a fast-casual restaurant company with a unique people and food culture. From its founding in 1993 to 2015, it managed to grow tremendously under the watch of founder Steve Ells – and it grew without using debt, which is a mightily impressive feat. Food safety issues erupted in late 2015, which caused setbacks for Chipotle. But new CEO Brian Niccol came in and made significant positive changes at the company. Chipotle was well on its way to recovery when COVID-19 struck. Thankfully, the changes that Niccol has implemented, such as the digital investments, have served Chipotle well. The company looks well positioned to survive the current COVID-19 crisis, and changes to consumer behaviour in the current environment also appear to be building a solid foundation for Chipotle’s future growth when the crisis ends. 

There are risks to note of course. A prolonged recovery from COVID-19 could hurt Chipotle’s business near-permanently. The occurrence of another food safety issue during COVID-19 will also be disastrous for the company. But after weighing the pros and cons, I’m happy to continue owning Chipotle shares. 

And now it’s time for me to find some delivery or takeaway for great Mexican fare for lunch…

Disclaimer: The Good Investors is the personal investing blog of two simple guys who are passionate about educating Singaporeans about stock market investing. By using this Site, you specifically agree that none of the information provided constitutes financial, investment, or other professional advice. It is only intended to provide education. Speak with a professional before making important decisions about your money, your professional life, or even your personal life.

With a recession looming, it is no surprise that bank stocks in Singapore have been massively sold down. Besides the COVID-19 pandemic halting businesses around the globe, lower interest rates and the plunge in oil prices could also hurt banks.

Despite this, I think the three major banks in Singapore are more than able to weather the storm. Here’s why.

Well capitalised

First of all, DBS Group Holdings (SGX: D05), Oversea-Chinese Banking Corp (SGX: O39) and United Overseas Bank (SGX: U11) are each very well capitalised.

A good metric to gauge this is the Common Equity Tier-1 ratio (CET-1 ratio). This measures a bank’s Tier-1 capital – which consists of common equity, disclosed reserves, and non-redeemable preferred stock – against its risk-weighted assets (i.e. its loan book). The higher the CET-1 ratio, the better the financial position the bank is in. In Singapore, banks are required to maintain a CET-1 ratio of at least 6.5%.

As of 31 December 2019, DBS, OCBC, and UOB had CET-1 ratios of 14.1%, 14.9%, and 14.3% respectively. All three banks had CET-1 ratios that were more than double the regulatory requirement in Singapore.

This suggests that each bank has the financial strength to ride out the ongoing stresses in Singapore and the global economy. In a recent interview with Euromoney, DBS CEO Piyush Gupta “noted that years of Basel reforms have left banks with ‘enormous capital reserves’ and a clear protocol: to dip first into buffers, then counter-cyclical buffers and finally into capital reserves.”

Diversified loan book

The trio of banks also have well-diversified loan portfolios.

For instance, the chart below shows DBS’s gross loans and advances to customers based on MAS industry code.

From the chart, we can see that building and construction and housing loans make up the bulk of the loan book. While the 22% exposure to building and construction could be seen as risky, I think it is still manageable considering that the loan portfolio is well-spread across the other industries.

Similarly, UOB’s and OCBC’s largest exposure was to the building and construction sector at around 25% and 24% of their total loan portfolio respectively. Though there is an element of risk, the loan portfolios at the three banks are sufficiently diversified in my opinion.

Will Singapore banks cut their dividend?

I think the big question on investors’ minds is whether the trio of banks will cut their dividend. We’ve seen some banks around the globe slash their dividends amid the crisis to shore up their balance sheet. Regulatory bodies in some other countries have even stepped in to prevent some banks from paying a dividend in order to ensure that the banks have sufficient capital to ride out the current slump.

However, based on what DBS’s CEO said in the interview with Euromoney, it seems unlikely that DBS will cut its dividend in the coming quarters. The bank is sufficiently capitalised and can continue to pay its regular dividend without stretching its balance sheet. Gupta elaborated:

“If there is a multi-year problem… banks will likely get to the point where they can’t pay dividends. But promising now to not pay them is, to me, illogical.”

I think besides DBS, both UOB and OCBC also have sufficient capital to keep dishing out their dividends too. Both have high CET-1 ratios, as I mentioned earlier, and similar dividend payout ratios to DBS. 

Final thoughts

Banks in Singapore are going to be hit hard by COVID-19. There’s no sugarcoating that.

We have seen banks in the US increase their allowances for non-performing loans in the first quarter of 2020 and they expect to do so again in the coming quarters. If the US banks are anything to go by, we can expect a similar situation in Singapore, with bank earnings being slashed.

However, all three major local banks still have strong balance sheets and diversified loan portfolios. So, despite the near-term headwinds, I think that the three banks will ultimately be able to ride out the recession.

Disclaimer: The Good Investors is the personal investing blog of two simple guys who are passionate about educating Singaporeans about stock market investing. By using this Site, you specifically agree that none of the information provided constitutes financial, investment, or other professional advice. It is only intended to provide education. Speak with a professional before making important decisions about your money, your professional life, or even your personal life.

Veeva Systems (NYSE: VEEV) is one of the 50-plus companies that’s in my family’s portfolio. I first bought Veeva shares for the portfolio in November 2017 at a price of US$61 and subsequently made three more purchases (in September 2018 at US$100, in November 2018 at US$98, and in June 2019 at US$165). I’ve not sold any of the shares I’ve bought. 

The purchases have mostly worked out well for my family’s portfolio, with Veeva’s share price being around US$181 now. But it is always important to think about how a company’s business will evolve going forward. What follows is my thesis for why I still continue to invest in Veeva shares.

Company description

The process to develop medical devices and drugs is highly complex and time consuming for the life sciences industry, which includes pharmaceutical, biotechnology, and medical device companies. For instance, clinical studies for drug development can take anywhere from six months to several years. Proper documentation is also necessary all the way from drug development to commercialisation and there are easily hundreds if not thousands of documents involved. Veeva provides cloud-based software to help pharma, biotech, and medical device companies better handle all that complexity. 

Here’s a graphic from Veeva showing all the software products it has that support the commercial and research & development (R&D) activities of the life sciences industry:

There are a lot of software products that Veeva has, but the company groups them into three categories:

• Veeva Commercial Cloud: It supports a life sciences company’s sales & marketing activities. Some of the products within Veeva Commercial Cloud include a commercial data warehouse, customer relationship management (CRM) apps, data management apps, and key opinion leader data.
• Veeva Vault: It houses software that helps life sciences companies to manage content and data from R&D through to commercialisation.    
• Veeva Data Cloud: A new service introduced in March 2020 that is scheduled for launch in December 2020. Veeva Data Cloud is a patient and prescriber data service and will initially focus on patient and prescriber data solutions for the US specialty drugs distribution market. Veeva Data Cloud will be built on existing technology from Crossix, a privacy-safe patient data and analytics company that Veeva acquired in late 2019.

In FY2020 (fiscal year ended 31 January 2020), 49% of Veeva’s total revenue of US$1.1 billion came from Veeva Commercial Cloud while the remaining 51% came from Veeva Vault. The table below gives an overview of the geographical breakdown of Veeva’s revenue in FY2020:

At the end of FY2020, Veeva had 861 customers in total. These customers range from the largest pharma and biotech companies in the world (such as Bayer, Eli Lilly, Novartis, and more) to small players in the same space (such as Alkermes, Ironwood Pharmaceuticals, and more). 

In recent years, Veeva has started selling content and data management software services to companies outside of the life sciences industries. Veeva is targeting three regulated industries: Consumer goods, chemicals, and cosmetics. I don’t have data on the exact split for Veeva in terms of revenue from life sciences and outside life sciences. But the lion’s share of the company’s revenue is still derived from the life sciences industry. 

Investment thesis

I had previously laid out my six-criteria investment framework in The Good Investors. I will use the same framework to describe my investment thesis for Veeva.

1. Revenues that are small in relation to a large and/or growing market, or revenues that are large in a fast-growing market

The total market opportunity for Veeva is currently over US$10 billion, which is around 10 times the company’s current revenue of US$1.1 billion in the last 12 months. The chart below shows the breakdown of Veeva’s market opportunity:

I also think it’s likely that Veeva’s market opportunity will grow over time. In Veeva’s September 2016 Investor Day presentation, management shared the charts below, which illustrate the company’s market opportunity back then. Management showed that Veeva’s market had expanded from US$5 billion in September 2015 to US$6 billion in September 2016 because of software innovation at the company. (More on Veeva’s innovation later!)

2. A strong balance sheet with minimal or a reasonable amount of debt

As of 31 January 2020, Veeva held zero debt and US$1.1 billion in cash and short-term investments. That’s a rock solid balance sheet.

For the sake of conservatism, I also note that Veeva had US$54.8 million in lease liabilities. But that’s a tiny sum compared to the cash and short-term investments that the company had on hand.

3. A management team with integrity, capability, and an innovative mindset

On integrity

Leading Veeva as CEO is Peter Gassner, 55. Gassner is a co-founder of the company, and has served as Veeva’s CEO since the company’s founding in 2007. From 1995 to 2003, he was Chief Architect and General Manager at PeopleSoft. And from 2003 to 2005, Gassner was Senior Vice President of Technology at salesforce.com, one of the pioneering software-as-a-service companies. In my view, the relatively young age of Gassner, his years of experience in leadership roles in other tech companies, and his long tenure with Veeva, are positives.

The other important leaders in Veeva, most of whom have multi-year tenures and relatively young ages (both are good things in my eyes), include: 

Veeva’s compensation structure for management makes me think that my interests as a shareholder of the company are well-aligned with management’s. Here are the key points:

• From Veeva’s IPO in October 2013 to FY2019, the company (1) was paying its key leaders cash compensation that were below market rates; (2) never offered any short-term cash-incentives to management; and (3) placed heavy emphasis on long-term stock awards, in the form of stock options and restricted stock units that vest over multiple years.
• In FY2019, all of the aforementioned leaders of Veeva were paid the same base salary of US$322,917, and nothing else – they were not given any equity awards. Management instead derived more compensation from vesting of stock awards that were given in previous years. The base salaries paid in FY2019 to Veeva’s management are rounding errors when compared with the company’s profit and free cash flow of US$230 million and US$301 million, respectively, for the same year.
• Gassner’s base salary also increased by only 0.7% in FY2018 and 7.6% in FY2019 despite much faster growth in Veeva’s business in both years (I will be sharing a table of Veeva’s financials later).
• In FY2018, Gassner was given US$87.8 million in stock options, which started vesting in February 2020 and will only finish vesting in February 2025, provided that Gassner continues to serve as CEO.
• A new compensation structure was implemented in March 2019 for Veeva’s management. There are positives and a negative with the changes, though I think the pros outweigh the con. The positives: (1) The base salary is going to be US$325,000; and (2) there will be long-term equity incentives (in the form of stock options) that will form the lion’s share of each leader’s annual compensation and that vest over four years. The negative: There will now be a short-term incentive program made up of restricted stock awards that will vest over one year.  

I also note that Gassner controlled 16.0 million Veeva shares as of 31 March 2019. These shares are worth around US$2.9 billion at the moment. This high stake lends further weight to my view that Veeva’s key leaders are in the same boat as me. 

I want to highlight too that Gassner’s shares are all of the Class B type. Veeva has two share classes: (1) Class B, which are not traded and hold 10 votes per share; and (2) Class A, which are publicly traded and hold 1 vote per share. As a result of holding Veeva Class B shares, Gassner alone held 46.1% of the company’s voting power as of 31 March 2019. In fact, all of Veeva’s senior leaders and directors combined controlled 57.6% of Veeva’s voting rights (this percentage dipped only slightly to 53.2% as of 31 January 2020). This concentration of Veeva’s voting power in the hands of management (in particular Gassner) means that I need to be comfortable with the company’s current leadership. I am.

On capability 

Over the years, Veeva’s management has done a great job in growing the company’s customer count (up 31.7% per year from 95 in FY2012 to 861 in FY2020). This is illustrated in the table below:

But there’s more. Management has also been adept at driving more spending over time from the company’s customer base. This can be seen in Veeva’s strong subscription services revenue retention rate. It essentially measures the change in subscription revenue from all of Veeva’s customers a year ago compared to today; it includes the positive effects of upsells as well as the negative effects from customers who leave or downgrade. Anything more than 100% indicates that Veeva’s customers, as a group, are spending more. The table below shows Veeva’s subscription services revenue retention rate over the past few years. There has been a noticeable downward trend in the metric, but the figure of 121% in FY2020 is still remarkable.

Impressively, Veeva has produced subscription services revenue retention rates of significantly more than 100% for many years because the company has succeeded at (1) getting its customers to adopt more products over time, and/or (2) winning more users at a customer for the same product; the strong subscription services revenue retention rates did not come from Veeva raising prices for its software solutions.

For another perspective, we can look at the growth in the average number of products that a Veeva Commercial Cloud and Veeva Vault customer is using:

But there is a key area where Veeva’s management falls short: The company’s culture. Veeva has a 3.3-star rating on Glassdoor, and only 57% of reviewers will recommend the company to friends. Gassner has an approval rating as CEO of only 74%. Veeva has managed to post impressive business results despite its relatively poor culture, but I’m keeping an eye on things here. 

On innovation

Peter Gassner co-founded Veeva in 2007 with the view that “industry-specific cloud solutions could best address the operating challenges and regulatory requirements of life sciences companies.” He saw the market opportunity and grasped it with both arms, leading Veeva to become the first company to introduce a cloud-based CRM app – Veeva CRM – that caters to the global life sciences industry. It was not an easy ride for Gassner. Here’s a comment he gave in a 2017 interview with TechCrunch:

“Starting Veeva, I had the idea or vision you could make very industry-specific software in the cloud and it would be bigger than anyone would have thought. In 2007, [most] people thought that was incorrect.”

To me, the founding stories of Veeva are a great sign of an innovative management team.

Over time, Gassner and his team have also continued to lead successful product-innovation at Veeva. There are three examples I want to point to.

First, Veeva Vault was introduced in 2011, and has grown rapidly from around 5% of Veeva’s revenue in FY2014 to 51% of total revenue in FY2020. 

Second, Veeva has been relentless in creating new products. Here’s a chart showing the growth in the number of applications within Veeva Vault from 2011 to 2016:

Third, the company is now selling content and data management cloud-based software to regulated industries outside of life sciences, as mentioned earlier. It’s early days for this recent foray, but the signs are promising. Here’s a comment from Gassner in Veeva’s FY2020 fourth-quarter earnings conference call:

“Outside life sciences for CPG [consumer packaged goods], chemicals and cosmetics, we had a number of expansions and added some big wins with new companies, including a top 10 CPG company, who will adopt QualityOne, and a top 10 cosmetics company to standardizing on RegulatoryOne. In reflecting on the year for this business and looking ahead, we set the right course in the Veeva Way. We kept our focus on customer success and doing the right things for our early adopters, which is helping establish Veeva as a trusted provider in these new industries.”

I also want to point out the presence of Gordon Ritter as Veeva’s Chairman. Ritter is a founder of Emergence Capital, a venture capital firm that is one of the earliest backers of salesforce.com (Ritter was a driving force behind Emergence Capital’s decision to invest in salesforce.com). Emergence Capital is also one of the early investors in Veeva. Having Ritter as a director allows Veeva’s management to tap on a valuable source of knowledge. Ritter has been a director of Veeva since 2008 and he controlled nearly 3 million Veeva shares as of 31 March 2019, a stake that’s worth around US$485 million right now.

4. Revenue streams that are recurring in nature, either through contracts or customer-behaviour

Veeva generates the lion’s share of its revenue through subscriptions to its software services, which are recurring in nature. In FY2020, 81% of Veeva’s total revenue of US$1.1 billion came from subscriptions. The majority of the company’s subscriptions with customers are for a term of 1 year. The remaining 19% of Veeva’s revenue in FY2020 was from professional services, where the company earns fees from helping its customers implement and optimise the use of its software suite.

There’s some form of customer concentration in Veeva – 36% of its revenue in FY2020 came from its top 10 customers. That’s a risk. But I’m comforted by the high likelihood that Veeva’s software services are mission-critical in nature for the company’s customers. 

For instance, the distribution of marketing and promotional material for the life sciences industry is highly regulated. This is where Veeva CRM can help through one of its applications, which enables the management, delivery, and tracking of emails from life sciences sales representatives to healthcare professionals, while maintaining regulatory compliance. In another example, the US FDA (Food & Drug Administration) requires life sciences companies to maintain full audit trails for the handling of electronic records; in fact, changes in data cannot overwrite previous records. Veeva Vault’s suite of apps helps life sciences companies meet the strict regulatory requirements for documentation.

5. A proven ability to grow

The table below shows Veeva’s important financial figures from FY2011 to FY2020. I like what I’m seeing:

A few key points about Veeva’s financials:

• Revenue has compounded impressively at 49.8% per year from FY2011 to FY2020. The rate of growth has slowed in recent years, but was still really strong at 28.7% from FY2015 to FY2020, and at 28.1% in FY2020.
• Net profit has surged tremendously since FY2011. Growth from FY2015 to FY2020 has been excellent at 49.6%; in FY2020, profit was up by a solid 31.0% too.
• Operating cash flow has consistently been positive for the timeframe I’m looking at, and has also increased significantly over time. The growth rate for operating cash flow from FY2015 to FY2020 was impressive, at 45.3% annually; in FY2020, operating cash flow climbed 40.7%. 
• Free cash flow has also (1) been consistently positive for the time period I’m studying, and (2) stepped up strongly. Veeva’s free cash flow was up by 60.5% per year from FY2015 to FY2020, and was up by 43.9% in FY2020 – these are eye-catching numbers. 
• The company’s balance sheet remained robust throughout the timeframe under study, with zero debt the entire way.
• At first glance, Veeva’s diluted share count appeared to increase sharply by 111.4% from FY2014 to FY2015. (I only started counting from FY2014 since Veeva was listed in October 2013, which is in the second half of FY2014.) But the number I’m using is the weighted average diluted share count. Right after Veeva got listed, it had a share count of around 122 million. Moreover, Veeva’s weighted average diluted share count showed a negligible growth rate of just 1.9% per year from FY2015 to FY2020.

6. A high likelihood of generating a strong and growing stream of free cash flow in the future

There are two reasons why I think Veeva excels in this criterion. 

First, the company has done very well in producing free cash flow from its business for a long time. Its free cash flow margin (free cash flow as a percentage of revenue) has also increased steadily from an already strong level of 18.5% in the year of its IPO. In FY2020, Veeva’s free cash flow margin was an incredible 39.2%. As a cloud-based software company, I don’t see any reason why Veeva cannot maintain a fat free cash flow margin in the future.

Second, there’s still plenty of room to grow for Veeva. Over time, I expect Veeva to significantly increase both its customer count and the average number of products used per customer. These assumptions mean that Veeva should see robust growth in revenue in the years ahead. If the free cash flow margin stays fat – and I don’t see any reason why it shouldn’t, as I mentioned earlier – that will mean even more free cash flow for Veeva in the future. 

Valuation

I like to keep things simple in the valuation process. In Veeva’s case, I think the price-to-free cash flow (P/FCF) ratio is an appropriate metric to value the company. That’s because the SaaS company has a strong history of producing positive and growing free cash flow. 

Veeva carries a trailing P/FCF ratio of around 66 at a share price of US$181. That’s a pretty darn high valuation at first glance. But as the chart below shows, Veeva’s P/FCF ratio has been much higher in the past. Moreover, the P/FCF ratio has averaged at 54 since the company’s listing, according to Ycharts, and that is not too far from where it is now.

In addition, there are strong positives in Veeva’s favour too. The company has: (1) Revenue that is low compared to a large and possibly fast-growing market; (2) a software product that is mission-critical for users; (3) a large and rapidly expanding customer base; and (4) sticky customers who have been willing to significantly increase their spending with the company over time. I believe that with these traits, there’s a high chance that Veeva will continue posting excellent revenue growth – and in turn, excellent free cash flow growth – in time to come. 

The risks involved

I see seven big risks with Veeva. In no particular order…

First, I think there’s key-man risk with the company. Peter Gassner – and his co-founder Matt Wallach – were the ones with the vision. And over time, I think Gassner has been instrumental in leading Veeva to success. Wallach relinquished an active management role at the company in 2019. Should Gassner leave for any reason, I will be concerned.

Second, there’s customer-concentration, as I already mentioned.

Veeva’s relationship with salesforce.com is the third risk I’m watching. The two companies have a long-standing contract that ends on 1 September 2025. Based on the agreement, salesforce.com provides hosting infrastructure and data centers for portions of Veeva’s CRM applications. There is also a non-compete arrangement, where salesforce.com will not compete directly with Veeva’s CRM applications within the pharma or biotech industry. In return, Veeva has to pay salesforce.com a fee of at least US$500 million by the end of the contract. This agreement is important as parts of Veeva Commercial Cloud are built on salesforce.com’s Salesforce1 platform. (Veeva Vault is built on Veeva’s own proprietary platform.) 

Based on the change in language used in Veeva’s annual reports for FY2020, FY2019, and FY2018 to describe Veeva’s partnership with saleforce.com, there appears to be a deterioration in the two companies’ relationship in recent years. I’m watching what happens if and when Veeva’s contract with salesforce.com is terminated. Veeva has already clocked 13 years of experience in providing CRM software that is focused on the life sciences industry. This gives me confidence that Veeva will be able to stand on its own even if salesforce.com pulls the plug on the existing CRM-partnership. But only time will tell.

The fourth risk I have an eye on relates to legal wrangles between Veeva and IQVIA. Veeva named IQVIA as its most significant competitor in the CRM software market for the life sciences industry in its FY2020 annual report. It’s worth noting that IQVIA’s CRM software is also built on the Salesforce1 Platform. IQVIA competes against certain applications within Veeva Vault too. For some background, here are excerpts from a February 2020 announcement by Veeva: 

“Veeva Systems (NYSE: VEEV) today announced it is gaining widespread customer support for its antitrust lawsuit against IQVIA (NYSE: IQV). Six of the largest global pharmaceutical companies were among more than 70 depositions gathered as part of the fact discovery phase of the case. As its initial lawsuit successfully advances, Veeva filed a motion this week to expand its legal action to include additional Veeva software applications that IQVIA is excluding customers from using with IQVIA data…

…IQVIA has a long history of abusing its monopoly position to limit customers and competition. Since 2014, IQVIA has prevented companies from using OneKey reference data with Veeva’s master data management software, Veeva Network Customer Master. Over the past two years, IQVIA also began restricting the use of all IQVIA data with Veeva Nitro, a next-generation commercial data warehouse, Veeva Andi, an artificial intelligence (AI) application, and other Veeva software applications.

After three years of trying to work with IQVIA in good faith toward a resolution regarding Veeva’s master data management software to no avail, Veeva filed its first antitrust lawsuit in 2017 to end IQVIA’s long history of anti-competitive behavior. IQVIA’s motion to dismiss that case failed and fact discovery is now substantially complete. Trial is expected to take place in late 2021.”

Despite IQVIA’s fiercely anti-competitive behaviour in the past few years, Veeva has still managed to grow its business significantly. Veeva’s management commented in the company’s recent FY2020 fourth-quarter earnings conference call:

“IQVIA is our primary competitor, as you know, there’s certainly regional competitors that we have, but they’re the ones that are primary in terms of global kind of scope there. IQVIA has continued to be aggressive in terms of how they approach the market in of pricing and bundling. Some of their projects have been a bit more services oriented, instead of standard product. And I think over the short-term that sort of thing could work out. I think over the long-term custom projects are not great.

From Veeva’s perspective, we had really great success last year. I’m really proud of what we’ve accomplished. Peter highlighted that we had 63 net new CRM customers, compared with the year before, where it was 46. So we’ve grown and we’ve actually expanded our share last year. And of those wins, most of them came — most of them were head to head with IQVIA, and many of them were IQVIA replacements. So I’m really proud of what we’ve accomplished. That’s the results. The results, I think, speak for themselves in terms of what we’re doing, where — we think our strategy is the right one, which is focus on product innovation and focus on customer success. So we’re innovating within core CRM in many different ways.”

It’s hard to predict the result of the legal battle between the two companies. But even if IQVIA wins, my bet is that Veeva will still be able to continue growing, since Veeva was able to grow even though IQVIA had already been behaving aggressively for some time. Again, only time will tell.

The fifth important risk I’m seeing relates to competition in general. As Veeva expands, it’s likely that Veeva Commercial Cloud and Veeva Vault could increasingly butt heads with services from tech giants such as Oracle, Microsoft, and Amazon. These companies have substantially stronger financial might than Veeva.

Veeva’s high valuation is the sixth risk. The high valuation adds pressure on the company to continue executing well; any missteps could result in a painful fall in its stock price. This is a risk I’m comfortable taking.

Lastly, I’m watching potential impacts to Veeva’s growth from COVID-19. The outbreak of the respiratory virus has resulted in severe negative impacts to the global economy because of measures to fight the disease, such as the closing of businesses and the restriction of human movement. I think that the mission-critical nature of Veeva’s service means that its business is less likely to be harmed significantly by any coronavirus-driven recession. But there could be headwinds.    

The Good Investors’ conclusion

In summary, Veeva has:

1. A valuable cloud-based CRM and content and data management software platform that is mission-critical for companies in the life sciences industry;
2. High levels of recurring revenue;
3. Outstanding revenue growth rates;
4. Positive and growing operating cash flow and free cash flow, and fat free cash flow margins;
5. A large, mostly untapped addressable market that could potentially grow in the years ahead;
6. An impressive track record of winning customers and increasing their spending; and
7. Capable and innovative leaders who are in the same boat as the company’s other shareholders

Veeva does have a rich valuation, so I’m taking on valuation risk. There are also other risks to note, such as the company’s complicated relationship with salesforce.com, and its legal battles with IQVIA. COVID-19 could also place a dampener on Veeva’s growth. But after weighing the pros and cons, I’m happy to continue having Veeva be in my family’s investment portfolio.

Disclaimer: The Good Investors is the personal investing blog of two simple guys who are passionate about educating Singaporeans about stock market investing. By using this Site, you specifically agree that none of the information provided constitutes financial, investment, or other professional advice. It is only intended to provide education. Speak with a professional before making important decisions about your money, your professional life, or even your personal life.

Okta (NASDAQ: OKTA) is one of the 50-plus companies that’s in my family’s portfolio. I first bought Okta shares for the portfolio in March 2019 at a price of US$79. I’ve not sold any of the shares I’ve bought. 

The purchase has worked out well for my family’s portfolio, with Okta’s share price being around US$128 now. But we’ve only owned the company’s shares for slightly more than a year, and it is always important to think about how the company’s business will evolve going forward. What follows is my thesis for why I still continue to invest in Okta shares.

Company description

Okta’s vision is to enable any organisation to use any technology. To fulfill its vision, Okta provides the Okta Identity Cloud software platform where all its products live. Okta’s cloud-based software products help other companies manage and secure access to applications for their employees, contractors, partners, and customers.

The internal use-cases, where Okta’s solutions are used by organisations to manage and secure software-access among their employees, contractors, and partners, are referred to as workforce identity by Okta. An example of a workforce identity customer is 20th Century Fox. The external-facing use cases are known as customer identity, and it is where Okta’s solutions are used by its customers to manage and secure the identities and service/product access of their customers. Adobe is one of the many customers of Okta’s customer identity platform.

There’s a rough 80:20 split in Okta’s revenue between the workforce identity and customer identity solutions.

At the end of FY2020 (fiscal year ended 31 January 2020), Okta had more than 7,950 customers. These customers come from nearly every industry and range from small organisations with less than 100 employees to the largest companies in the world.

For a geographical perspective, Okta sourced 84% of its revenue in FY2020 from the US. 

Investment thesis

I had previously laid out my six-criteria investment framework in The Good Investors. I will use the same framework to describe my investment thesis for Okta.

1. Revenues that are small in relation to a large and/or growing market, or revenues that are large in a fast-growing market

Okta estimates that its market opportunity for workforce identity is U$30 billion today. This is up from US$18 billion around three years ago. The company arrived at its current workforce identity market size of US$30 billion in this way: “50,000 US businesses with more than 250 employees (per 2019 US.Bureau of Labor Statistics) multiplied by 12-month ARR [annual recurring revenue] assuming adoption of all our current products, which implies a market of [US]$15 billion domestically, then multiplied by two to account for international opportunity.”

For customer identity, Okta estimates the addressable market to be US$25 billion. Here’s Okta’s description of the method behind its estimate: “Based on 4.4 billion combined Facebook users and service employees worldwide multiplied by internal application usage and pricing assumptions.” I am taking Okta’s estimate of its customer identity market with a pinch of salt. But I’m still confident that the opportunity is huge, given the growth and size of the entire SaaS (software-as-a-service) market. A November 2019 forecast from market research firm Gartner sees global SaaS spending growing by 15% annually from US$$86 billion in 2018 to US$151 billion in 2022.

In FY2020, Okta’s revenue was just US$586.1 million, which barely scratches the surface of its total estimated market opportunity of US$55 billion. I also think it’s likely that Okta’s market is poised for growth. Based on Okta’s studies, the average number of apps that companies are using has increased by 52% from 58 in 2015 to 88 in 2019. Earlier this month, Okta’s co-founder and CEO, Todd McKinnon, was interviewed by Ben Thompson for the latter’s excellent tech newsletter, Stratechery. During the interview, McKinnon revealed that large companies (those with over 5,000 employees) typically use thousands of apps.

The high and growing level of app-usage among companies means it can be a massive pain for an organisation to manage software-access for its employees, contractors, partners, and customers. This pain-point is what Okta Identity Cloud is trying to address. By using Okta’s software, an organisation does not need to build custom identity management software –  software developers from the organisation can thus become more productive. The organisation would also be able to scale more efficiently.

2. A strong balance sheet with minimal or a reasonable amount of debt

As of 31 January 2020, Okta held US$1.4 billion in cash and short-term investments. This is significantly higher than the company’s total debt of US$937.7 million (all of which are convertible notes that are due in 2023 or 2025).

For the sake of conservatism, I also note that Okta had US$154.5 million in operating lease liabilities. But the company’s cash, short-term investments and long-term investments still comfortably outweigh the sum of its debt and operating lease liabilities (US$1.1 billion)

3. A management team with integrity, capability, and an innovative mindset

On integrity

Todd McKinnon cofounded Okta in 2009 with Frederic Kerrest. McKinnon, who’s 48 years old, has served as Okta’s CEO since the company’s founding. He has a strong pedigree in leading software companies, having been with salesforce.com from 2003 to 2009, and serving as its Head of Engineering prior to founding Okta. salesforce.com is one of the pioneering software-as-a-service companies. Kerrest, 43, is Okta’s COO (chief operating officer) and has been in the role since the year of the company’s founding. Kerrest is also a salesforce.com alumni; he joined in 2002 and stayed till 2007, serving as a senior executive. In my view, the young ages of McKinnon and Kerrest, as well as their long tenures with Okta, are positives.

The other important leaders in Okta include:

In FY2019, Okta’s senior leaders (McKinnon, Kerrest, Losch, Race, and Runyan) each received total compensation that ranged from US$2.3 million to US$5.1 million. These are reasonable sums. Furthermore, 72% to 88% of their total compensation was in the form of stock awards and stock options that vest over multi-year periods. This means that the compensation of Okta’s senior leaders are tied to the long run performance of the company’s stock price, which is in turn driven by the company’s business performance. So I think that my interests as a shareholder of Okta are well-aligned with the company’s management.

Moreover, both McKinnon and Kerrest own significant stakes in Okta. As of 1 April 2019, McKinnon and Kerrest controlled 7.98 million and 3.65 million shares of the company, respectively. These shares have a collective value of roughly US$1.5 billion right now. The high stakes that Okta’s two key leaders have lend further weight to my view that management’s interests are aligned with the company’s other shareholders.

I note that the shares held by McKinnon and Kerrest are mostly of the Class B variety. Okta has two stock classes: (1) Class B, which are not traded and hold 10 voting rights per share; and (2)  Class A, which are publicly traded and hold just 1 vote per share. McKinnon and Kerrest only controlled 10.1% of Okta’s total shares as of 1 April 2019, but they collectively held 50.7% of the company’s voting power. In fact, all of Okta’s senior leaders and directors together controlled 54.7% of Okta’s voting rights as of 1 April 2019 (this percentage dipped only slightly to 53.1% as of 31 January 2020). The concentration of Okta’s voting power in the hands of management (in particular McKinnon and Kerrest) means that I need to be comfortable with the company’s current leadership. I am.

On capability

From FY2015 to FY2020, Okta has seen its number of customers increase six-fold (43% per year) from 1,320 to 7,950. So the first thing I note is that Okta’s management has a terrific track record of growing its customer count.

To win customers, Okta currently offers over 6,500 integrations with IT (information technology) infrastructure providers, and cloud, mobile, and web apps. This is up from over 5,000 integrations as of 31 January 2017. The companies that are part of Okta’s integration network include services from tech giants such as Microsoft, Alphabet, Amazon.com, salesforce.com and more. Impressively, software providers are increasingly being told by their customers that they have to be integrated with Okta before the software can be accepted. 

In my view, the integration also creates a potentially powerful network effect where more integration on Okta’s network leads to more customers, and more customers leads to even more integration. During the aforementioned Stratechery interview, McKinnon shared about the competitive edge that Okta enjoys because of its efforts in integrating thousands of apps: 

“[Question]: The average enterprise — maybe it’s hard to say because it varies so widely — how many SaaS services does a typical enterprise subscribe to?

[Todd McKinnon] TM: Especially for any company with over 5,000 employees, it’s thousands of apps. Apps that they’ve purchased commercially, the big ones you’ve heard of, the ones that are in niche industries or verticals you haven’t heard of, and then the ones built themselves, it’s thousands.

[Question]: And then Okta has to build an integration with all of those

[Todd McKinnon] TM: Yeah. One of the big things we did very early on was we got really good at a metadata-driven integration infrastructure, which allowed us to have this burgeoning catalog of pre-packaged integrations, which was really unique in the industry because it is a hundreds or for a big company, it’s thousands of applications.

[Question] And it ends up being a bit of a moat, right? It’s a traditional moat where you dig it up with hard work where you actually went in and you built all of these thousands of integrations, and anyone that wants to come along, if they have a choice of either recreating all the work you did or, we should just use Okta and it’s already sort of all taken care of.

[Todd McKinnon] TM: Yeah, and it’s one of the things people misunderstand on a couple of different levels. The first level is they just get the number wrong. “I think there’s ten, right?” Or I’ve heard of ten big applications, so I think if I connected the ten, that would be enough, which is just off by multiple orders of magnitude.

And then the second thing they get wrong is they think that, especially back in the day it was like, “Oh, there it’s going to be standards that do this.” It’s going to be SAML as a standard. There’s this standard called Open ID. And what we’ve found is that the standards were very thin, meaning they didn’t cover enough of the surface area of what the customers needed, so it might do simple login but it didn’t do directory replication, or not enough of the applications adhere to the standard. So there’s a lot more heterogeneity than people thought of so that moat was a lot wider, a lot faster than people expected.

[Question] Is it fair to say that it’s your goal or maybe it has happened that people thought there would be a standard like SAML that would take care of all of this, but it’s going to end up being that Okta as the standard?

[Todd McKinnon] TM: That is the goal and I think it’s evolving to where there are de facto standards. A big shift is that we have big companies that tell software vendors that if you want to sell to us, you have to integrate to Okta and they have to go to our platform, build the integration, have it be certified. So that’s not a technical standard per se, but it’s a de facto standard of an application that can be sold to a large enterprise.”

I also credit Okta’s management with the success that the company has found with its land-and-expand strategy. The strategy starts with the company landing a customer with an initial use case, and then expanding its relationship with the customer through more users or more use cases. The success can be illustrated through Okta’s strong dollar-based net retention rates (DBNRRs). The metric is a very important gauge for the health of a SaaS company’s business. It measures the change in revenue from all of Okta’s customers a year ago compared to today; it includes positive effects from upsells as well as negative effects from customers who leave or downgrade. Anything more than 100% indicates that the company’s customers, as a group, are spending more – Okta’s DBNRRs have been in the high-teens to high-twenties range over the past few years. There has been a noticeable downward trend in Okta’s DBNRR, but the figure of 119% in FY2020 is still impressive.

I also want to point out the presence of Ben Horowitz on Okta’s board of directors. Horowitz is a co-founder and partner in a venture capital firm I admire and that was partly named after him, Andreessen Horowitz (the firm, popularly known as a16z, is an early investor in Okta). Having Horowitz as a director allows Okta’s management to tap on a valuable source of knowledge.

On innovation

Okta is a pioneer in its field. It was one of the first companies that realised that a really important business could be built on the premise of a cloud-based software that secures and manages an individual’s digital identity for cloud-based applications. To me, that is fantastic proof of the innovative ability of Okta’s management. Stratechery’s interview of Todd McKinnon provided a great window on the thinking of him and his team in the early days of Okta’s founding:

“[Question] When Okta first came on the scene, it was Single Sign-on, so you could sign on in one place and then you’d be logged into other places, now it’s an Identity Cloud. Is that an actual shift in the product or strategy or is that just a shift in a marketing term?

[Todd McKinnon] TM: It’s interesting. When we started the company, you could see that cloud was going to be the future. We started 11 years ago, so in 2009, Amazon Web Services was out, Google Apps for Domains was out. So you could kind of see that infrastructure was going to go to the cloud, you could see that collaboration apps were going to go to the cloud. I was working at Salesforce at the time, so it was really clear that the apps stack was going to be in the cloud and we got really excited about what could be possible or what new types of platforms could be built to enable all this.

When we started, it’s funny, we called the first product, which was going to be a cloud single sign-on, we called it Wedge One. So not only was it the wedge, but it was like the first, first wedge. Now it turns out that in order to build cloud single sign on you had to build a lot of pretty advanced stuff behind the scenes to make that simple and seamless, you had to build a directory, you had to build a federation server, you had to build multi-factor authentication, and after we were into it for two or three or four years, we realized that there’s a whole identity system here so it’s much more than a wedge. In fact, it really can be a big part in doing all that enablement we set out to do.

[Question] That’s very interesting, so are you still on Wedge One? Did you ever make it to Wedge Two?

[Todd McKinnon] TM: (laughs) The Wedge keeps getting fatter. The Identity Cloud is pretty broad these days. It’s directory service, it’s reporting analytics, it’s multi-factor authentication, it does API Access Management. It’s very flexible, very extensible, so really the Identity Cloud now is an Identity Platform, it’s striving to really address any kind of identity use cases a customer has, both on the customer side, customer identity, and on the workforce side.

What’s interesting about it is that at the same time over the last eleven years, identity has gone from being something that’s really important maybe for Windows networks or around your Oracle applications to there are so different applications connected from so many types of devices and so many networks that identity is really critical, and we’re in this world now where ten years ago people were telling me “Hey, I’m not sure if it’s possible to build an independent identity company” to now it’s like everyone says, “Oh, it’s such an obvious category that the biggest technology companies in the world want to own it.” So it has been quite a shift.”

4. Revenue streams that are recurring in nature, either through contracts or customer-behaviour

Okta runs its business on a SaaS model and generates most of its revenue through multi-year subscriptions, which are recurring in nature. In FY2020, 94% of Okta’s total revenue of US$586.1 million came from subscriptions. The company’s average subscription term was 2.6 years as of 31 January 2020 and iInterestingly, Okta’s contracts are non-cancelable. The remaining 6% of Okta’s revenue in FY2020 was from professional services, where the company earns fees from helping its customers implement and optimise the use of its products.  

It’s important to me too that there’s no customer concentration in Okta’s business. No single customer accounted for more than 10% of the company’s revenue in each year from FY2018 to FY2020.

5. A proven ability to grow

There isn’t much historical financial data to study for Okta, since the company was only listed in April 2017. But I do like what I see:

A few key points to note about Okta’s financials:

• Okta has compounded its revenue at an impressive annual rate of 70.2% from FY2015 to FY2020. The rate of growth has slowed in recent years, but was still really strong at 46.7% in FY2020.
• Okta is still making losses, but the good thing is that it started to generate positive operating cash flow in FY2019 and positive free cash flow in FY2020.. 
• The company’s balance sheet remained robust throughout the timeframe under study, with significantly more cash and investments than debt.
• At first glance, Okta’s diluted share count appeared to increase sharply by 29.5% from FY2018 to FY2019. (I only started counting from FY2018 since Okta was listed in April 2017, which is in the first quarter of FY2018.) But the number I’m using is the weighted average diluted share count. Right after Okta got listed, it had a share count of around 91 million. Moreover, Okta’s weighted average diluted share count showed an acceptable growth rate (acceptable in the context of the company’s rapid revenue growth) of 9% in FY2020.

6. A high likelihood of generating a strong and growing stream of free cash flow in the future

Okta has already started to generate positive free cash flow and positive operating cash flow. Right now, the company has a poor trailing free cash flow margin (free cash flow as a percentage of revenue) of just 4.7%.

But over the long run, I think it’s likely that there is plenty of room for Okta’s free cash flow margin to expand. I showed in my recently published investment thesis for Alteryx (NYSE: AYX) that there are other larger SaaS companies such as Adobe, salesforce.com, and Veeva Systems that have much fatter free cash flow margins. Here’s the table I showed in my article on Alteryx:

Valuation

Okta has a target to grow its revenue by 30% to 35% annually from now till FY2024, and to have a free cash flow margin of between 20% and 25% at the end of that period. These goals were communicated by management just earlier this month during Okta’s Investor Day event. For perspective, Okta is projecting total revenue growth of 31% to 33% in FY2021.

Right now, Okta has a market capitalisation of US$16.08 billion against trailing revenue of US$586.1 million, which gives rise to a pretty darn high price-to-sales (PS) ratio of 27.4. 

For perspective, if I assume that Okta has a 25% free cash flow margin today, then the company would have a price-to-free cash flow ratio of 110 based on the current P/S ratio (27.4 divided by 25%).

But there are strong positives in Okta’s favour. The company has: (1) Revenue that is low compared to a large and possibly fast-growing market; (2) a software product that is mission-critical for users; (3) a large and rapidly expanding customer base; and (4) sticky customers who have been willing to significantly increase their spending with the company over time. I believe that with these traits, there’s a high chance that Okta will continue posting excellent revenue growth – and in turn, excellent free cash flow growth – in time to come. 

The risks involved

Okta has a short history in the stock market, given that its IPO was just three years ago in April 2017. I typically stay away from young IPOs. But I am willing to back Okta because I think its business holds promise for fast-growth for a long period of time (the company’s identity-as-a-service business is very important for the digital transformation that so many companies are currently undergoing). But Okta’s young age as a publicly-listed company is still a risk I’m keeping tabs on.

Competition is a risk I’m watching too. In its FY2018 and FY2019 annual reports, Okta named technology heavyweights such as Alphabet, Amazon, IBM, Microsoft, and Oracle as competitors. In its FY2020 annual report, Okta singled out Microsoft as its “principal competitor.” All of them have significantly stronger financial might compared to Okta. But I’m comforted by Okta’s admirable defense of its turf – the proof is in Okta’s strong DBNRRs and impressive growth in customer-numbers over the years. Moreover, in late 2019, market researchers Gartner and Forrester also separately named Okta as a leader in its field. 

Okta’s high valuation is another risk. The high valuation adds pressure on the company to continue executing well; any missteps could result in a painful fall in its stock price. This is a risk I’m comfortable taking.

Hacking is also a risk I’m keeping an eye on. Logging into applications is often a time-sensitive and mission-critical part of an employee’s work. Okta’s growth and reputation could be severely diminished if the company’s service is disrupted, leading to customers being locked out of the software they require to run their business for an extended period of time.

The COVID-19 pandemic has resulted in severe disruptions to economic activity in many parts of the world, the US included. I think that the mission-critical nature of Okta’s service means that its business is less likely to be harmed significantly by any coronavirus-driven recession. But there are still headwinds. In an April 2020 statement, Okta’s CFO William Losch said:

“We continue to closely monitor the business environment and impacts related to COVID-19. We remain optimistic about the demand for our solutions. Our highly recurring business model enables a high degree of predictability and allows us to maintain confidence in our revenue outlook for the first quarter and fiscal year 2021, which we are reaffirming.

We do, however, expect some near-term billings headwinds as customers adjust to the current business environment. Conversely, we expect our operating loss and loss per share to be better than expected as a result of reduced spend. This is primarily related to lower sales and marketing costs, driven in part by temporary travel restrictions, lower employee-related costs, and moving Oktane and other events to virtual formats. We have the ability to further adjust spend depending on the market environment and will be flexible in how and when we invest to extend our market leadership.”

Lastly, the following are all yellow-to-red flags for me regarding Okta: (1) The company’s DBNRR comes in at less than 100% for an extended period of time; (2) it fails to increase its number of customers; and (3) it’s unable to convert revenue into free cash flow at a healthy clip in the future.

The Good Investors’ conclusion

In summary, Okta has:

1. A valuable cloud-based identity-as-a-service software platform that is often mission-critical for customers;
2. high levels of recurring revenue;
3. outstanding revenue growth rates;
4. positive operating cash flow and free cash flow, with the potential for much higher free cash flow margins in the future;
5. a large, mostly untapped addressable market that could potentially grow in the years ahead;
6. an impressive track record of winning customers and increasing their spending; and
7. capable leaders who are in the same boat as the company’s other shareholders

Okta does have a rich valuation, so I’m taking on valuation risk. There are also other risks to note, such as competitors with heavy financial muscle, and headwinds due to COVID-19. But after weighing the pros and cons, I’m happy to continue having Okta be in my family’s investment portfolio.

Disclaimer: The Good Investors is the personal investing blog of two simple guys who are passionate about educating Singaporeans about stock market investing. By using this Site, you specifically agree that none of the information provided constitutes financial, investment, or other professional advice. It is only intended to provide education. Speak with a professional before making important decisions about your money, your professional life, or even your personal life.

DoucSign (NASDAQ: DOCU) is one of the 50-plus companies that’s in my family’s portfolio. I first bought DocuSign shares for the portfolio in December 2018 at a price of US$41 and I’ve not sold any of the shares I’ve bought. 

The purchase has worked out very well for my family’s portfolio thus far, with DocuSign’s share price being around US$79 now. But we’ve not even owned the company’s shares for two years, and it is always important to think about how the company’s business will evolve going forward. What follows is my thesis for why I still continue to hold DocuSign shares.

Company description

DocuSign provides DocuSign eSignature, currently the world’s leading cloud-based e-signature solution. This software service enables users to sign a document securely using almost any device from virtually anywhere in the world. It is the core part of the broader DocuSign Agreement Cloud, which is a suite of software services – again all delivered over the cloud – that automates and connects the entire agreement process. DocuSign Agreement Cloud includes:

• Automatic generation of an agreement from data in other systems; 
• Support of negotiation-workflow; 
• Collection of payment after signatures;
• Use of artificial intelligence (AI) to analyse agreement-documents for risks and opportunities; and 
• Hundreds of integrations with other systems, so that the agreement process can be seamlessly combined with other business processes and data

At the end of its fiscal year ended 31 January 2020 (FY2020), DocuSign had over 585,000 paying customers and hundreds of millions of users. From its founding in 2003 through to FY2019, the company had processed over 1 billion successful transactions (around 300 million in FY2019 alone). DocuSign defines a successful transaction as the completion of all required actions (such as signing or approving documents) by all relevant parties in an Envelope; an Envelope is, in turn, a digital container used to send one or more documents for signature or approval to the relevant recipients.

DocuSign serves customers of all sizes, from sole proprietorships to the companies that are among the top 2,000 publicly-traded enterprises. The company’s customers also come from many different industries, as the chart below illustrates.

For a geographical perspective of DocuSign’s business, its users are in over 180 countries. But in FY2020, 82% of the company’s revenue came from the US. 

Investment thesis

I had previously laid out my six-criteria investment framework in The Good Investors. I will use the same framework to describe my investment thesis for DocuSign.

1. Revenues that are small in relation to a large and/or growing market, or revenues that are large in a fast-growing market

Has it ever occured to you that the innocuous act of signing documents with pen-and-paper can actually be a significantly wasteful activity for companies? The thought struck me when I was doing research on DocuSign before I bought its shares. Think about it. Signing a paper document requires you to fax, scan, email, snail-mail, courier, and file. DocuSign’s solution can save us both time and money.

There are many use-cases for DocuSign’s software services, ranging from sales contracts to employment contracts, non-disclosure agreements, and more. In fact, DocuSign has a customer that has implemented over 300 use-cases. DocuSign documents are legally accepted and protected with cryptographic technology from tampering. The documents also have a full audit trail, including party names, email addresses, public IP addresses, and a time-stamped record of each individual’s interaction with a document.

DocuSign estimated that it had a total addressable market of US$25 billion in 2017, using (1) the number of companies in its core markets, and (2) its internal estimate of an annual contract value based on each respective company’s size, industry, and location. This estimate remains unchanged (it was mentioned in the company’s FY2020 annual report), though recent business moves may have significantly expanded its addressable market. More on this later. At just US$974.0 million, DocuSign’s revenue in FY2020 is merely a fraction of its estimated market opportunity.

I believe that DocuSign’s addressable market will likely grow over time. There are clear benefits to e-signatures. A 2015 third-party study by Intellicap (commissioned by DocuSign) found that the company’s enterprise customers derived an average incremental value of US$36 per transaction (with a range of US$5 to US$100) when using the company’s software as compared to traditional paper-processes. In FY2020, 82% of all the successful transactions that flowed through DocuSign’s platform were completed in less than 24 hours, while 50% were completed within just 15 minutes. DocuSign’s services help companies save money and time.

2. A strong balance sheet with minimal or a reasonable amount of debt

As of 31 January 2020, DocuSign held US$895.9 million in cash, short-term investments, and long-term investments. This is nearly twice the company’s total debt of US$465.3 million (all of which are convertible notes). For the sake of conservatism, I also note that DocuSign had US$183.2 million in operating lease liabilities. But the company’s cash, short-term investments and long-term investments still comfortably outweigh the sum of the company’s debt and operating lease liabilities (US$648.5 million). 

3. A management team with integrity, capability, and an innovative mindset

On integrity

Leading DocuSign as CEO is Daniel Springer, 57, who joined the company in January 2017. Among other key leaders in DocuSign are:

• Scott Olrich, Chief Operating Officer, 48
• Michael Sheridan, Chief Financial Officer, 55
• Loren Alhadeff, Chief Revenue Officer, 41
• Kirsten Wolberg, Chief Technology and Operations Officer, 52

Most of them have relatively short tenure with DocuSign, but have collectively clocked decades in senior leadership roles in other technology companies.

DocuSign has opted not to share details about its compensation structure for senior management because of its status as an “emerging growth company.” And Springer’s total compensation for FY2019 was a princely sum of US$13.4 million. But I take heart in this: 94% of Springer’s total compensation in FY2019 came from stock awards, and around 70% of the stock awards vest over a period of four years. The multi-year vesting of the stock awards means that Springer’s compensation is tied to the long run performance of DocuSign’s stock price, which is in turn governed by its business performance. So I think Springer’s interests are aligned with mine as a shareholder of the company.

Notably, Springer also controlled 2.3 million shares of DocuSign as of 31 March 2019, a stake that’s worth a sizable US$211 million at the current share price.  

On capability

From FY2013 to FY2020, DocuSign has seen its number of customers increase more than 10-fold (41% per year) from 54,000 to 585,000. So the first thing I note is that DocuSign’s management has a terrific track record of growing its customer count.

To win customers, DocuSign’s software service offers over 300 pre-built integrations with widely used business applications from other tech giants such as salesforce.com, Oracle, SAP, Google, and more. These third-party applications are mostly in the areas of CRM (customer relationship management), ERP (enterprise resource planning), and HCM (human capital management). DocuSign also has APIs (application programming interfaces) that allow its software to be easily integrated with its customers’ own apps. 

I also credit DocuSign’s management with the success that the company has found with its land-and-expand strategy. The strategy starts with the company landing a customer with an initial use case, and then expanding its relationship with the customer through other use cases. The success can be illustrated through DocuSign’s strong dollar-based net retention rates (DBNRRs). The metric is a very important gauge for the health of a SaaS (software-as-a-service) company’s business. It measures the change in revenue from all of DocuSign’s customers a year ago compared to today; it includes positive effects from upsells as well as negative effects from customers who leave or downgrade. Anything more than 100% indicates that the company’s customers, as a group, are spending more – DocuSign’s DBNRRs have been in the low-teens to mid-teens range in the past few years.

On innovation

I think DocuSign’s management scores well on the innovation front, since the company has been busy with using blockchain technology and AI to improve its services. 

Blockchain technology is the backbone of cryptocurrencies and DocuSign has been experimenting with blockchain-based smart contracts since 2015. In June 2018, DocuSign joined the Enterprise Ethereum Alliance and showed how a DocuSign agreement can be automatically written onto the Ethereum blockchain. Here’s an example of a smart contract  described by DocuSign:

“A smart contract turns a contract into something like a computer program. The Internet-connected program monitors data and triggers actions relevant to the contract’s terms. For example, a crop-insurance smart contract might use a trusted Internet feed of weather data. If the temperature goes above 85 degrees Fahrenheit in April, the smart contract will automatically trigger a crop-insurance payout, again via the Internet. This total automation eliminates ambiguity and promises large savings in time and effort for all parties involved.”

It’s early days for DocuSign’s use of blockchain, but I’m watching its moves here. DocuSign’s management acknowledges that many of the company’s customers don’t yet see the value of blockchain technology in the agreement process. But the company still believes in blockchain’s potential.  

DocuSign has been working with AI since at least 2017 when it acquired machine-learning firm Appuri during the year. In February 2020, DocuSign inked an agreement to acquire Seal Software for US$188 million. The acquisition is expected to close in the first half of DocuSign’s FY2021. Seal Software was founded in 2010 and uses AI to analyse contracts. For example, Seal Software can search for legal concepts (and not just keywords) in large collections of documents, and automatically extract and compare critical clauses and terms. Prior to the acquisition, DocuSign was already tacking Seal Software’s services onto DocuSign Agreement Cloud. The combination of Seal Software and DocuSign’s technologies have helped a “large international information-services company” reduce legal-review time by 75%. Ultimately, DocuSign thinks that Seal Software will be able to strengthen DocuSign Agreement Cloud’s AI foundation.

Speaking of DocuSign Agreement Cloud, it was released in March 2019. As mentioned earlier, it includes multiple software services. DocuSign sees DocuSign Agreement Cloud as a new category of cloud software that connects existing cloud services in the realms of marketing, sales, human resources, enterprise resource planning, and more, into agreement processes. 

I see two huge positives that come with the introduction of multi-product sales. Firstly, it will likely lead to each DocuSign customer using more of the company’s products. This means that DocuSign could be plugged into an increasing number of its customers’ business processes, resulting in stickier customers. Secondly, DocuSign thinks that covering a wider scope of the entire agreement process could roughly double its market opportunity from the current size of US$25 billion to around US$50 billion. 

4. Revenue streams that are recurring in nature, either through contracts or customer-behaviour

DocuSign’s business is built nearly entirely on subscriptions, which generate recurring revenue for the company. Customers of DocuSign gain access to the company’s software platform through a subscription, which typically ranges from one to three years.  In FY2020, FY2019, and FY2018, more than 93% of DocuSign’s revenue in each fiscal year came from subscriptions to its cloud-based software platform; the rest of the revenue came from services such as helping the company’s customers deploy its software efficiently. 

It’s worth noting too that there is no customer-concentration with DocuSign. There was no customer that accounted for more than 10% of the company’s revenue in FY2020.

5. A proven ability to grow

There isn’t much historical financial data to study for DocuSign, since the company was only listed in April 2018. But I do like what I see:

A few notable points from DocuSign’s financials:

• DocuSign has compounded its revenue at an impressive annual rate of 40.4% from FY2016 to FY2020. The rate of growth has not slowed much, coming in at a still-impressive 38.9% in FY2020.
• DocuSign is still making losses, but the good thing is that it started to generate positive operating cash flow and free cash flow in FY2018.
• Annual growth in operating cash flow from FY2018 to FY2020 was strong, at 45.1%. Free cash flow has increased at a much slower pace, but the company is investing for growth. 
• The company’s balance sheet remained robust throughout the timeframe under study, with significantly more cash and investments than debt.
• At first glance, DocuSign’s diluted share count appeared to increase sharply by 30.7% from FY2019 to FY2020. (I only started counting from FY2019 since DocuSign was listed in April 2018, which is in the first quarter of FY2019.) But the number I’m using is the weighted average diluted share count. Right after DocuSign got listed, it had a share count of around 152 million. Moreover, DocuSign’s weighted average diluted share count showed acceptable year-on-year growth rates (acceptable in the context of the company’s rapid revenue growth) in the first, second, and third quarters of FY2020.

6. A high likelihood of generating a strong and growing stream of free cash flow in the future

DocuSign has already started to generate free cash flow. Right now, the company has a poor trailing free cash flow margin (free cash flow as a percentage of revenue) of just 4.5%.

But over the long run, I think it’s likely that there is plenty of room for DocuSign’s free cash flow margin to expand. I showed in my recently published investment thesis for Alteryx (NYSE: AYX) that there are other larger SaaS companies such as Adobe, salesforce.com, and Veeva Systems that have much fatter free cash flow margins. Here’s the table I showed in my article on Alteryx:

Valuation

Right now, DocuSign has a market capitalisation of US$14.34 billion against trailing revenue of US$974.0 million. These numbers give rise to a price-to-sales (P/S) ratio of 14.7, which makes the company look pretty darn expensive. For perspective, if I assume that DocuSign has a 30% free cash flow margin today, then the company would have a price-to-free cash flow ratio of 49 based on the current P/S ratio (14.7 divided by 30%). 

But DocuSign also has a few strong positives going for it. The company has: (1) revenue that is low compared to a fast-growing addressable market; (2) a business that solves important pain points for customers; (3) a large and rapidly expanding customer base; and (4) sticky customers who have been willing to significantly increase their spending with the company over time. I believe that with these traits, there’s a high chance that DocuSign will continue posting excellent revenue growth – and in turn, excellent free cash flow growth – in the years ahead. 

The current high valuation for DocuSign does mean that its share price is likely going to be more volatile than the stock market as a whole. I’m also keeping in mind that stocks have been very volatile of late because of COVID-19 fears. But the potential volatility is something I’m very comfortable with.

The risks involved

DocuSign has a short history in the stock market, given that its IPO was just two years ago in April 2018. I typically stay away from young IPOs. But I’m making an exception for DocuSign because I think its business holds promise for fast-growth for a long period of time. But the company’s young age as a publicly-listed company is still a risk I’m watching.

Adobe is a much larger SaaS company with trailing revenue of US$11.7 billion. Through its Adobe Sign product, Adobe is the primary competitor of DocuSign. So far, DocuSign has defended its turf admirably. This is shown in DocuSign’s strong revenue and customer growth rates. But Adobe’s larger financial might compared to DocuSign means competition is a risk. 

Another important risk for DocuSign relates to data breaches. DocuSign handles sensitive information about its customers due to the nature of its business. If there are any serious data breaches in DocuSign’s software services, the company could lose the confidence of customers and the public, leading to growth difficulties. The signing of documents may be highly time-sensitive events. So if there is any significant downtime in DocuSign’s services, it could also lead to an erosion of trust among existing as well as prospective customers. So far, DocuSign has done a great job by providing 99.99% availability in FY2020. 

Valuation is another risk to consider. DocuSign’s high P/S ratio means that the market expects rapid growth from the company. So if the business performance disappoints subsequently, market sentiment could turn quickly on DocuSign, leading to a cratering stock price.

Earlier, I discussed the advantages that the launch of DocuSign Agreement Cloud brought to the company. But there are downsides too. For instance, multi-product sales involves higher complexity and a longer sales cycle; these factors negatively affected DocuSign’s billings growth and net dollar-based retention rate in the first quarter of FY2020. The ongoing COVID-19 pandemic has caused business activity around the world to slow tremendously, with many countries being in various states of lockdown. A lengthy sales cycle could hamper DocuSign’s business in the current environment. For now, DocuSign’s business does not seem to have been impacted by COVID-19. Here’s CEO Dan Springer’s comment on the matter in DocuSign’s FY2020 fourth-quarter earnings call:

“[T]he vast majority of our implementations are done remote. And of course, if you think about the perfect example of that it’s our web and mobile customers, where they never actually have to speak. Not only do they don’t have to have us in person they don’t need to speak to us to onboard. … We do find with some of our larger enterprise customers that they get more value when some of the installation is done on their premises. But we have not had the opportunity in the past to consider doing that completely remotely. And it may be in the new way of business over the next X period of time here then we’ll do more of it.”

And when DocuSign’s management was asked in the same earnings call if its growth would be affected by a recession, Springer answered:

“Yes, I don’t. Because, I think, for most of our customers, at least half of the focus is around efficiency. And people see the incredibly high ROI. And I can’t speak for all-digital transformation programs, of course, but as I think about the ones that are DocuSign-centric people are laser-focused on the ROI they get from getting rid of those manual processes, the wasted labor, getting rid of things like the transportation cost, the shipping, et cetera.

That’s a big focus. So I don’t think in a recession you would see people pull back on that. I would say that any time if you had a significant recession, you expect people to kind of shoot first ask questions later and that could lead to some delays. But, in general, we think the business case just gets stronger when people need to find those efficiencies.”

Lastly, the following are all yellow-to-red flags for me regarding DocuSign: (1) The company’s DBNRR comes in at less than 100% for an extended period of time; (2) it fails to increase its number of customers; and (3) it’s unable to convert revenue into free cash flow at a healthy clip in the future.

The Good Investors’ conclusion

Summing up DocuSign, it has:

1. Valuable cloud-based software services in the agreements space that solves customers’ pain-points;
2. high levels of recurring revenue;
3. outstanding revenue growth rates;
4. positive operating cash flow and free cash flow, with the potential for much higher free cash flow margins in the future;
5. a large, growing, and mostly untapped addressable market;
6. an impressive track record of winning customers and increasing their spending; and
7. capable leaders who are in the same boat as the company’s other shareholders

The company does have a premium valuation, so I’m taking on valuation risk. There are also other risks to note, such as strong competition and a longer sales cycle that may not be conducive for a business environment that’s struggling with COVID-19. But after weighing the pros and cons, I have to agree with the idea of having DocuSign continue to stay in my family’s investment portfolio.

Disclaimer: The Good Investors is the personal investing blog of two simple guys who are passionate about educating Singaporeans about stock market investing. By using this Site, you specifically agree that none of the information provided constitutes financial, investment, or other professional advice. It is only intended to provide education. Speak with a professional before making important decisions about your money, your professional life, or even your personal life.

By now, you might have heard that Singapore Airlines Ltd (SGX: C6L) is being saved by Temasek who promised to inject capital into the debt-ridden company. But our flag carrier is not the only company that may need saving. 

Many local businesses in Singapore face an existential crisis in these challenging times. Companies that (1) have high fixed expenses, (2) have insufficient cash on the balance sheet, and (3) face major disruption to their business, are most at risk.

Here are some Singapore-listed companies that could be fighting for their survival in the coming weeks and months.

Neo Group (SGX: 5UJ)

Singapore’s leading food catering company is high on the list. As of 31 December 2019, Neo Group had S$20.4 million in cash and equivalents but S$34.9 million in short term bank borrowings that need to be repaid within a year. On top of that, it also had $45.7 million in long term debt. 

Neo Group’s food catering business has also likely been heavily disrupted due to the recent restrictions on gatherings of more than 10 people. The extent of the problem is made worse as Neo Group’s catering segment was its most profitable business in the financial year ended 31 March 2019.

The company also has a substantial amount of fixed costs. In the last quarter, Neo Group incurred S$14 million in employee expenses and S$1.1 million in finance costs. These are overheads that are unlikely to go away, even as orders dry up. Given Neo Group’s weak balance sheet, it could face difficulty obtaining a loan to bridge it through this challenging period.

Sembcorp Marine (SGX: S51)

Another one of Temasek’s investments, Sembcorp Marine could face a similar fate to Singapore Airlines. Sembcorp Marine is highly dependent on the health of the oil industry and faces major disruptions to its business amid tumbling oil prices (oil prices are near 20-year lows now).

Like Neo Group, Sembcorp Marine has more short-term debt than cash on its balance sheet. That’s extremely worrying given that credit may dry up during this trying times. As of 31 December 2019, Sembcorp Marine had S$389 million in cash and a staggering S$1.42 billion in short-term borrowings. In addition, the company had S$2.98 billion in long-term debt.

And let’s not forget that Sembcorp Marine also has heavy expenses. In the quarter ended 31 December 2019, Sembcorp Marine racked up S$29 million in finance costs alone and also had a negative gross margin. The company also spends heavily on capital expenditures just to maintain its current operations. Sembcorp Marine was free cash flow negative in 2019 after spending S$316 million in capital expenditures.

Sakae Holdings (SGX: 5DO)

Restaurant operator Sakae Holdings has been on the decline in recent years. Even before the COVID-19 pandemic began, revenue and earnings for the company have plunged. In the six months ended 31 December 2019, Sakae’s revenue fell 13.9% and it reported a S$1.56 million loss.

Worryingly, Sakae looks likely to run into cash flow problems in the very near future. As of 31 December 2019, Sakae had S$4.3 million in cash but near-term bank loans amounting to S$45.7 million.

I don’t see how Sakae can pay back its debtors and I doubt it can negotiate to refinance such a large sum over the next 12 months.

The COVID-19 crisis could be the straw that breaks the camel’s back for Sakae Holdings.

My conclusion

Obviously this is not an exhaustive list of companies in Singapore’s stock market that could face a liquidity crisis in these trying times. The pause in the global economy (Singapore’s included) will definitely impact many more companies than those I listed. 

Companies that are not prepared and do not have the resources to ride out this period could be in big trouble. Companies that go broke will see a steep fall in their share prices and shareholders will get very little or nothing back if a company is forced into liquidation.

Disclaimer: The Good Investors is the personal investing blog of two simple guys who are passionate about educating Singaporeans about stock market investing. By using this Site, you specifically agree that none of the information provided constitutes financial, investment, or other professional advice. It is only intended to provide education. Speak with a professional before making important decisions about your money, your professional life, or even your personal life.

A few days ago, I received a text from a friend asking the question that is the title of this article. He knew that Booking Holdings (NASDAQ: BKNG), an online travel agent, is one of the 50-plus companies that’s in my family’s investment portfolio.

Stalled growth

On 18 February 2020, I published my investment thesis on Booking. In it, I wrote that “The world – particularly China – is currently battling COVID-19. If the situation worsens, Booking’s business could be hurt.” Little did I know how badly Booking would suffer. International travel activities have essentially grounded to a halt since the publication of my thesis for Booking, with many countries closing their borders to control the spread of COVID-19.

In particular, the businesses of hotels and airlines across the globe have been crushed. A few days ago, Arne Sorenson, CEO of hotel operator Marriott International, said that the company’s seeing revenue declines of more than 75% in the US. At home, Singapore Airlines cut 96% of its flight capacity last week. Booking, as an online travel agent focusing on accommodations, is also facing a brutal operating environment.

Confidence 

What gives me the confidence that Booking can survive? The company is the largest online travel agent in the world. The entire travel industry is awash in pain at the moment. But this also gives Booking the opportunity to win even more market share if some of its smaller/weaker competitors falter.

I believe that the COVID-19 crisis will blow over eventually (hopefully sooner rather than later, so that the incredible human suffering that’s currently happening can end as soon as possible). This will allow the travel industry to return to strength. When this happens, Booking will be in an even stronger position compared to before.

But Booking has to survive from now till then. I think the chances are very good that the company will. At the end of 2019, Booking held US$8.5 billion in cash, short-term investments, and long-term investments (this sum excludes US$3.3 billion in strategic investments) against total debt of US$8.6 billion.

I would prefer Booking to have significantly more cash than debt. But Booking’s debt is mostly long-term in nature (88.5% comes due on or after 31 December 2020). Moreover, the company’s debt has well-staggered maturities as shown in the table below. The earliest due-date for Booking’s long-term debt is September 2021 and it involves a manageable sum of US$1 billion. So there’s plenty of time for Booking to maneuver, and to wait for the travel industry’s health to improve.

No guarantee

But there’s no guarantee that Booking will survive. It could eventually crumble should the travel market undergo a long winter if COVID-19 proves to be a particularly tricky disease to combat. This is where diversification is important. 

I mentioned earlier that Booking is one of the 50-plus companies in my family’s investment portfolio. Even if Booking fails to survive, my family’s portfolio will. Diversification is how I guard the portfolio against specific-company risks. With diversification, my family and I are able to stay invested in Booking and participate in its potential recovery without having to worry about a significant hit to the portfolio. 

Disclaimer: The Good Investors is the personal investing blog of two simple guys who are passionate about educating Singaporeans about stock market investing. By using this Site, you specifically agree that none of the information provided constitutes financial, investment, or other professional advice. It is only intended to provide education. Speak with a professional before making important decisions about your money, your professional life, or even your personal life.

Singapore Airlines (SGX: C6L) recently announced a massive round of fundraising. In all, Singapore’s national carrier is looking to raise S$15 billion. The first slice of the fundraising involves a S$5.3 billion rights shares issue, and a S$3.5 billion tranche of mandatory convertible bonds (MCBs).

Temasek Holdings is one of the Singapore government’s investment arms and the current major shareholder of Singapore Airlines (SIA) with a 55% stake. It has committed to mop up all the rights shares issue and MCBs that other SIA shareholders do not want.

My blogging partner Jeremy Chia published a wonderful article yesterday. He shared his thoughts on why he’s not interested in investing in SIA despite Temasek’s promise to provide up to S$15 billion in capital. I’m not here to share my thoughts on investing in SIA. Instead, I’m here to provide you with a factual breakdown of the numbers behind SIA’s rights shares issue and MCBs.

I recognise that SIA’s latest fundraising activity is complex, and there’s a lot of confusion about it. I want to help clear the air, to the best of my abilities. The Good Investors exists to demystify investing for you – so here I am!

Details of the rights shares issue of Singapore Airlines

Here are the important numbers concerning SIA’s rights shares issue:

• Total sum: S$5.3 billion.
• Number of rights shares to be issued: Up to 1.778 billion rights shares to be issued, on the basis of 3 rights shares for every 2 shares of SIA that currently exist. There are 1.185 billion SIA shares that exist right now.
• Price per rights share: S$3.00.
• Renounceable? Yes, this rights shares issue is renounceable, so you will get to trade the rights.
• Changes in SIA’s book value per share (BVPS) and earnings per share (EPS) because of the rights issue: As of 31 December 2019, SIA’s BVPS and trailing-12-months EPS were S$10.25 and S$0.67, respectively. After the rights shares issue, the BVPS will fall to around S$5.89 while the EPS will decline to S$0.27, assuming everything else stays constant.
• What you have to effectively pay for SIA’s shares: At the time of writing (11:20 am, 30 March 2020), SIA’s share price is S$5.82. If you subscribe for your full allotment of rights shares, you’re effectively paying a price of S$4.13 per share for SIA’s shares. The math works this way: Effective price per share = [S$5.82 + (S$3.00 x 1.5)] / 2.5.
• The effective valuations you’re getting: At an effective share price of S$4.13, SIA will have a price-to-book ratio of 0.7 and a price-to-earnings ratio of 15.

Details of the MCBs of Singapore Airlines

For the MCBs, do note that the total sum SIA is looking for is S$9.7 billion. But the current tranche involves just S$3.5 billion. The key financial numbers for the current tranche of MCBs are as follows:

• Total sum: S$3.5 billion.
• Number of rights MCBs to be issued: Up to S$3.5 billion, in the denomination of S$1.00 per rights MCB, on the basis of 295 rights MCBs for every 100 shares of SIA that currently exist. As mentioned earlier, there are 1.185 billion SIA shares that exist right now.
• Issue price per rights MCB: S$1.00, meaning you’ll pay S$1.00 to purchase each rights MCB.
• Renounceable? Yes, this rights MCB issue is renounceable, so you will get to trade the rights.
• Maturity date of MCB: 10 years from the date of issue of the rights MCBs.
• Conversion terms of MCB: SIA is obliged to convert the rights MCBs into SIA shares when the MCBs mature. The conversion price is S$4.84 per SIA share. When the MCBs are converted at the maturity date (10 years from the date of issue), every S$1,000 worth of the MCBs will “grow” to S$1,806.11. This S$1,806.11 will then be converted into SIA shares at a price of S$4.84 each, giving us 373 SIA shares. The math works this way: Number of shares obtained upon conversion = S$1,806.11 / S$4.84
• Redemption terms of the MCB: SIA has the right – but not the obligation – to redeem the MCBs every six months from the date of issue at a certain price, giving you a certain yield. If the MCBs have yet to be redeemed when we hit the 10-year mark from the date of issue, SIA is obliged to convert the MCBs into SIA shares, as mentioned earlier. The redemption prices and yields are given in the table below. Note that you cannot ask for the redemption – it is entirely up to SIA to decide.

• What you’re effectively paying for SIA’s shares under the MCB, assuming it is converted: As mentioned earlier, if the MCBs are converted, every S$1,000 in MCBs will be converted into 373 shares. This gives rise to an effective price of S$2.68 per SIA share under the MCB. The math works this way: Effective price paid = S$1,000 / 373 shares. 
• What you’re effectively paying for SIA’s shares, in all, under the MCB, assuming it is converted: But to get hold of the MCBs, you’ll have to own SIA shares. Every 100 shares has a full allotment of 295 rights MCBs. At the time of writing, SIA’s share price is S$5.82. This works out to an overall effective price of S$3.47 per share. Here’s the math: Overall effective price paid = ([100 x S$5.82) + (295 x S$2.68)] / (100 +295). 
• Circumstances where you’ll make money on the MCBs alone (ignoring what happens to your SIA stake): There are a few scenarios where you’ll make a profit: (1) SIA redeems the MCBs before they are converted; (2) SIA allows the MCBs to convert into shares 10 years later and SIA’s share price is significantly higher than S$2.68 at that point in time. To be clear, the price of S$2.68 is the price you’re effectively paying for SIA’s shares in the event of the MCBs’ conversion. If SIA’s share price is around S$2.68 at the point of conversion, it’s very likely you’ll be losing money on the MCBs;  if SIA’s share price is lower than S$2.68 at the point of conversion, you’ll be losing money on the MCBs.
• When is it beneficial for SIA to redeem the MCBs? Redemption of the MCBs will require SIA to fork out cash, which negatively impacts SIA’s financial health. On the other hand, the conversion of the MCBs does not require SIA to dole out any cash. So from this perspective, it’s beneficial for SIA to not redeem the MCBs at all. This is important to note for the MCB holders for cash-flow-planning purposes, since SIA could very well choose not to redeem the MCBs.

Other important points to note

Shareholders of Singapore Airlines can choose to participate in the company’s fundraising activity in one of the following ways:

1. Subscribe for both the rights issue and rights MCBs
2. Subscribe for just the rights issue but not the rights MCBs
3. Subscribe for the rights MCBs but not the rights issue
4. Do not subscribe for both the rights issue and rights MCBs

If you’re a Singapore Airlines shareholder and you choose the fourth option, you can still recover some capital by selling the rights issues and rights MCBs (both are renounceable, so the rights can be actively traded). But you will face massive dilution, since the airline’s share count will increase significantly.

I hope laying out all these numbers will help you – if you’re a Singapore Airlines shareholder or are interested in its shares and/or MCBs – to make a better-informed decision.

Disclaimer: The Good Investors is the personal investing blog of two simple guys who are passionate about educating Singaporeans about stock market investing. By using this Site, you specifically agree that none of the information provided constitutes financial, investment, or other professional advice. It is only intended to provide education. Speak with a professional before making important decisions about your money, your professional life, or even your personal life.

Much ink has been spilt on the whole Singapore Airlines Ltd (SGX: C6L) fiasco. 

The latest news now is that Temasek, one of the Singapore government’s investment arms, has stepped in to provide our country’s flag carrier with much-needed capital. 

This comes as Singapore Airlines (SIA) is confronting liquidity problems due to its high debt load and fixed costs, and the disruption to its business because of the COVID-19 pandemic.

The rescue

In essence, Temasek, which currently owns around 55% of SIA, has underwritten a S$5.3 billion equity fundraising by the airline. Temasek has also underwritten a $9.7 billion issuance of mandatory convertible bonds (MCBs) by SIA; the MCBs will either be converted to shares in 10 years or redeemed before then. What this means is that Temasek will not only subscribe to all the rights and relevant bonds that it’s entitled to; it will also purchase any of the rights or bonds that other SIA shareholders do not want.

But despite Temasek coming in to save the day, I’m not interested in investing in SIA, even at these seemingly low prices.

How did it get into this situation in the first place?

Much like other airline companies, SIA is heavily leveraged due to the capital-intensive nature of its business. The high cost of replacing and upgrading SIA’s fleet has also led to negative free cash flow in four of the last five years.

To keep itself afloat, our flag carrier has been increasingly making use of the debt markets for its cash flow requirements. In fact, the company issued bonds to the public just last year to raise more capital. At the end of 2019, the airline had S$1.6 billion in cash, but S$7.7 billion in total debt.

The aviation industry is highly competitive too and the emergence of low-cost carriers have led to thinner margins for airlines.

The COVID-19 pandemic was the straw that broke the camel’s back as the significant loss of revenue (SIA recently cut 96% of its flight capacity) finally led to severe cash flow problems for the company and Temasek ultimately had to step in to save the day.

Temasek saving the day but shareholders will be diluted

Let’s be clear, this is not a government bailout. It is nothing like what the American airlines got from the US government, which included a massive grant. 

SIA’s situation is simply a major shareholder promising to back the company when it sells new shares to raise capital.

The new shares will dilute existing shareholders if they don’t take up the rights issue. On top of that, the mandatory convertible bonds will also dilute shareholders in 10 years when they are converted, unless they are redeemed before then.

SIA shares seem cheap but it really is not

Under the rights issue portion of SIA’s latest fundraising exercise, existing shareholders of the airline will be given the opportunity to buy three new shares at S$3 per share for every two shares they own.

Based on SIA’s current share price of S$6.03, I will get shares for an average price of S$4.21 each if I buy in today and subscribe to the rights issue. That seems cheap – but it really is not.

As of 31 December 2019, SIA had a net asset value per share of S$10.25. But that will drop substantially after the rights issue.

The rights issue will increase shareholders’ equity from S$12.1 billion to S$17.4 billion, or an increase of 43% from 31 December 2019. At the same time, the number of shares will increase from 1.2 billion to 3 billion. After the dilution, the net asset value per share will fall to around S$5.80 per share based on SIA’s last reported financials.

I also expect SIA’s net asset value per share to fall even more than that because of the heavy losses suffered as a result of the COVID-19 pandemic.

In the quarter ended 31 December 2019, Singapore Airlines incurred about S$800 million in staff costs, S$210 million in aircraft maintenance expenses, and S$522 million in depreciation. Most of these fixed costs will likely still need to be accounted for during the period of near-zero flights, despite SIA grounding its planes. These costs add up to around S$0.50 per share per quarter.

Together with the upcoming dilution and the heavy losses, Singapore Airlines’ shares could have a net asset value of close to or even less than S$5.30 per share in the future, depending on how long the pandemic lasts.

Earnings per share dilution

Earnings per share will also fall after the issuance of new shares because of the rights issue. SIA reported trailing 12 months profit of S$765 million.

Even if our flag carrier can achieve similar profit after the whole pandemic passes, its earnings per share will drop substantially because of the larger number of outstanding shares.

By my calculation, normalised earnings per share will decline from S$0.63 to just S$0.25 after the rights issue.

I’m not buying shares just yet…

The injection of cash will put SIA in a much better financial position but I’m still not convinced. 

Even if I buy shares today and subscribe to all my allotted shares in the rights issue, I don’t think I’ll be getting that great of a deal. I’ll be paying an average price of around S$4.21 per share, which translates to only a small discount to my calculated adjusted net asset value per share. It is also slightly more than 16 times SIA’s normalised earnings post-rights issue, which is not that cheap.

Moreover, if SIA is unable to redeem the mandatory convertible bonds before they get converted in 10 years time, they will potentially lead to further dilution to shareholders.

Let’s not forget too that our flag carrier (1) has a history of inconsistent free cash flow, (2) operates in an industry that is a slave to fuel prices, and (3) has strong competition from low-cost carriers. 

Given all these, despite the seemingly low share price, I still don’t think Singapore Airlines shares are cheap enough for my liking.

Disclaimer: The Good Investors is the personal investing blog of two simple guys who are passionate about educating Singaporeans about stock market investing. By using this Site, you specifically agree that none of the information provided constitutes financial, investment, or other professional advice. It is only intended to provide education. Speak with a professional before making important decisions about your money, your professional life, or even your personal life.