Post Holdings Cheema

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Investment thesis on Post Holdings

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  • May 9, 2014

    1 Sarabjit Cheema, BS 2011, NYU Stern

  • Disclaimer

    2

    THE INFORMATION CONTAINED IN THIS PRESENTATION IS FOR INFORMATIONAL AND EDUCATIONAL PURPOSES AND DOES NOT CONSTITUTUE A SOLICITATION, RECOMMENDATION OR OFFER TO BUY OR SELL ANY SECURITIES. THE VIEWS EXPRESSED HEREIN REPRESENT THE OPINION OF SARABJIT CHEEMA. SARABJIT CHEEMA MAY HAVE PERSONAL INVESTEMENTS IN THE COMPANIES DISCUSSED HEREIN. THE INFORMATION CONTAINED HEREIN IS BASED ON PUBLICLY AVAILABLE INFORMATION. THE COMPANIES INCLUDED IN THIS PRESENTATION MAY HAVE MATERIAL NON-PUBLIC INFORMATION IN THEIR POSSESSION AND CONSEQUENTLY, MAY DISAGREE WITH THE CONCLUSIONS SET FORTH BY SARABJIT CHEEMA. THIS PRESENTATION CONTAINS HISTORICAL AND ANTICIPATED OPERATING PERFORMANCE OF THE COMPANIES DISCUSSED IN THIS PRESENTATION, ACCESS TO CAPITAL MARKETS, MARKET CONDITIONS AND THE VALUES OF ASSETS AND LIABILITIES. ACTUAL RESULTS MAY VARY MATERIALLY FROM THE ESTIMATES AND PROJECTED RESULTS CONTAINED HEREIN. THIS PRESENTATION CONTAINS FORWARD-LOOKING STATEMENTS. THESE FORWARD-LOOKING STATEMENTS ARE BASED ON CURRENT EXPECTATIONS AND ASSUMPTIONS THAT ARE SUBJECT TO RISKS AND UNCERTAINTIES THAT COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY. ACCORDINGLY, YOU SHOULD NOT RELY UPON FORWARD-LOOKING STATEMENTS AS A PREDICTION OF ACTUAL RESULTS. SARABJIT CHEEMA MAKES NO REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, AS TO THE ACCURACY OR COMPLETENESS OF THE INFORMATION CONTAINED HEREIN. SARABJIT CHEEMA DISCLAIMS ANY DUTY TO PROVIDE ANY UPDATES OR CHANGES TO THE ANLAYSES CONTAINED HEREIN INCLUDING, WITHOUT LIMITATION, THE MANNER OR TYPE OF ANY INVESTMENT MADE BY SARABJIT CHEEMA.

  • Post Holdings, Inc

    Post Holdings (Post or the Company) sells branded and private label ready-to-eat cereals, snacks and active nutrition products

    Spun-off from Ralcorp February 3, 2012

    Capitalization(1):

    Market Value of Equity: $1.85B

    Enterprise Value: $3.9B

    Operating Statistics(2):

    2014E Revenue: $4.3B

    2014E EBITDA: $614M

    2014E FCF / Share: $3.22

    Recent stock price: $48.03(1) Ticker: POST

    3 (1) As of May 9, 2014 (2) See slide 17

    Valuation Statistics(2):

    EV / EBITDA: 10.2x

    FCF Yield: 6.7%

  • Investment Considerations

    Durable products/brands

    Recurring cash flow

    High margin

    Low capex

    Limited working capital requirements

    Strong management team

    Efficient capital allocation

    4

    Post possesses the following positive characteristics:

    Key risks include: Staggered board

    Management succession/age

    Acquisition integration

  • Company Overview

    5

  • Transformation Under Bill Stritz

    After being spun-off from Ralcorp, Post was a single category participant

    3rd largest seller of ready-to-eat cereals in the US with 10.4% market share

    Low growth category

    Lacked diversification

    Net Sales of $959mm(1)

    6 Source: Company presentation (1) Fiscal year ended September 30, 2012 (2) LTM December 31, 2013 reflecting all closed acquisitions as of April 17, 2014 including both pre- and prost-acquisition periods as well as the pending acquisition of the PowerBar and Musashi brands and

    the pending acquisition of Michael Foods

    Series of acquisitions have transformed Post into a multi-category participant

    Participant in high growth categories

    Dynamic and diversified portfolio

    RTE Cereal has shrunk to 27% of Pro-forma sales

    LTM 12/31/13 net sales of ~4.1bn(2)

    2012 2014

  • Timeline of Acquisitions

    Since 2012, Stritz has spent ~$4bn on acquisitions

    7 Source: 8-K SEC filings (1) December 7, 2013 CAD$1 = .9132

    Date Target Purchase Price ($mm)

    Expected NPV of Tax Benefits

    EBITDA ($mm) EV / EBITDA Comments

    1/13 N/A N/A N/A Natural and organic RTE cereals

    5/13 $158 $25 - $30 $17 - $19 8.3x - 9.3x Acquired branded and private label cereal, granola, and snacks from Hearthside

    8/13 $180 $22 - $26 $17 - $20 9x - 10.6x Protein beverages and foods and nutritional supplements

    9/13 $370 $42 8.7x Past producer

    12/13 CAD$320(1) CAD$23(1) 13.9xPrivate label and branded peanut and other nut butters, baking nuts, raisins, other dried fruit and trail mixes

    12/13 $380 $40 - $45 $40 - $45 8.4x - 9.5x Nutritional and sports supplements

    2/14 $150 $15 - $17 8.8x - 10x Proteins bars, powders, and gel products

    4/14 $2,450 $250 - $270 9.1x - 9.8x Value-added egg products, refrigerated potato products and cheese and other dairy products

  • Pro-Forma Post: Diversified Portfolio of Brands

    8 Source: Company presentation

  • Expanded Platform Provides Optionality

    9 Source: Company presentation

    Post intends to grow organically and pursue tuck-in acquisitions to support and expand each platform

    Entrance into active nutrition and organic foods reduces reliance on legacy business (RTE cereal)

  • And Basis to Benefit From Strong Secular Trends

    10 Source: Company presentation

  • Management

    11

  • Seasoned Management Team

    12 Source: Company Presentation

  • Management Incentives Aligned With Shareholders

    13 Source: Proxy statement

    Bill Stritz (CEO) beneficially owns 1.1% of Post Holdings

    Receives only $1 base salary annually

    In May 2012, granted 1,550,000 stock options at an exercise price of $31.25/share

    In October 2013, received an additional 600,000 stock options at an exercise of $40.30 in conjunction with one-year employment extension

    Stock options will vest in equal installments on the first, second and third anniversaries of the grant date

    100% of CEO compensation tied to increase/decrease in shareholder value

  • Financials

    14

  • Historical Revenue and Margins

    15

    Net Sales ($mm) EBITDA Margins

    Revenue decline during 2010-2012 and margin compression through 2013 attributed to competitive price pressure in RTE cereal market and commodity inflation, respectively

    RTE cereal market expected to remain challenged from breakfast away from home products

    24.8%

    26.6% 26.5%

    21.1%

    18.9%

    10.0%

    13.0%

    16.0%

    19.0%

    22.0%

    25.0%

    28.0%

    2009 2010 2011 2012 2013

    $1,072

    $997

    $968 $959

    $1,034

    $870

    $900

    $930

    $960

    $990

    $1,020

    $1,050

    $1,080

    2009 2010 2011 2012 2013

  • Historical Return on Capital

    16 Note 1: ROIC defined as EBIT*(1 tax rate of 35%) / (Equity + Net debt) Note 2: Peer group includes General Mills, Kellogg, Hormel, J.M. Smucker, and Campbell Soup

    Under Ralcorp, Post was materially mismanaged Lack of reinvestment into business

    Limited new product launches/extensions

    Poor return on invested capital

    Return on Invested Capital

    5.4% 5.7%

    7.1%

    5.3%

    4.2%

    0.0%

    2.0%

    4.0%

    6.0%

    8.0%

    10.0%

    12.0%

    14.0%

    2009 2010 2011 2012 2013

    Industry Average = 12%

  • Pro-Forma Post Holdings

    17

    Source: Management estimates (1) Includes 5mm shares issued on March 12, 2014. Does not include dilution from preferred equity (2) Assumes 6.75% interest rate (3) Assumes $30mm cash production less $150mm for Powerbar and Musashi acquisition (4) Assumes preferred equity (annual dividend 3%) issued to finance equity portion of Michael Foods buyout (5) Stock price of $48.03 as 5/9/14

    No Margin Upside Assumed

    Revenue 4,265 6.75% Notes due 2021 894EBITDA 320 7.375% Notes due 2022 1,408Powerbar & Musashi EBITDA 15 _% Notes due _(2) 1,765Michael Food's EBITDA 255 Total Debt 4,067Michael Synergies 10 Cash(3) 708Cost Savings (Modesto Plant Closing) 14 Net Debt 3,359EBITDA 614

    % Margin 14.4% Series B Preferred @ 3.75% 242CapEx 90 Series C Preferred @ 2.5% 320EBIT 524 Series _ Preferred @ _%(4) 500Interest 283Taxes 84 Net Debt / EBITDA 5.5xPreferred Dividends 32 EBITDA / Interest 2.2xFree Cash Flow 124Shares Outstanding(1) 38.6

    Free Cash Flow / Share $3.22% Yield 6.7%

    EV / EBITDA 10.2x

    Pro-Forma Post Holdings Pro-Forma Capitalization

  • EBITDA Margins Relative to Comparables

    18 Note 1: Fiscal year ended for Old Post, General Mills, Kellogg Company, Hormel Foods, J.M. Smucker, and Campbells Note 2: Industry average excludes Old Post and Pro-Forma Post

    Pro-Forma Post significantly under-earning relative to peers and historical basis due to recent acquisitions

    18.9%

    14.4%

    19.5%

    22.8%

    10.6%

    20.5%

    19.5%

    8.0%

    12.0%

    16.0%

    20.0%

    24.0%

    Old Post Pro-Form Post General Mills Kellogg Company Hormel Foods J.M. Smucker Campbell's Soup

    Industry Average = 18.6%

  • 10.2x 11.5x

    9.4x

    13.5x

    10.1x 11.6x

    0.0x 2.0x 4.0x 6.0x 8.0x

    10.0x 12.0x 14.0x 16.0x

    Pro-Form Post General Mills Kellogg Company Hormel Foods J.M. Smucker Campbell's Soup

    6.7%

    5.3%

    7.1%

    4.2%

    6.1% 5.8%

    0.0% 1.0% 2.0% 3.0% 4.0% 5.0% 6.0% 7.0% 8.0%

    Pro-Form Post General Mills Kellogg Company Hormel Foods J.M. Smucker Campbell's Soup

    Trading Comparables

    19 Source: Proxy statement

    Latest FYE Free Cash Flow Yield

    Latest FYE EV / EBITDA

    Industry Average = 5.7%

    Industry Average = 11.2x

    At current valuations, investors are paying nothing for a management premium and margin upside

  • Valuation

    20 (1) Includes 5mm shares issued on March 12, 2014 and excludes conversion of preferred equity

    At a 17.5x FCF multiple, or 5.7% FCF yield, Post would be worth at least $73.60/share (53.2% upside)

    Revenue 4,265 4,265 4,265EBITDA Margin 16.0% 17.0% 18.0%Pro Forma EBITDA 682 725 768CapEx (100) (100) (100)Interest (283) (283) (283)Taxes (105) (120) (135)Preferred Dividends (32) (32) (32)Free Cash Flow 162 190 218Shares Oustanding(1) 38.6 38.6 38.6Free Cash Flow / Share 4.21$ 4.92$ 5.64$

    Multiple 17.5x 17.5x 17.5x

    Implied Share Price 73.60$ 86.17$ 98.74$ % Return 53.2% 79.4% 105.6%

    2 Year IRR 24% 34% 43%3 Year IRR 15% 22% 27%

    Illustrative Valuation Analysis ($mm)

    Slide Number 1DisclaimerPost Holdings, Inc Investment ConsiderationsCompany OverviewTransformation Under Bill Stritz Timeline of AcquisitionsPro-Forma Post: Diversified Portfolio of BrandsExpanded Platform Provides OptionalityAnd Basis to Benefit From Strong Secular TrendsManagementSeasoned Management TeamManagement Incentives Aligned With ShareholdersFinancialsHistorical Revenue and MarginsHistorical Return on CapitalPro-Forma Post HoldingsEBITDA Margins Relative to ComparablesTrading ComparablesValuation